JACKSON NATIONAL SEPARATE ACCOUNT VI
N-4, 2000-01-05
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As filed with the Securities and Exchange Commission on January 6, 2000.
                                              1933 Act File No:
                                                               ----------------
                                              1940 Act File No:
                                                               ----------------

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM N-4

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933       [X]
         Pre-Effective Amendment No.
                                                    ---
         Post-Effective Amendment No.
                                                    ---
                                     and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [X]

Amendment No.
                                                    ---

                      Jackson National Separate Account VI
- --------------------------------------------------------------------------------
                           (Exact Name of Registrant)
                     Jackson National Life Insurance Company
- --------------------------------------------------------------------------------
                               (Name of Depositor)
                  5901 Executive Drive, Lansing, Michigan 48911
- --------------------------------------------------------------------------------
              (Address of Depositor's Principal Executive Offices)
               Depositor's Telephone Number, including Area Code:
                                 (517) 394-3400
- --------------------------------------------------------------------------------
                                                 With a copy to:
         Patrick W. Garcy                        Joan Boros
         Associate General Counsel               Partner
         Jackson National Life                   Jorden, Burt, Boros,
              Insurance Company                  Cicchetti, Berenson and
         5901 Executive Dr.                      Johnson LLP
         Lansing, MI  48911                      1025 Thomas Jefferson St.,
                                                 N.W., Suite 400 East
                                                 Washington, DC  2007
                     (Name and Address of Agent for Service)

Approximate date of proposed public  offering:  (Upon the effective date of this
Registration Statement).

Title of Securities Being Registered
    Variable Portion of Individual Deferred Fixed and Variable Annuity Contracts

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

                     JACKSON NATIONAL SEPARATE ACCOUNT - VI
                     REFERENCE TO ITEMS REQUIRED BY FORM N-4

                                                     Caption in Prospectus or
                                                     Statement of Additional
                                                     Information relating to
N-4 Item                                             each Item
- --------                                             ------------------------

Part A.  Information Required in a Prospectus        Prospectus
- -------  ------------------------------------        ----------

1.       Cover Page                                  Cover Page

2.       Definitions                                 Index of Special Terms

3.       Synopsis                                    Key Facts; Fee Tables

4.       Condensed Financial Information             Advertising; Appendix A -
                                                     Condensed Financial
                                                     Information

5.       General Description of Registrant,          The Company; The
         Depositor and Portfolio Companies           Separate Account;
                                                     Investment Divisions

6.       Deductions                                  Contract Charges

7.       General Description of Variable             The Annuity Contract;
         Annuity Contracts                           Purchases; Transfers;
                                                     Access To Your Money;
                                                     Income Payments (The
                                                     Income Phase); Death
                                                     Benefit; Other
                                                     Information

8.       Annuity Period                              Income Payments (The
                                                     Income Phase)

9.       Death Benefit                               Death Benefit

10.      Purchases and Contract Value                Contract Charges;
                                                     urchases

11.      Redemptions                                 Key Facts; Access To Your
                                                     Money

12.      Taxes                                       Taxes

13.      Legal Proceedings                           Other Information

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


         Information Required in a Statement of      Statement of
Part B.  Additional Information                      Additional Information
- -------  ----------------------                      ----------------------

15.      Cover Page                                  Cover Page

16.      Table of Contents                           Table of Contents

17.      General Information and History             General Information
                                                     and History

18.      Services                                    Services

19.      Purchase of Securities Being Offered        Purchase of Securities
                                                     Being Offered

20.      Underwriters                                Underwriters

21.      Calculation of Performance Data             Calculation of
                                                     Performance

22.      Annuity Payments                            Income Payments; Net
                                                     Investment Factor

23.      Financial Statements                        Financial Statements

Part C.
- -------

Information required to be included in Part C is set forth under the appropriate
item, so numbered, in Part C of this Registration Statement.

<PAGE>
THE PERSPECTIVE COUNSELOR
FIXED AND VARIABLE ANNUITYSM

ISSUED BY JACKSON NATIONAL LIFE INSURANCE  COMPANY AND JACKSON NATIONAL SEPARATE
ACCOUNT - VI

o    Individual, flexible premium fixed and variable deferred annuity
o    A fixed account which offers an interest rate that is guaranteed by Jackson
     National Life Insurance Company (Jackson National)
o    Investment  divisions  which  purchase  shares of the  following  series of
     mutual funds:

     JNL Series Trust

                    JNL/J.P. Morgan Enhanced S&P 500 Enhanced Stock Index Series
                    JNL/SSGA Enhanced Intermediate Bond Index Series
                    JNL/SSGA International Index Series
                    JNL/SSGA Russell 2000 Index Series
                    JNL/SSGA S&P 500 Index Series
                    JNL/SSGA S&P MidCap Index Series
                    PPM America/JNL Money Market Series

Please read this  prospectus  before you purchase a Perspective  Counselor Fixed
and Variable Annuity. It contains important  information about the contract that
you ought to know before investing.  You should keep this prospectus on file for
future reference.

To learn  more  about  the  Perspective  Counselor  Fixed and  Variable  Annuity
contract,  you can obtain a free copy of the Statement of Additional Information
(SAI) dated  __________,  2000, by calling Jackson National at (800) 766-4683 or
by writing Jackson National at: Annuity Service Center, P.O. Box 378002, Denver,
Colorado  80237-8002.  The SAI has been filed with the  Securities  and Exchange
Commission (SEC) and is legally a part of this prospectus. The Table of Contents
of the SAI appears at the end of this  prospectus.  The SEC  maintains a website
(http://www.sec.gov)  that contains the SAI, material  incorporated by reference
and other information  regarding  registrants that file  electronically with the
SEC.

THE SEC HAS NOT APPROVED OR  DISAPPROVED  THE  PERSPECTIVE  COUNSELOR  FIXED AND
VARIABLE  ANNUITY  OR  PASSED  UPON THE  ADEQUACY  OF THIS  PROSPECTUS.  IT IS A
CRIMINAL OFFENSE TO REPRESENT OTHERWISE.

NOT FDIC INSURED
MAY LOSE VALUE
NO BANK GUARANTEE


                      , 2000
- ---------------------

<PAGE>
"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 Jackson National Life Insurance Company.  Please see the Statement of
Additional  Information  which sets forth  certain  additional  disclaimers  and
limitations of liabilities on behalf of S&P.

"JNL(R)", "Jackson National(R)" and "Jackson National Life(R)" are trademarks of
Jackson National Life Insurance Company.

TABLE OF CONTENTS


Key Facts

Fee Table

The Annuity Contract

The Company

The Guaranteed Accounts

The Separate Account

Investment Portfolios

Contract Charges

Purchases

Transfers

Access to Your Money

Income Payments (The Income Phase)

Death Benefit

Taxes

Other Information

Index of Special Terms

Table of Contents of the Statement of Additional Information
<PAGE>
KEY FACTS

ANNUITY SERVICE CENTER:             1 (800) 766-4683
         Mail Address:              P.O. Box 378002, Denver, Colorado 80237-8002
         Delivery Address:          8055  East  Tufts   Avenue,   Second  Floor,
                                    Denver, Colorado 80237

INSTITUTIONAL MARKETING
GROUP SERVICE CENTER:               1 (800) 777-7779
         Mail Address:              P.O. Box 30386, Lansing, Michigan 48909-9692
         Delivery Address:          5901  Executive  Drive,  Lansing,   Michigan
                                    48911 Attn: IMG

HOME OFFICE:                        5901  Executive  Drive,  Lansing,   Michigan
                                    48911

THE ANNUITY  CONTRACT               The  fixed  and  variable  annuity  contract
                                    offered by Jackson National provides a means
                                    for investing on a  tax-deferred  basis in a
                                    fixed  account of Jackson  National  and the
                                    investment   divisions.   The   contract  is
                                    intended  for  retirement  savings  or other
                                    long-term  investment  purposes and provides
                                    for a death benefit and income options.

INVESTMENT OPTIONS                  You can put  money  into the  fixed  account
                                    and/or any of the  investment  divisions but
                                    you may  not put  your  money  in more  than
                                    eighteen of the  investment  options  during
                                    the life of your contract.

EXPENSES                            The  contract  has  insurance  features  and
                                    investment  features,  and  there  are costs
                                    related to each.

                                    Jackson  National  makes a deduction for its
                                    insurance  charges which is equal to .65% of
                                    the daily value of the contracts invested in
                                    the   investment   divisions.   During   the
                                    accumulation phase, Jackson National deducts
                                    a $50  annual  contract  maintenance  charge
                                    from your contract ($30 in WA).

                                    Jackson  National may assess a state premium
                                    tax charge which ranges from 0-4%, depending
                                    upon the  state,  when you  begin  receiving
                                    regular income  payments from your contract,
                                    when you make a  withdrawal  or,  in  states
                                    where required, at the time premium payments
                                    are made.

                                    There  are  also  investment  charges  which
                                    range from .60% to .90%, on an annual basis,
                                    of the  average  daily  value of the series,
                                    depending on the series.

PURCHASES                           You can buy a contract for $25,000 or more .
                                    You can  add  $5,000  or  more  at any  time
                                    during  the  accumulation  phase  ($2,000 or
                                    more for a qualified plan contract).

ACCESS TO YOUR MONEY                You can  take  money  out of  your  contract
                                    during the accumulation  phase. You may have
                                    to pay income  tax and a tax  penalty on any
                                    money you take out.

INCOME PAYMENTS                     You may  choose to  receive  regular  income
                                    from your annuity.  During the income phase,
                                    you have the same investment choices you had
                                    during the accumulation phase.

DEATH BENEFIT                       If you  die  before  moving  to  the  income
                                    phase,  the person  you have  chosen as your
                                    beneficiary will receive a death benefit.

FREE LOOK                           If you cancel your  contract  within  twenty
                                    days after  receiving it (or whatever period
                                    is required in your state), Jackson National
                                    will  return the  amount  your  contract  is
                                    worth on the day we  receive  your  request.
                                    This may be more or less than your  original
                                    payment.   If  required   by  law,   Jackson
                                    National will return your premium.

TAXES                               The Internal  Revenue Code provides that you
                                    will  not be taxed  on the  earnings  on the
                                    money held in your  contract  until you take
                                    money   out   (this   is   referred   to  as
                                    tax-deferral).  There are different rules as
                                    to how you  will be taxed  depending  on how
                                    you take the money  out and the  basis  upon
                                    which   the   contract   is  tax   benefited
                                    (non-qualified or qualified).
<PAGE>
FEE TABLE

OWNER TRANSACTION EXPENSES*

         Transfer Fee:
         $25 for each transfer in excess of 15 in a contract year ($10 in TX)

         Contract Maintenance Charge:
         $50 per contract per year ($30 in WA)

SEPARATE ACCOUNT ANNUAL EXPENSES (as a percentage of average account value)*
         Mortality and Expense Risk Charges                       .50%
         Administration Charge                                    .15%
         Total Separate Account Annual Expenses                   .65%

SERIES ANNUAL EXPENSES
(as a percentage of the series average net assets)

<TABLE>
<CAPTION>

                                                                    Management
                                                                       And                      Total Series
                                                                  Administrative     Other         Annual
                                                                       Fee          Expenses      Expenses
- ----------------------------------------------------------------- --------------- ------------- --------------
<S>                                                                    <C>             <C>       <C>
JNL/J.P. Morgan Enhanced S&P 500 Enhanced
  Stock Index Series .......................................           .90%            0%        .90%
JNL/SSGA Enhanced Intermediate Bond Index Series ...........           .75%            0%        .75%
JNL/SSGA International Index Series ........................           .70%            0%        .70%
JNL/SSGA Russell 2000 Index Series .........................           .60%            0%        .60%
JNL/SSGA S&P 500 Index Series ..............................           .60%            0%        .60%
JNL/SSGA S&P MidCap Index Series ...........................           .60%            0%        .60%
PPM America/JNL Money Market Series ........................           .70%            0%        .70%
</TABLE>


* SEE "CONTRACT CHARGES"

<PAGE>


EXAMPLES. You would pay the following expenses on a $1,000 investment,  assuming
a 5% annual return on assets  whether you  maintain,  surrender or annuitize the
contract:

<TABLE>
<CAPTION>

                                                                                        Time Periods
- -------------------------------------------------------------------------------- ------- --------- -------- ---------
                                                                                   1        3         5        10
                                                                                  year    years     years    years
- -------------------------------------------------------------------------------- ------- --------- -------- ---------
<S>                                                                                 <C>     <C>       <C>     <C>
JNL/J.P.  Morgan Enhanced S&P 500 Enhanced
  Stock Index Series ........................................                       16      50        86      187
JNL/SSGA  Enhanced Intermediate  Bond Index Series ..........                       14      45        78      170
JNL/SSGA  International  Index Series .......................                       14      43        75      165
JNL/SSGA Russell  2000 Index Series .........................                       13      40        70      153
JNL/SSGA  S&P 500 Index  Series .............................                       13      40        70      153
JNL/SSGA S&P MidCap Index Series ............................                       13      40        70      153
PPM America/JNL Money Market Series .........................                       14      43        75      165
</TABLE>

EXPLANATION OF FEE TABLE AND EXAMPLES. The purpose of the Fee Table and Examples
is to assist you in  understanding  the various costs and expenses that you will
bear directly or indirectly. The Fee Table reflects the expenses of the separate
account and the series. Premium taxes may also apply.

The Examples  reflect the contract  maintenance  charge which is  determined  by
dividing the total amount of such  charges  expected to be collected  during the
year by the total estimated average net assets of the investment portfolios.

THE EXAMPLES DO NOT REPRESENT PAST OR FUTURE EXPENSES.  THE ACTUAL EXPENSES THAT
YOU INCUR MAY BE GREATER OR LESS THAN THOSE SHOWN.

FINANCIAL STATEMENTS.

You can find the following financial statements in the SAI:

o    the financial  statements of Jackson  National for the year ended  December
     31, 1999

<PAGE>
THE ANNUITY CONTRACT

The fixed and  variable  annuity  contract  offered  by  Jackson  National  is a
contract between you, the owner, and Jackson National, an insurance company. The
contract  provides  a means for  investing  on a  tax-deferred  basis in a fixed
account and  investment  divisions.  The  contract is  intended  for  retirement
savings or other long-term  investment purposes and provides for a death benefit
and guaranteed income options.

The  contract,  like all deferred  annuity  contracts,  has two phases:  (1) the
accumulation  phase, and (2) the income phase.  During the  accumulation  phase,
earnings  accumulate  on a  tax-deferred  basis and are taxed as income when you
make  a  withdrawal.  Under  qualified  plans  earnings  also  accumulate  on  a
tax-deferred basis.

The contract  offers a fixed account.  Jackson  National will credit interest to
the fixed account. Such interest will be credited at the annual interest rate or
rates Jackson National  prospectively  declares from time to time. Any such rate
or rates so determined will remain in effect for a period of one year so long as
such deposited  amount remains in the fixed account.  Subsequent  interest rates
may be higher or lower  than those  rates  previously  set by Jackson  National.
Jackson  National  guarantees  that it will credit  interest at not less than 3%
annually.

The contract also offers  investment  divisions.  The  investment  divisions are
designed to potentially  offer a higher return than the fixed account.  HOWEVER,
THIS IS NOT  GUARANTEED.  IT IS POSSIBLE FOR YOU TO LOSE YOUR MONEY.  If you put
money  in the  investment  portfolios,  the  amount  of  money  you are  able to
accumulate  in your  contract  during the  accumulation  phase  depends upon the
performance  of the  investment  divisions you select.  The amount of the income
payments you receive  during the income phase also will depend,  in part, on the
performance of the investment divisions you choose for the income phase.

As the owner,  you can exercise all the rights under the contract.  You and your
spouse can be joint owners.  You can assign the contract at any time during your
lifetime but Jackson National will not be bound until it receives written notice
of the assignment.

THE COMPANY

Jackson National is a stock life insurance  company  organized under the laws of
the state of Michigan in June 1961.  Its legal  domicile and principal  business
address is 5901 Executive Drive,  Lansing,  Michigan 48911.  Jackson National is
admitted  to conduct  life  insurance  and annuity  business in the  District of
Columbia  and all states  except New York.  Jackson  National  is  ultimately  a
wholly-owned subsidiary of Prudential plc (London, England).

Jackson National has  responsibility for administration of the contracts and the
Separate  Account.   We  maintain  records  of  the  name,   address,   taxpayer
identification  number and other  pertinent  information for each contract owner
and the number and type of contracts  issued to each contract owner, and records
with respect to the value of each contract.


THE FIXED ACCOUNT

If you  select  the  fixed  account,  your  money  will be placed  with  Jackson
National's  general account assets. The fixed account is not registered with the
SEC and the SEC does not  review  the  information  we  provide to you about the
fixed account.  Your contract contains a more complete  description of the fixed
account.

THE SEPARATE ACCOUNT

The Jackson  National  Separate Account - VI was established by Jackson National
on  December  14,  1999,  pursuant  to the  provisions  of  Michigan  law,  as a
segregated  asset  account  of the  company.  The  separate  account  meets  the
definition  of a "separate  account"  under the federal  securities  laws and is
registered with the SEC as a unit investment trust under the Investment  Company
Act of 1940, as amended.

The assets of the separate  account  legally belong to Jackson  National and the
obligations  under the contracts are obligations of Jackson  National.  However,
the contract assets in the separate  account are not chargeable with liabilities
arising out of any other  business  Jackson  National  may  conduct.  All of the
income,  gains and losses resulting from these assets are credited to or charged
against the contracts and not against any other contracts  Jackson  National may
issue.

The separate account is divided into investment divisions. Jackson National does
not  guarantee  the  investment  performance  of  the  separate  account  or the
investment divisions.

INVESTMENT DIVISIONS

You can put money in any or all of the investment  divisions;  however,  you may
not allocate your money to more than eighteen investment options during the life
of your contract.  The  investment  divisions  purchase  shares of the following
series of mutual funds:

JNL Series Trust

         JNL/J.P. Morgan Enhanced S&P 500 Stock Index Series
         JNL/SSGA Enhanced Intermediate Bond Index Series
         JNL/SSGA International Index Series
         JNL/SSGA Russell 2000 Index Series
         JNL/SSGA S&P 500 Index Series
         JNL/SSGA S&P MidCap Index Series
         PPM America/JNL Money Market Series

The series are described in the attached  prospectuses for the JNL Series Trust.
Jackson National Financial Services, LLC serves as investment adviser for all of
the series. The sub-adviser for each series is listed in the following table:

Sub-Adviser                              Series
- -----------                              ------

J.P. Morgan Investment Management Inc.   JNL/J.P. Enhanced S&P 500 Stock
                                           Index Series

PPM America, Inc.

                                         PPM America/JNL Money Market Series

State Street Global Advisors             JNL/SSGA Enhanced Intermediate Bond
                                           Index Series
                                         JNL/SSGA International Index Series
                                         JNL/SSGA Russell 2000 Index Series
                                         JNL/SSGA S&P 500 Index Series
                                         JNL/SSGA S&P MidCap Index Series

Depending  on  market  conditions,  you can  make or  lose  money  in any of the
investment divisions.  You should read the prospectuses for the JNL Series Trust
carefully before investing.  Additional investment divisions may be available in
the future.

VOTING RIGHTS.  To the extent required by law, Jackson National will obtain from
you and other owners of the  contracts  instructions  as to how to vote when the
series solicits proxies in conjunction with a vote of shareholders. When Jackson
National  receives  instructions,  we will vote all the shares Jackson  National
owns in proportion to those instructions.

SUBSTITUTION.  Jackson  National  may be  required to  substitute  a mutual fund
series  with  another  mutual fund  series or mutual  fund.  We will not do this
without any required  approval of the SEC. Jackson National will give you notice
of such transactions.

CONTRACT CHARGES

There are charges and other expenses  associated  with the contracts that reduce
the return on your  investment  in the  contract.  These charges may be a lesser
amount  where  required  by state  law or as  described  below,  but will not be
increased. These charges and expenses are:

INSURANCE CHARGES. Each day Jackson National makes a deduction for its insurance
charges.  We do this as part of our calculation of the value of the accumulation
units and annuity  units.  On an annual  basis,  this charge  equals .65% of the
daily value of the contracts invested in an investment division,  after expenses
have been deducted.

This  charge  is for the  mortality  risks,  expense  risks  and  administrative
expenses assumed by Jackson National.  The mortality risks that Jackson National
assumes arise from our obligations under the contracts:

o    to make income  payments  for the life of the  annuitant  during the income
     phase;
o    to provide a death benefit prior to the income date.

The expense risk that Jackson  National assumes is the risk that our actual cost
of  administering  the contracts and the  investment  divisions  will exceed the
amount  that  we  receive  from  the  administration  charge  and  the  contract
maintenance charge.

CONTRACT  MAINTENANCE CHARGE.  During the accumulation  phase,  Jackson National
deducts a $50 ($30 in Washington)  annual  contract  maintenance  charge on each
anniversary  of the  date on  which  your  contract  was  issued.  If you make a
complete  withdrawal from your contract,  the contract  maintenance  charge will
also be deducted. This charge is for administrative expenses.

Jackson  National  will not deduct this charge,  if when the  deduction is to be
made,  the value of your  contract  is $50,000  or more.  Jackson  National  may
discontinue this practice at any time.

TRANSFER FEE. A transfer fee of $25 will apply to transfers in excess of 15 in a
contract  year ($10 in TX).  Jackson  National  may waive  the  transfer  fee in
connection with  pre-authorized  automatic  transfer  programs,  or may charge a
lesser fee where required by state law.

OTHER  EXPENSES.  Jackson  National pays the operating  expenses of the Separate
Account.

There are  deductions  from and  expenses  paid out of the assets of the series.
These  expenses are  described in the attached  prospectuses  for the JNL Series
Trust.

PREMIUM TAXES. Some states and other governmental  entities charge premium taxes
or other similar taxes. Jackson National is responsible for the payment of these
taxes and may make a deduction from the value of the contract for them.  Premium
taxes generally range from 0% to 4% depending on the state.

INCOME TAXES.  Jackson  National will make a deduction from the contract for any
income  taxes which it incurs  because of the  contract.  Currently,  we are not
making any such deduction.

DISTRIBUTION OF CONTRACTS. Jackson National Life Distributors,  Inc., located at
401 Wilshire  Boulevard,  Suite 1200, Santa Monica,  California 90401, serves as
the distributor of the contracts. Jackson National Life Distributors,  Inc. is a
wholly-owned subsidiary of Jackson National.

Commissions  may be  paid  to  broker-dealers  who  sell  the  contracts.  While
commissions may vary, they are not expected to exceed 4% of any premium payment.
Under certain circumstances,  Jackson National may pay bonuses,  overrides,  and
marketing allowances, in addition to the standard commissions.  Jackson National
may use any of its corporate assets to cover the cost of distribution, including
any profit from the contract insurance charges.

PURCHASES

MINIMUM INITIAL PREMIUM:

o    $25,000 under most circumstances
o    The maximum we accept without our prior approval is $1 million.

MINIMUM ADDITIONAL PREMIUMS:

o    $5,000 ($2,000 for a qualified plan contract.)

You can pay additional premiums at any time during the accumulation phase.

The minimum that you may allocate to the fixed account or investment division is
$100.  There is a $100 minimum  balance  requirement  for each fixed account and
investment division.

When you  purchase a contract,  Jackson  National  will  allocate  your  initial
premium to the fixed account and/or one or more of the investment  divisions you
have selected.  Your allocations must be in whole percentages ranging from 0% to
100%. Jackson National will allocate  additional premiums in the same way unless
you tell us otherwise.

There may be more than eighteen investment options available under the contract;
however,  you may not  allocate  your  money to more  than  eighteen  investment
options including the fixed account during the life of your contract.

Jackson National will issue your contract and allocate your first premium within
2 business days after we receive your first premium and all information  that we
require  for  the  purchase  of a  contract.  If we do  not  receive  all of the
information  that  we  require,  we  will  contact  you  to  get  the  necessary
information.  If for some reason  Jackson  National  is unable to complete  this
process  within 5 business  days,  we will either  return your money or get your
permission to keep it until we receive all of the required information.

The  Jackson  National  business  day closes  when the New York  Stock  Exchange
closes, usually 4:00 p.m. Eastern time.

ACCUMULATION  UNITS.  The contract value  allocated to the investment  divisions
will go up or down depending on the  performance  of the underlying  mutual fund
series.  In order to keep track of the value of your contract,  Jackson National
uses a unit of measure called an  accumulation  unit. (An  accumulation  unit is
similar to a share of a mutual  fund.)  During the income  phase it is called an
annuity unit.

Every business day Jackson National determines the value of an accumulation unit
for each of the investment divisions. This is done by:

     1.   determining  the total  amount  of money  invested  in the  particular
          investment division;

     2.   subtracting any insurance charges;

     3.   dividing this amount by the number of outstanding accumulation units.

The value of an accumulation unit may go up or down from day to day.

When you make a premium  payment,  Jackson  National  credits your contract with
accumulation  units. The number of accumulation  units credited is determined at
the close of  Jackson  National's  business  day by  dividing  the amount of the
premium  allocated to any investment  division by the value of the  accumulation
unit for that investment division.

TRANSFERS

You can transfer money among the fixed account and investment  divisions  during
the accumulation  phase. During the income phase, you can transfer money between
investment divisions.

You can make 15  transfers  every year  during the  accumulation  phase  without
charge. The minimum amount that you can transfer is $100 (unless the transfer is
made under a pre-authorized  automatic transfer program). If the remaining value
in the fixed  account  or  investment  division  would be less than $100 after a
transfer, you must transfer the entire value or you may not make the transfer.

TELEPHONE  TRANSACTIONS.  You may make transfers by telephone,  unless you elect
not to have this privilege.  When authorizing a transfer, you must complete your
telephone  call by the close of Jackson  National's  business day (usually  4:00
p.m. Eastern time) in order to receive that day's accumulation unit value for an
investment division.

Jackson  National  has  procedures  which are  designed  to  provide  reasonable
assurance  that telephone  authorizations  are genuine.  Our procedures  include
requesting identifying information and tape recording telephone  communications.
Jackson National and its affiliates  disclaim all liability for any claim,  loss
or expense  resulting  from any alleged  error or mistake in  connection  with a
telephone transfer which was not properly authorized by you. However, if Jackson
National  fails to employ  reasonable  procedures  to ensure that all  telephone
transfers  are  properly  authorized,  we may be held  liable  for such  losses.
Jackson  National  reserves the right to modify or  discontinue  at any time and
without notice the acceptance of instructions from someone other than you and/or
the telephone transfer privilege.

ACCESS TO YOUR MONEY

You can have access to the money in your contract:

o    by making either a partial or complete withdrawal, or
o    by electing to receive income payments.

Your  beneficiary  can have  access to the money in your  contract  when a death
benefit is paid.

When you make a complete withdrawal you will receive:

     1.   the value of the contract on the day you made the withdrawal;

     2.   less any premium tax; and

     3.   less any contract maintenance charge.

Except in connection with the systematic  withdrawal program,  you must withdraw
at least $500 or, if less,  the entire amount in the fixed account or investment
division from which you are making the withdrawal.  After your  withdrawal,  you
must have at least $100 left in the fixed account or investment division.

Your  withdrawal  request  must be in  writing.  Jackson  National  will  accept
withdrawal requests submitted via facsimile. There are risks associated with not
requiring original signatures in order to disburse contract holder monies.

INCOME TAXES, TAX PENALTIES AND CERTAIN RESTRICTIONS MAY APPLY TO ANY WITHDRAWAL
YOU MAKE.

There are limitations on withdrawals from qualified plans.  See "Taxes."

SYSTEMATIC  WITHDRAWAL PROGRAM. You can arrange to have money automatically sent
to you periodically while your contract is still in the accumulation  phase. You
will have to pay taxes on money you receive and  withdrawals you make before you
reach 59 1/2 may be subject to a 10% tax penalty.

We  reserve  the  right to  charge  a fee for  participation  or to  discontinue
offering this program in the future.

SUSPENSION  OF  WITHDRAWALS  OR TRANSFERS.  Jackson  National may be required to
suspend or delay withdrawals or transfers from an investment division when:

a)   the New York Stock  Exchange is closed  (other than  customary  weekend and
     holiday closings);
b)   trading on the New York Stock Exchange is restricted;
c)   an emergency exists so that it is not reasonably  practicable to dispose of
     securities  in the  Separate  Account or  determine  division  value of its
     assets; or;
d)   the SEC, by order, may permit for the protection of owners.

The  applicable  rules  and  regulations  of the SEC  will  govern  whether  the
conditions described in (b) and/or (c) exist.

Jackson  National has reserved  the right to defer  payment for a withdrawal  or
transfer  from the fixed  account for the period  permitted by law, but not more
than six months.

INCOME PAYMENTS (THE INCOME PHASE)

The income  phase occurs when you begin  receiving  regular  payments  from your
contract.  The income date is the month and year in which those payments  begin.
The income date must be at least one year after your contract is issued. You can
choose the income date and an income  option.  The income  options are described
below.

If you do not choose an income option, we will assume that you selected Option 3
which provides a life annuity with 120 months of guaranteed payments.

You can change the income  date or income  option at any time  before the income
date.  You must give us 7 days notice.  Income  payments must begin by your 90th
birthday  under a  non-qualified  contract (or an earlier date under a qualified
contract if required by law).

At the income date,  you can choose  whether  payments  will come from the fixed
account,  the investment  divisions or both. Unless you tell us otherwise,  your
income payments will be based on the investment  allocations  that were in place
on the income date.

You can choose to have income payments made monthly,  quarterly,  semi-annually,
or  annually.  However,  if you have less than $5,000 to apply  toward an income
option and state law  permits,  Jackson  National  may provide your payment in a
single lump sum.  Likewise,  if your first income payment would be less than $50
and state law permits,  Jackson  National  may set the  frequency of payments so
that the first payment would be at least $50.

INCOME PAYMENTS FROM INVESTMENT DIVISIONS.  If you choose to have any portion of
your income payments come from the investment division(s),  the dollar amount of
your payment will depend upon three things:

     1.   the value of your contract in the investment division(s) on the income
          date;

     2.   the 4.5%  assumed  investment  rate used in the annuity  table for the
          contract; and

     3.   the performance of the investment division you selected.

Jackson  National  calculates the dollar amount of the first income payment that
you receive from the investment divisions.  We then use that amount to determine
the  number of  annuity  units that you hold in each  investment  division.  The
amount of each subsequent income payment is determined by multiplying the number
of annuity  units that you hold in an  investment  division by the annuity  unit
value for that investment division.

The number of annuity units that you hold in each  investment  division does not
change unless you reallocate your contract value among the investment divisions.
The  annuity  unit  value of each  investment  division  will vary  based on the
investment  performance  of the  underlying  mutual fund  series.  If the actual
investment performance exactly matches the assumed rate at all times, the amount
of each income payment will remain equal. If the actual  investment  performance
exceeds the assumed rate, your income payments will increase.  Similarly, if the
actual  investment  performance  is less  than the  assumed  rate,  your  income
payments will decrease.

INCOME  OPTIONS.  The annuitant is the person whose life we look to when we make
income  payments.   (Each  description  assumes  that  you  are  the  owner  and
annuitant.) The following income options may not be available in all states.

     Option 1 - Life Income.  This income option provides  monthly  payments for
your life.

     Option 2 - Joint and Survivor Annuity.  This income option provides monthly
payments for your life and for the life of another person  (usually your spouse)
selected by you.

     Option 3 - Life Annuity With 120 or 240 Monthly Payments  Guaranteed.  This
income option  provides  monthly  payments for the  annuitant's  life,  but with
payments  continuing to the  beneficiary for the remainder of 10 or 20 years (as
you select) if the annuitant dies before the end of the selected period.

     Option 4 - Income for a  Specified  Period.  This  income  option  provides
monthly payments for any number of years from 5 to 30.

     Additional  Options - Other income options may be made available by Jackson
National.

None of the income  options,  except Option 4, are redeemable once payments have
begun. One may make partial or full withdrawals of Annuity value under Option 4.
Jackson  National  will utilize the assumed  rate of interest in  commuting  the
value of your withdrawal. Because of the potential tax consequences of a full or
partial  surrender,  you should  consult a  competent  tax  adviser  regarding a
surrender.

Participants under qualified plans as well as contract owners,  annuitants,  and
designated  beneficiaries  are  cautioned  that  you  may  not be able to take a
partial  withdrawal or surrender the contract under a qualified plan. You should
seek  competent  advice  concerning  the terms and  conditions of the particular
qualified plan and use of the contract with that plan.

DEATH BENEFIT

The death benefit is calculated as of the date we receive  complete  claim forms
and proof of death from the beneficiary of record.

DEATH OF OWNER  BEFORE THE INCOME DATE.  If you die before  moving to the income
phase,  the  person you have  chosen as your  beneficiary  will  receive a death
benefit.  If you have a joint  owner,  the death  benefit  will be paid when the
first  joint  owner  dies.  The  surviving  joint  owner  will be treated as the
beneficiary.  Any other  beneficiary  designated will be treated as a contingent
beneficiary.

The death benefit equals:

     1.   current contract value; OR

     2.   the total premiums (less withdrawals, charges and premium taxes) since
contract issue. -- whichever is GREATER.

From the time of death of the owner until the death benefit is  determined,  any
amount  allocated to an investment  division will be subject to investment risk.
This investment risk is borne by the beneficiary(ies).

The entire death benefit must be paid within 5 years of the date of death unless
the beneficiary elects to have the death benefit payable under an income option.
The  death  benefit  payable  under  an  income  option  must be paid  over  the
beneficiary's  lifetime or for a period not extending  beyond the  beneficiary's
life  expectancy.  Payments  must  begin  within  one year of the date of death.
Unless the beneficiary chooses to receive the death benefit in a single sum, the
beneficiary  must elect an income option within the 60 day period beginning with
the date Jackson National receives proof of death. If the beneficiary chooses to
receive the death benefit in a single sum and all the necessary requirements are
met,  Jackson  National  will  pay the  death  benefit  within  7  days.  If the
beneficiary is your spouse, he/she can continue the contract in his/her own name
at the then current contract value.

DEATH OF OWNER ON OR AFTER THE INCOME  DATE.  If you or a joint  owner die on or
after the income date,  any remaining  payments  under the income option elected
will continue at least as rapidly as under the method of  distribution in effect
at the date of death.  If you die,  the  beneficiary  becomes the owner.  If the
joint owner dies,  the surviving  joint owner,  if any,  will be the  designated
beneficiary.  Any other  beneficiary  designation on record at the time of death
will be  treated  as a  contingent  beneficiary.  A  contingent  beneficiary  is
entitled to receive payment only after the beneficiary dies.

DEATH OF  ANNUITANT.  If the  annuitant  is not an owner or joint  owner and the
annuitant dies before the income date,  you can name a new annuitant.  If you do
not name a new annuitant within 30 days of the death of the annuitant,  you will
become  the  annuitant.  However,  if the  owner is a  non-natural  person  (for
example, a corporation),  then the death of the annuitant will be treated as the
death of the owner, and a new annuitant may not be named.

If the annuitant dies on or after the income date,  any remaining  payments will
be as provided for in the income option selected. Any remaining payments will be
paid at least as rapidly as under the  method of  distribution  in effect at the
annuitant's death.

TAXES

THE  FOLLOWING IS GENERAL  INFORMATION  AND IS NOT INTENDED AS TAX ADVICE TO ANY
INDIVIDUAL.  YOU  SHOULD  CONSULT  YOUR OWN TAX  ADVISER.  A FURTHER  DISCUSSION
REGARDING TAXES IS INCLUDED IN THE SAI.

The  Internal  Revenue  Code (Code)  provides  that you will not be taxed on the
earnings  on the money held in your  contract  until you take money out (this is
referred  to as  the  tax-deferral  that  is  provided  by the  contract  or the
qualified plan). There are different rules as to how you will be taxed depending
on how you take the money out and the type of contract  you have  (non-qualified
or qualified).

NON-QUALIFIED  CONTRACTS - GENERAL TAXATION.  You will not be taxed on increases
in the value of your contract until a distribution (either as a withdrawal or as
an  income  payment)  occurs.  When you make a  withdrawal  you are taxed on the
amount of the withdrawal  that is earnings.  For income  payments,  a portion of
each income  payment is treated as a partial return of your premium and will not
be taxed.  The  remaining  portion  of the  income  payment  will be  treated as
ordinary  income.  How  the  income  payment  is  divided  between  taxable  and
non-taxable  portions  depends on the  period  over which  income  payments  are
expected to be made.  Income  payments  received  after you have received all of
your investment in the contract are treated as income.

If a non-qualified contract is owned by a non-natural person (e.g.,  corporation
or certain  other  entities  other than a trust holding the contract as an agent
for a natural person),  the contract will generally not be treated as an annuity
for tax purposes.

QUALIFIED  AND  NON-QUALIFIED  CONTRACTS.  If you  purchase  the  contract as an
individual  and not under any pension plan,  specially  sponsored  program or an
individual  retirement annuity,  your contract is referred to as a non-qualified
contract.

If you purchase the contract under a pension plan,  specially sponsored program,
or an individual retirement annuity, your contract is referred to as a qualified
contract.  Examples of  qualified  plans are:  Individual  Retirement  Annuities
(IRAs), Tax-Sheltered Annuities (sometimes referred to as 403(b) contracts), and
pension and profit-sharing plans, which include 401(k) plans and H.R.
10 Plans.

WITHDRAWALS  -  NON-QUALIFIED  CONTRACTS.  If you make a  withdrawal  from  your
contract, the Code generally treats the withdrawal as first coming from earnings
and then from your  premium  payments.  Withdrawn  earnings  are  includible  in
income. Additional information is provided in the SAI.

The Code also provides that any amount received under an annuity  contract which
is included in income may be subject to a 10% penalty.  Some withdrawals will be
exempt from the  penalty.  They  include any  amounts:  (1) paid on or after the
taxpayer  reaches age 59 1/2;  (2) paid after you die;  (3) paid if the taxpayer
becomes  totally  disabled (as that term is defined in the Code);  (4) paid in a
series of  substantially  equal payments made annually (or more  frequently) for
life or a period not  exceeding  life  expectancy;  (5) paid under an  immediate
annuity; or (6) which come from premiums made prior to August 14, 1982.

WITHDRAWALS - QUALIFIED CONTRACTS. There are special rules that govern qualified
contracts. We have provided an additional discussion in the SAI.

WITHDRAWALS - TAX-SHELTERED ANNUITIES. The Code limits the withdrawal of amounts
attributable to purchase  payments made under a salary reduction  agreement from
Tax-Sheltered Annuities. Withdrawals can only be made when an owner: (1) reaches
age 59 1/2; (2) leaves his/her job; (3) dies; (4) becomes disabled (as that term
is defined in the Code); or (5) in the case of hardship. However, in the case of
hardship, the owner can only withdraw the premium and not any earnings.

WITHDRAWALS - ROTH IRAS. Beginning in 1998,  individuals may purchase a new type
of non-deductible  IRA, known as a Roth IRA.  Qualified  distributions from Roth
IRAs are entirely  federal  income tax free. A qualified  distribution  requires
that the  individual  has held the Roth  IRA for at least  five  years  and,  in
addition,  that the distribution is made either after the individual reaches age
59 1/2, on account of the  individual's  death or  disability,  or as  qualified
first-time  home  purchase,   subject  to  $10,000  lifetime  maximum,  for  the
individual, or for a spouse, child, grandchild, or ancestor.

WITHDRAWALS - INVESTMENT ADVISER FEES. The Internal Revenue Service has, through
a series of Private Letter Rulings,  held that the payment of investment adviser
fees  from  an IRA or a  Tax-Sheltered  Annuity  is  permissible  under  certain
circumstances and will not be considered a distribution for income tax purposes.
The Rulings  require that in order to receive this favorable tax treatment,  the
annuity contract must, under a written agreement,  be solely liable (not jointly
with the  contract  owner)  for  payment of the  adviser's  fee and the fee must
actually be paid from the  annuity  contract to the  adviser.  Withdrawals  from
non-qualified  contracts  for the  payment of  investment  adviser  fees will be
considered taxable distributions from the contract.

DEATH  BENEFITS.  Any death  benefits paid under the contract are taxable to the
beneficiary.  The rules  governing  the  taxation  of  payments  from an annuity
contract,  as discussed above,  generally apply to the payment of death benefits
and depend on whether  the death  benefits  are paid as a lump sum or as annuity
payments. Estate taxes may also apply.

RESTRICTIONS UNDER THE TEXAS OPTIONAL RETIREMENT PROGRAM (ORP). Contracts issued
to   participants  in  ORP  contain   restrictions   required  under  the  Texas
Administrative Code. In accordance with those restrictions, a participant in ORP
will  not  be  permitted  to  make  withdrawals  prior  to  such   participant's
retirement,  death,  attainment of age 70 1/2 or  termination of employment in a
Texas public institution of higher education.  The restrictions on withdrawal do
not apply in the event a  participant  in ORP  transfers  the contract  value to
another approved contract or vendor during the period of ORP participation.

ASSIGNMENT.  An  assignment  may be a taxable  event.  If the contract is issued
pursuant to a qualified plan, there may be limitations on your ability to assign
the contract.

DIVERSIFICATION.  The  Code  provides  that  the  underlying  investments  for a
variable annuity must satisfy certain  diversification  requirements in order to
be treated as an annuity contract. Jackson National believes that the underlying
investments are being managed so as to comply with these requirements.

OWNER  CONTROL.  Neither the Code nor the  Treasury  Regulations  issued to date
provide guidance as to the circumstances  under which you, because of the degree
of  control  you  exercise  over the  underlying  investments,  and not  Jackson
National  would  be  considered  the  owner  of the  shares  of  the  investment
divisions.  If you are considered to be the owner of the shares,  it will result
in the loss of the favorable tax treatment for the contract.

It is  unknown  to  what  extent  owners  are  permitted  to  select  investment
divisions,  to make transfers  among the investment  divisions or the number and
type of investment divisions owners may select from without being considered the
owner of the shares.

As  discussed  above,  if you are deemed to possess  too much  control  over the
assets of the Separate  Account,  the Contract  would not be given  tax-deferred
treatment and therefore the earnings  allocable to the Contract would be subject
to federal income tax prior to receipt by you.

If any  guidance  is  provided  which is  considered  a new  position,  then the
guidance would generally be applied prospectively.  However, if such guidance is
considered not to be a new position, it may be applied retroactively. This would
mean that you,  as the owner of the  contract,  could be treated as the owner of
the investment portfolios. Due to the uncertainty in this area, Jackson National
reserves  the right to modify the  contract in an attempt to maintain  favorable
tax treatment.

OTHER INFORMATION

DOLLAR COST AVERAGING. You can arrange to automatically have a regular amount of
money  periodically  transferred  into the  investment  divisions from the Fixed
Account or any of the other investment divisions. This theoretically gives you a
lower  average cost per unit over time than you would  receive if you made a one
time purchase.  The more volatile  investment  divisions may not result in lower
average costs and such divisions may not be an appropriate source of dollar cost
averaging transfers in volatile markets. Certain restrictions may apply.

Jackson National does not currently charge for participation in this program. We
may do so in the future.

REBALANCING.  You can arrange to have Jackson National automatically  reallocate
money between investment divisions periodically to keep the blend you select.

Jackson National does not currently charge for participation in this program. We
may do so in the future.

FREE LOOK. If you cancel the contract  within twenty days after receiving it (or
whatever  period is required in your state),  Jackson  National  will return the
amount your  contract is worth on the day we receive your  request.  This may be
more or less than your original  payment.  If required by law,  Jackson National
will return your premium.

ADVERTISING.  From time to time, Jackson National may advertise several types of
performance for the investment divisions.

o    Total  return is the  overall  change in the value of an  investment  in an
     investment division over a given period of time.
     o    Standardized  average  annual total return is calculated in accordance
          with SEC guidelines.
     o    Non-standardized  total  return  may be for  periods  other than those
          required or may  otherwise  differ from  standardized  average  annual
          total return.  For example,  if a series has been in existence  longer
          than the investment division, we may show non-standardized performance
          for periods  that begin on the  inception  date of the series,  rather
          than the inception date of the investment  division.
o    Yield refers to the income  generated by an investment  over a given period
     of time.

Performance will be calculated by determining the percentage change in the value
of an accumulation unit by dividing the increase (decrease) for that unit by the
value of the accumulation unit at the beginning of the period.  Performance will
reflect the deduction of the insurance  charges and may reflect the deduction of
the contract maintenance charge. The deduction of the contract maintenance would
reduce the percentage increase or make greater any percentage decrease.

MARKET TIMING AND ASSET ALLOCATION SERVICES.  Market timing and asset allocation
services must comply with Jackson National's  administrative  systems, rules and
procedures.

MODIFICATION OF THE CONTRACT. Only the President,  Vice President,  Secretary or
Assistant  Secretary  of  Jackson  National  may  approve a change to or waive a
provision  of the  contract.  Any change or waiver must be in  writing.  Jackson
National may change the terms of the contract in order to comply with changes in
applicable law, or otherwise as deemed necessary by Jackson National.

LEGAL  PROCEEDINGS.   Jackson  National  has  been  named  in  civil  litigation
proceedings which appear to be substantially similar to other litigation brought
against  many  life  insurers  alleging  misconduct  in the  sale  of  insurance
products.  These matters are sometimes referred to as market conduct litigation.
The  litigation  against JNL purports to include  certain  persons in the United
States who purchased  life  insurance  and annuity  products from JNL during the
period  from 1981 to  present.  JNL has  retained  national  and  local  counsel
experienced in the handling of such litigation.  In addition, JNL is a defendant
in several  individual  actions that involve similar issues. At this time, it is
not feasible to make a  meaningful  estimate of the amount or range of loss that
could result from an unfavorable outcome in such actions.

There are no material legal proceedings,  other than ordinary routine litigation
incidental to the business,  to which Jackson National Life Distributors,  Inc.,
or the Jackson National Separate Account VI are parties.

QUESTIONS.  If you have questions about your contract,  you may call or write to
us at:

o    Jackson  National Life Annuity  Service Center:  (800)  766-4683,  P.O. Box
     378002, Denver, Colorado 80237-8002
o    Institutional  Marketing  Group Service Center:  (800)  777-7779,  P.O. Box
     30386, Lansing, Michigan 48909-9692.

<PAGE>
                             INDEX OF SPECIAL TERMS

TERM                                                                      PAGE

Accumulation Phase.......................................................

Accumulation Unit........................................................

Annuitant................................................................

Annuity Unit.............................................................

Annuity Unit Value.......................................................

Beneficiary..............................................................

Business Day.............................................................

Complete Withdrawal......................................................

Death Benefit............................................................

Expense Risk.............................................................

Fixed Account............................................................

Income Phase.............................................................

Investment Divisions.....................................................

Investment Options.......................................................

Mortality Risk...........................................................

Non-Qualified Contract...................................................

Owner....................................................................

Partial Withdrawal.......................................................

Payments.................................................................

Premium..................................................................

Qualified Contract.......................................................


<PAGE>


          TABLE OF CONTENTS OF THE STATEMENT OF ADDITIONAL INFORMATION

General Information and History .........................................

Services ................................................................

Purchase of Securities Being Offered ....................................

Underwriters ............................................................

Calculation of Performance ..............................................

Additional Tax Information ..............................................

Income Payments; Net Investment Factor ..................................

Financial Statements ....................................................
<PAGE>
                       STATEMENT OF ADDITIONAL INFORMATION





                                FLEXIBLE PREMIUM
            INDIVIDUAL DEFERRED FIXED AND VARIABLE ANNUITY CONTRACTS
              ISSUED BY THE JACKSON NATIONAL SEPARATE ACCOUNT - VI
                   OF JACKSON NATIONAL LIFE INSURANCE COMPANY

This  Statement  of  Additional  Information  is not a  prospectus.  It contains
information  in addition to and more detailed  than set forth in the  Prospectus
and should be read in conjunction with the Prospectus dated ___________________,
2000.  The  Prospectus  may be obtained  from Jackson  National  Life  Insurance
Company by writing P. O. Box 378002,  Denver,  Colorado  82037-8002,  or calling
1-800-766-4683.  Not all  investment  divisions  described  in  this  SAI may be
available for investment.


                                                  TABLE OF CONTENTS
                                                                           PAGE

General Information and History...............................................2
Services......................................................................2
Purchase of Securities Being Offered..........................................2
Underwriters..................................................................3
Calculation of Performance....................................................3
Additional Tax Information....................................................5
Income Payments; Net Investment Factor ......................................14
Financial Statements ........................................................15



<PAGE>


GENERAL INFORMATION AND HISTORY

Jackson  National  Separate  Account  - VI  (Separate  Account)  is  a  separate
investment   account  of  Jackson  National  Life  Insurance   Company  (Jackson
National).  Jackson  National  is  a  wholly-owned  subsidiary  of  Brooke  Life
Insurance  Company,  and is ultimately a  wholly-owned  subsidiary of Prudential
plc, London, England, a life insurance company in the United Kingdom.

S&P DOES NOT GUARANTEE THE ACCURACY AND/OR THE COMPLETENESS OF THE S&P 500 INDEX
OR ANY DATA  INCLUDED  THEREIN AND S&P SHALL HAVE NO  LIABILITY  FOR ANY ERRORS,
OMISSIONS, OR INTERRUPTIONS THEREIN. S&P MAKES NO WARRANTY,  EXPRESS OR IMPLIED,
AS TO RESULTS TO BE OBTAINED BY LICENSEE,  OWNERS OF THE PORTFOLIO, OR ANY OTHER
PERSON OR ENTITY FROM THE USE OF THE S&P 500 INDEX OR ANY DATA INCLUDED THEREIN.
S&P  MAKES NO  EXPRESS  OR  IMPLIED  WARRANTIES,  AND  EXPRESSLY  DISCLAIMS  ALL
WARRANTIES OF  MERCHANTABILITY  OR FITNESS FOR A PARTICULAR  PURPOSE OR USE WITH
RESPECT TO THE S&P 500 INDEX OR ANY DATA INCLUDED THEREIN.  WITHOUT LIMITING ANY
OF THE  FOREGOING,  IN NO EVENT SHALL S&P HAVE ANY  LIABILITY  FOR ANY  SPECIAL,
PUNITIVE,  INDIRECT, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS),  EVEN IF
NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.

SERVICES

Jackson  National is the  custodian of the assets of the Separate  Account.  The
custodian  has  custody of all cash of the  Separate  Account and attends to the
collection of proceeds of shares of the  underlying  fund bought and sold by the
Separate Account.

Effective October 15, 1999, KPMG LLP, 303 East Wacker Drive,  Chicago,  Illinois
60601,  assumed  responsibility  for  certain of the other  audit and  reporting
functions previously provided by PricewaterhouseCoopers LLP to Jackson National.
These  changes  were put into  effect  by the  Jackson  National  as of the date
referenced above. Neither Jackson National nor the Separate Account has received
an adverse opinion, nor were there any disagreements with PricewaterhouseCoopers
LLP.

Jorden, Burt, Boros, Cicchetti,  Berenson and Johnson LLP, 1025 Thomas Jefferson
Street, NW, Suite 400 East,  Washington,  D.C. 20007-0805 has provided advice on
certain  matters  relating  to the  federal  securities  and  income tax laws in
connection with the contracts described in the Prospectus.

PURCHASE OF SECURITIES BEING OFFERED

The  contracts  will be sold by licensed  insurance  agents in states  where the
contracts may be lawfully sold. The agents will be registered representatives of
broker-dealers that are registered under the Securities Exchange Act of 1934 and
members of the National Association of Securities Dealers, Inc. (NASD).

UNDERWRITERS

The contracts are offered  continuously  and are distributed by Jackson National
Life  Distributors,  Inc.  (JNLD),  401 Wilshire  Boulevard,  Suite 1200,  Santa
Monica,  California  90401.  JNLD  is  a  subsidiary  of  Jackson  National.  No
underwriting commissions are paid by Jackson National to JNLD.

CALCULATION OF PERFORMANCE

When Jackson National advertises  performance for an investment division (except
the PPM  America/JNL  Money  Market  Division),  we will include  quotations  of
standardized   average  annual  total  return  to  facilitate   comparison  with
standardized  average annual total return  advertised by other variable  annuity
separate  accounts.  Standardized  average annual total return for an investment
division will be shown for periods beginning on the date the investment division
first  invested in the  corresponding  series.  We will  calculate  standardized
average  annual total return  according to the standard  methods  prescribed  by
rules of the Securities and Exchange Commission.

Standardized  average annual total return for a specific period is calculated by
taking  a  hypothetical  $1,000  investment  in an  investment  division  at the
offering on the first day of the period  ("initial  investment"),  and computing
the ending redeemable value  ("redeemable  value") of that investment at the end
of the period.  The redeemable  value is then divided by the initial  investment
and  expressed as a percentage,  carried to at least the nearest  hundredth of a
percent. Standardized average annual total return is annualized and reflects the
deduction of the  insurance  charges and the contract  maintenance  charge.  The
redeemable  value also reflects the effect of any applicable  withdrawal  charge
that may be imposed at the end of the period.  No  deduction is made for premium
taxes which may be assessed by certain states.

Jackson   National   may   also   advertise   non-standardized   total   return.
Non-standardized total return may be for periods other than those required to be
presented or may otherwise differ from standardized average annual total return.
The contract is designed for long term  investment,  therefore  Jackson National
believes that non-standardized  total return that does not reflect the deduction
of any applicable  withdrawal charge may be useful to investors.  Reflecting the
deduction  of  the  withdrawal   charge   decreases  the  level  of  performance
advertised.  Non-standardized  total  return  may also  assume a larger  initial
investment which more closely approximates the size of a typical contract.

Standardized  average annual total return quotations will be current to the last
day of the calendar  quarter  preceding  the date on which an  advertisement  is
submitted  for  publication.  Both  standardized  average  annual  total  return
quotations and non-standardized total return quotations will be based on rolling
calendar  quarters and will cover at least periods of one,  five, and ten years,
or a period covering the time the investment division has been in existence,  if
it  has  not  been  in  existence  for  one of the  prescribed  periods.  If the
corresponding  series  has been in  existence  for  longer  than the  investment
division,  the non-standardized total return quotations will show the investment
performance  the  investment  division  would  have  achieved  (reduced  by  the
applicable  charges) had it been  invested in the series for the period  quoted.
Standardized average annual total return is not available for periods before the
investment division was in existence.

Quotations  of  standardized  average  annual total return and  non-standardized
total  return  are  based  upon  historical  earnings  and will  fluctuate.  Any
quotation  of  performance  should  not be  considered  a  guarantee  of  future
performance.  Factors affecting the performance of an investment division and it
corresponding  series include general market conditions,  operating expenses and
investment management.  An owner's withdrawal value upon surrender of a contract
may be more or less than original cost.

The JNL/SSGA Enhanced Intermediate Bond Index Series, the JNL/SSGA International
Index Series, the JNL/SSGA Russell 2000 Index Series, the JNL/SSGA S&P 500 Index
Series, and the JNL/SSGA S&P MidCap Index Series had not commenced operations as
of [the date of this statement of additional information.__________.


Jackson National may advertise the current  annualized yield for a 30-day period
for an investment  division.  The  annualized  yield of an  investment  division
refers to the income  generated  by the  investment  division  over a  specified
30-day  period.  Because  this yield is  annualized,  the yield  generated by an
investment  division  during the 30-day  period is assumed to be generated  each
30-day period.  The yield is computed by dividing the net investment  income per
accumulation unit earned during the period by the price per unit on the last day
of the period, according to the following formula:

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


Where:

      a          =      net  investment  income  earned during the
                        period by the Series  attributable to shares
                        owned by the investment portfolio.
      b          =      expenses  for  the  investment  portfolio
                        accrued    for    the    period    (net   of
                        reimbursements).
      c          =      the average  daily number of  accumulation
                        units outstanding during the period.
      d          =      the   maximum    offering    price   per
                        accumulation  unit  on the  last  day of the
                        period.

Net investment income will be determined in accordance with rules established by
the  Securities  and  Exchange  Commission.  Accrued  expenses  will include all
recurring fees that are charged to all contracts.

Because of the charges and deductions imposed by the Separate Account, the yield
for an investment  division  will be lower than the yield for the  corresponding
series.  The yield on amounts  held in the  investment  division  normally  will
fluctuate over time. Therefore,  the disclosed yield for any given period is not
an  indication  or  representation  of  future  yields  or rates of  return.  An
investment  division's actual yield will be affected by the types and quality of
portfolio securities held by the series and the series operating expenses.

Any current  yield  quotations  of the PPM  America/JNL  Money Market  Division,
subject  to Rule 482 of the  Securities  Act of 1933,  will  consist  of a seven
calendar day historical  yield,  carried at least to the nearest  hundredth of a
percent.  We may  advertise  yield  for the  Division  based on  different  time
periods,  but we will accompany it with a yield  quotation  based on a seven day
calendar  period.  The PPM  America/JNL  Money Market  Division's  yield will be
calculated by determining the net change,  exclusive of capital changes,  in the
value  of  a  hypothetical   pre-existing   account  having  a  balance  of  one
accumulation   unit  at  the  beginning  of  the  base  period,   subtracting  a
hypothetical charge reflecting  deductions from contracts,  and dividing the net
change in  account  value by the value of the  account at the  beginning  of the
period to obtain a base period return and  multiplying the base period return by
(365/7). The PPM America/JNL Money Market Division's effective yield is computed
similarly but includes the effect of assumed  compounding on an annualized basis
of the current yield quotations of the Division.

The PPM  America/JNL  Money Market  Division's  yield and  effective  yield will
fluctuate  daily.  Actual  yields  will  depend on  factors  such as the type of
instruments in the series'  portfolio,  portfolio  quality and average maturity,
changes in interest  rates,  and the series'  expenses.  Although the investment
division  determines its yield on the basis of a seven  calendar day period,  it
may use a different  time period on  occasion.  The yield quotes may reflect the
expense  limitations  described  in  the  series'  Prospectus  or  Statement  of
Additional  Information.  There is no  assurance  that the yields  quoted on any
given  occasion  will be  maintained  for any  period  of time  and  there is no
guarantee  that the net asset  values will remain  constant.  It should be noted
that neither a contract owner's  investment in the PPM America/JNL  Money Market
Division nor that  Division's  investment  in the PPM  America/JNL  Money Market
Series, is guaranteed or insured.  Yields of other money market funds may not be
comparable if a different base or another method of calculation is used.

ADDITIONAL TAX INFORMATION

NOTE: INFORMATION CONTAINED HEREIN SHOULD NOT BE SUBSTITUTED FOR THE ADVICE OF A
PERSONAL TAX ADVISER. JACKSON NATIONAL DOES NOT MAKE ANY GUARANTEE REGARDING THE
TAX  STATUS  OF  ANY  CONTRACT  OR  ANY  TRANSACTION  INVOLVING  THE  CONTRACTS.
PURCHASERS  BEAR THE  COMPLETE  RISK THAT THE  CONTRACTS  MAY NOT BE  TREATED AS
"ANNUITY  CONTRACTS"  UNDER  FEDERAL  INCOME  TAX LAWS.  IT  SHOULD  BE  FURTHER
UNDERSTOOD  THAT THE  FOLLOWING  DISCUSSION IS NOT  EXHAUSTIVE  AND THAT SPECIAL
RULES NOT DESCRIBED IN THE PROSPECTUS  MAY BE APPLICABLE IN CERTAIN  SITUATIONS.
MOREOVER, NO ATTEMPT HAS BEEN MADE TO CONSIDER ANY APPLICABLE STATE OR OTHER TAX
LAWS.

General

Section  72 of the  Internal  Revenue  Code of 1986,  as amended  (the  "Code"),
governs  taxation of annuities in general.  An individual  owner is not taxed on
increases in the value of a contract until  distribution  occurs,  either in the
form of a withdrawal or as annuity  payments under the annuity  option  elected.
For a withdrawal  received as a total  surrender  (total  redemption  or a death
benefit),  the recipient is taxed on the portion of the payment that exceeds the
cost basis of the  contract.  For a payment  received  as a partial  withdrawal,
federal tax  liability is generally  determined on a last-in,  first-out  basis,
meaning  taxable  income is  withdrawn  before the cost basis of the contract is
withdrawn. For contracts issued in connection with non-qualified plans, the cost
basis is generally the premiums,  while for contracts  issued in connection with
qualified plans there may be no cost basis.  The taxable portion of a withdrawal
is taxed at ordinary income tax rates. Tax penalties may also apply.

For annuity payments, a portion of each payment in excess of an exclusion amount
is includable in taxable  income.  The exclusion  amount for payments based on a
fixed annuity option is determined by multiplying  the payment by the ratio that
the cost  basis of the  contract  (adjusted  for any  period  certain  or refund
feature) bears to the expected return under the contract.  The exclusion  amount
for payments  based on a variable  annuity  option is determined by dividing the
cost basis of the contract (adjusted for any period certain or refund guarantee)
by the number of years over which the annuity is  expected to be paid.  Payments
received after the investment in the contract has been recovered  (i.e. when the
total of the excludable amounts equals the investment in the contract) are fully
taxable.  The taxable portion is taxed at ordinary income tax rates. For certain
types of qualified  plans there may be no cost basis in the contract  within the
meaning of Section 72 of the Code.  Owners,  annuitants and beneficiaries  under
the contracts should seek competent  financial advice about the tax consequences
of distributions.

Jackson  National  is taxed as a life  insurance  company  under the  Code.  For
federal income tax purposes,  the Separate Account is not a separate entity from
Jackson National and its operations form a part of Jackson National.

Withholding Tax on Distributions

The  Code  generally  requires  Jackson  National  (or,  in some  cases,  a plan
administrator)  to withhold tax on the taxable  portion of any  distribution  or
withdrawal from a contract. For "eligible rollover distributions" from contracts
issued under certain types of qualified plans,  20% of the distribution  must be
withheld,  unless the payee  elects to have the  distribution  "rolled  over" to
another  eligible plan in a direct  transfer.  This requirement is mandatory and
cannot be waived by the owner.

An "eligible  rollover  distribution"  is the estimated  taxable  portion of any
amount received by a covered employee from a plan qualified under Section 401(a)
or 403(a) of the Code, or from a tax sheltered  annuity  qualified under Section
403(b) of the Code  (other  than (1) a series  of  substantially  equal  annuity
payments for the life (or life  expectancy) of the employee,  or joint lives (or
joint life expectancies) of the employee, and his or her designated beneficiary,
or for a  specified  period  of ten  years or more;  (2)  minimum  distributions
required to be made under the Code;  and (3) hardship  withdrawals).  Failure to
"rollover" the entire amount of an eligible rollover distribution  (including an
amount equal to the 20% portion of the  distribution  that was  withheld)  could
have adverse tax  consequences,  including  the  imposition  of a penalty tax on
premature withdrawals, described later in this section.

Withdrawals  or  distributions  from a  contract  other than  eligible  rollover
distributions  are also subject to withholding on the estimated  taxable portion
of the  distribution,  but the  owner  may  elect in such  cases  to  waive  the
withholding requirement.  If not waived, withholding is imposed (1) for periodic
payments,  at the rate that would be imposed if the payments were wages,  or (2)
for  other  distributions,  at the  rate of  10%.  If no  withholding  exemption
certificate is in effect for the payee,  the rate under (1) above is computed by
treating the payee as a married individual claiming 3 withholding exemptions.

Generally,  the amount of any payment of interest to a non-resident alien of the
United  States  shall be subject to  withholding  of a tax equal to thirty (30%)
percent of such amount or, if applicable, a lower treaty rate. A payment may not
be subject to withholding where the recipient sufficiently establishes that such
payment  is  effectively  connected  to the  recipient's  conduct  of a trade or
business in the United States and such payment is included in recipient's  gross
income.

Diversification -- Separate Account Investments

Section  817(h) of the Code  imposes  certain  diversification  standards on the
underlying  assets of  variable  annuity  contracts.  The Code  provides  that a
variable  annuity  contract  will not be treated as an annuity  contract for any
period (and any subsequent  period) for which the investments are not adequately
diversified,  in  accordance  with  regulations  prescribed by the United States
Treasury Department ("Treasury Department"). Disqualification of the contract as
an annuity  contract  would result in  imposition  of federal  income tax to the
owner with respect to earnings allocable to the contract prior to the receipt of
payments  under the contract.  The Code contains a safe harbor  provision  which
provides that annuity  contracts such as the contracts meet the  diversification
requirements if, as of the close of each calendar quarter, the underlying assets
meet the diversification  standards for a regulated  investment company,  and no
more than 55% of the total assets consist of cash, cash items, U.S.
government securities and securities of other regulated investment companies.

The Treasury  Department  has issued  Regulations  establishing  diversification
requirements for the mutual funds underlying variable contracts. The Regulations
amplify the diversification requirements for variable contracts set forth in the
Code and provide an alternative to the safe harbor  provision  described  above.
Under the Regulations,  a mutual fund will be deemed  adequately  diversified if
(1) no more  than 55% of the value of the total  assets  of the  mutual  fund is
represented  by any one  investment;  (2) no more  than 70% of the  value of the
total assets of the mutual fund is  represented by any two  investments;  (3) no
more than 80% of the value of the total assets of the mutual fund is represented
by any  three  investments;  and (4) no more  than 90% of the value of the total
assets of the mutual fund is represented by any four investments.

Jackson  National  intends  that each  series of the JNL  Series  Trust  will be
managed by its respective  investment adviser in such a manner as to comply with
these diversification requirements.

The Treasury  Department has indicated that the  diversification  Regulations do
not provide guidance regarding the circumstances in which contract owner control
of the  investments of the Separate  Account will cause the contract owner to be
treated as the owner of the assets of the Separate Account, thereby resulting in
the loss of favorable tax  treatment of the contract.  At this time it cannot be
determined whether  additional  guidance will be provided and what standards may
be contained in such guidance.

The  amount of owner  control  which may be  exercised  under  the  contract  is
different in some respects from the  situations  addressed in published  rulings
issued by the  Internal  Revenue  Service  in which it was held that the  policy
owner was not the owner of the  assets of the  separate  account.  It is unknown
whether  these  differences,  such as the  owner's  ability  to  transfer  among
investment choices or the number and type of investment choices available, would
cause the owner to be  considered  as the  owner of the  assets of the  Separate
Account  resulting  in the  imposition  of federal  income tax to the owner with
respect to earnings allocable to the contract prior to receipt of payments under
the contract.

As  discussed  above,  if you are deemed to possess  too much  control  over the
assets of the Separate  Account,  the contract  would not be given  tax-deferred
treatment and therefore the earnings  allocable to the contract would be subject
to federal income tax prior to receipt by you.

In the event any forthcoming guidance or ruling is considered to set forth a new
position,  such guidance or ruling will generally be applied only prospectively.
However,  if such  ruling  or  guidance  was not  considered  to set forth a new
position,  it  may  be  applied  retroactively  resulting  in  the  owner  being
retroactively determined to be the owner of the assets of the Separate Account.

Due to the  uncertainty  in this area,  Jackson  National  reserves the right to
modify the contract in an attempt to maintain favorable tax treatment.

Multiple Contracts

The Code  provides  that multiple  annuity  contracts  which are issued within a
calendar year to the same contract  owner by one company or its  affiliates  are
treated as one annuity contract for purposes of determining the tax consequences
of any  distribution.  Such  treatment  may result in adverse  tax  consequences
including  more rapid  taxation of the  distributed  amounts from such  multiple
contracts.  For  purposes of this rule,  contracts  received  in a Section  1035
exchange  will be considered  issued in the year of the exchange.  Owners should
consult a tax adviser prior to purchasing more than one annuity  contract in any
calendar year.

Contracts Owned by Other than Natural Persons

Under  Section  72(u) of the Code,  the  investment  earnings  on  premiums  for
contracts  will be taxed  currently  to the owner if the owner is a  non-natural
person, e.g., a corporation or certain other entities.  Such contracts generally
will not be treated as annuities for federal income tax purposes.  However, this
treatment  is not  applied to  contracts  held by a trust or other  entity as an
agent for a natural  person nor to contracts  held by certain  qualified  plans.
Purchasers  should  consult  their own tax counsel or other tax  adviser  before
purchasing a contract to be owned by a non-natural person.

Tax Treatment of Assignments

An assignment or pledge of a contract may have tax consequences, and may also be
prohibited by ERISA in some  circumstances.  Owners should,  therefore,  consult
competent legal advisers should they wish to assign or pledge their contracts.

Qualified Plans

The  contracts  offered by the  Prospectus  are  designed to be suitable for use
under various  types of qualified  plans.  Taxation of owners in each  qualified
plan  varies  with the type of plan and terms and  conditions  of each  specific
plan.  Owners,  annuitants and beneficiaries are cautioned that benefits under a
qualified  plan  may be  subject  to  the  terms  and  conditions  of the  plan,
regardless of the terms and conditions of the contracts issued to fund the plan.

Tax Treatment of Withdrawals

Non-Qualified Plans

Section  72  of  the  Code  governs  treatment  of  distributions  from  annuity
contracts. It provides that if the contract value exceeds the aggregate premiums
made, any amount withdrawn not in the form of an annuity payment will be treated
as coming  first from the earnings  and then,  only after the income  portion is
exhausted,  as coming from the principal.  Withdrawn  earnings are included in a
taxpayer's  gross  income.  Section 72 further  provides that a 10% penalty will
apply to the income portion of any  distribution.  The penalty is not imposed on
amounts  received:  (1) after the taxpayer reaches 59 1/2; (2) upon the death of
the  owner;  (3) if the  taxpayer  is  totally  disabled  as  defined in Section
72(m)(7) of the Code; (4) in a series of substantially  equal periodic  payments
made at least annually for the life (or life  expectancy) of the taxpayer or for
the  joint  lives  (or  joint  life   expectancies)  of  the  taxpayer  and  his
beneficiary;  (5) under an  immediate  annuity;  or (6) which are  allocable  to
premium payments made prior to August 14, 1982.

With  respect  to (4)  above,  if the  series of  substantially  equal  periodic
payments is modified  before the later of your  attaining  age 59 1/2 or 5 years
from the date of the first  periodic  payment,  then the tax for the year of the
modification  is  increased  by an amount equal to the tax which would have been
imposed (the 10% penalty tax) but for the  exception,  plus interest for the tax
years in which the exception was used.

Qualified Plans

In the case of a withdrawal under a qualified contract, a ratable portion of the
amount  received is taxable,  generally  based on the ratio of the  individual's
cost basis to the individual's  total accrued benefit under the retirement plan.
Special tax rules may be available  for certain  distributions  from a qualified
contract.  Section  72(t) of the Code  imposes a 10%  penalty tax on the taxable
portion of any distribution from qualified retirement plans, including contracts
issued and qualified under Code Sections 401 (Pension and Profit Sharing plans),
403(b) (tax-sheltered  annuities) and 408 and 408A (IRAs). To the extent amounts
are not included in gross income because they have been rolled over to an IRA or
to another eligible qualified plan, no tax penalty will be imposed.

The  tax  penalty  will  not  apply  to  the  following  distributions:  (1)  if
distribution  is made on or after the date on which the owner or  annuitant  (as
applicable)  reaches  age 59 1/2;  (2)  distributions  following  the  death  or
disability  of  the  owner  or  annuitant  (as  applicable)  (for  this  purpose
"disability" is defined in Section  72(m)(7) of the Code);  (3) after separation
from  service,  distributions  that are  part of  substantially  equal  periodic
payments  made  not  less  frequently  than  annually  for  the  life  (or  life
expectancy)  of the owner or annuitant  (as  applicable)  or the joint lives (or
joint life  expectancies)  of such owner or annuitant (as applicable) and his or
her  designated  beneficiary;  (4)  distributions  to an owner or annuitant  (as
applicable)  who has  separated  from service  after he has attained age 55; (5)
distributions  made to the owner or annuitant (as applicable) to the extent such
distributions  do not exceed  the amount  allowable  as a  deduction  under Code
Section 213 to the owner or annuitant  (as  applicable)  for amounts paid during
the taxable year for medical care; (6) distributions  made to an alternate payee
pursuant to a qualified  domestic relations order; (7) distributions from an IRA
for the purchase of medical  insurance (as described in Section  213(d)(1)(D) of
the Code) for the contract  owner or annuitant  (as  applicable)  and his or her
spouse and  dependents if the contract  owner or annuitant (as  applicable)  has
received unemployment compensation for at least 12 weeks (this exception will no
longer apply after the  contract  owner or annuitant  (as  applicable)  has been
re-employed  for at  least  60  days);  (8)  distributions  from  an  Individual
Retirement  Annuity made to the owner or annuitant (as applicable) to the extent
such  distributions do not exceed the qualified  higher  education  expenses (as
defined  in  Section  72(t)(7)  of the  Code)  of the  owner  or  annuitant  (as
applicable)  for the taxable  year;  and (9)  distributions  from an  Individual
Retirement  Annuity made to the owner or  annuitant  (as  applicable)  which are
qualified first time home buyer distributions (as defined in Section 72(t)(8) of
the Code).  The exception  stated in items (4) and (6) above do not apply in the
case of an IRA. The exception  stated in (3) above applies to an IRA without the
requirement that there be a separation from service.

With  respect  to (3)  above,  if the  series of  substantially  equal  periodic
payments is modified  before the later of your  attaining  age 59 1/2 or 5 years
from the date of the first  periodic  payment,  then the tax for the year of the
modification  is  increased  by an amount equal to the tax which would have been
imposed (the 10% penalty tax) but for the  exception,  plus interest for the tax
years in which the exception was used.

Withdrawals of amounts  attributable to contributions  made pursuant to a salary
reduction  agreement  (in  accordance  with Section  403(b)(11) of the Code) are
limited to the  following:  when the owner  attains age 59 1/2,  separates  from
services,  dies, becomes disabled (within the meaning of Section 72(m)(7) of the
Code),  or in the case of  hardship.  Hardship  withdrawals  do not  include any
earnings on salary  reduction  contributions.  These  limitations on withdrawals
apply to: (1) salary reduction  contributions  made after December 31, 1988; (2)
income  attributable  to such  contributions;  and (3)  income  attributable  to
amounts held as of December 31, 1988.  The  limitations  on  withdrawals  do not
affect rollovers or exchanges between certain qualified plans. Tax penalties may
also apply.  While the  foregoing  limitations  only apply to certain  contracts
issued in connection with Section 403(b) qualified plans, all owners should seek
competent tax advice regarding any withdrawals or distributions.

The taxable portion of a withdrawal or distribution  from contracts issued under
certain  types of plans may,  under some  circumstances,  be "rolled  over" into
another  eligible  plan so as to  continue  to defer  income tax on the  taxable
portion. Effective January 1, 1993, such treatment is available for an "eligible
rollover  distribution" made by certain types of plans (as described above under
"Taxes -- Withholding Tax on Distributions")  that is transferred within 60 days
of receipt into another  eligible  plan or an IRA, or an  individual  retirement
account  described in section  408(a) of the Code.  Plans  making such  eligible
rollover distributions are also required,  with some exceptions specified in the
Code, to provide for a direct  transfer of the  distribution  to the  transferee
plan designated by the recipient.

Amounts  received from IRAs may also be rolled over into other IRAs,  individual
retirement accounts or certain other plans,  subject to limitations set forth in
the Code.

Generally, distributions from a qualified plan must commence no later than April
1 of the calendar  year  following  the year in which the  employee  attains the
later  of age 70  1/2  or the  date  of  retirement.  In  the  case  of an  IRA,
distribution  must commence no later than April 1 of the calendar year following
the year in which the owner attains age 70 1/2. Required  distributions  must be
over a period not exceeding the life or life expectancy of the individual or the
joint lives or life  expectancies  of the  individual  and his or her designated
beneficiary.  If the required minimum  distributions are not made, a 50% penalty
tax is imposed as to the amount not distributed.

Partial Withdrawals after Annuity Payments Begin

The Treasury  Regulations under Section 72 of the Code provide that if after the
date of the first receipt of a payment as an annuity,  the annuitant  receives a
lump sum and is thereafter to receive annuity payments in a reduced amount under
the contract for the same term,  life, or lives as  originally  specified in the
contract,  then a  portion  of the  contract  shall be  considered  to have been
surrendered or redeemed in consideration of the payment of such lump sum and the
exclusion ratio  originally  determined for the contract shall continue to apply
to the  amounts  received  as an  annuity  without  regard to the fact that such
amounts are less than the original  amounts which were to be paid  periodically.
The  Regulations  also provide that the portion of the lump sum received that is
allocable to the annuitant's  investment in the contract will be excludable from
the gross income of the annuitant.

Jackson  National  understands,  however,  that the Internal Revenue Service has
tentatively taken the position that the provisions of the Regulations summarized
above were  superseded  by the  statutory  changes  which now  require  that any
distribution  under a deferred annuity must be included in taxable income to the
extent  that it does not exceed the amount of the  deferred  income  accumulated
under  the  contract.  Jackson  National  further  understands  that,  under the
position that the IRS has tentatively  taken, the amount of any lump sum partial
distribution  under an  immediate  annuity  would be taxable in full even if the
amount of that distribution  exceeds the amount of the deferred income under the
contract.

It is  not  certain  whether  the  IRS  will  adopt  the  position  that  it has
tentatively  taken  or  that  its  position  is a  correct  application  of  the
provisions  of the  Section 72 of the Code.  Any  annuitant  who plans to take a
partial  withdrawal under the contract after the annuity  starting date,  should
consult a competent  tax adviser to  determine  the tax  consequences  of such a
withdrawal.

Types of Qualified Plans

The  following  are general  descriptions  of the types of qualified  plans with
which the contracts may be used.  Such  descriptions  are not exhaustive and are
for general  information  purposes only. The tax rules regarding qualified plans
are very complex and will have  differing  applications  depending on individual
facts and circumstances. Each purchaser should obtain competent tax advice prior
to purchasing a contract issued under a qualified plan.

Contracts  issued  pursuant  to  qualified  plans  include  special   provisions
restricting contract provisions that may otherwise be available and described in
the Prospectus.  Generally, contracts issued pursuant to qualified plans are not
transferable except upon surrender or annuitization.  Various penalty and excise
taxes  may  apply  to  contributions  or  distributions  made  in  violation  of
applicable   limitations.   Furthermore,   certain   withdrawal   penalties  and
restrictions may apply to surrenders from qualified plan contracts.

         (a) Tax-Sheltered Annuities

         Section  403(b) of the Code  permits  the  purchase  of  "tax-sheltered
         annuities" by public schools and certain  charitable,  educational  and
         scientific  organizations  described in Section 501(c) (3) of the Code.
         These qualifying  employers may make contributions to the contracts for
         the benefit of their employees.  Such contributions are not included in
         the  gross  income  of  the  employee   until  the  employee   receives
         distributions  from the contract.  The amount of  contributions  to the
         tax-sheltered  annuity is limited  to certain  maximums  imposed by the
         Code.   Furthermore,   the  Code  sets  forth  additional  restrictions
         governing    such    items    as    transferability,     distributions,
         non-discrimination  and  withdrawals.  Employee  loans are not  allowed
         under these contracts.  Any employee should obtain competent tax advice
         as to the tax treatment and suitability of such an investment.

         (b) Individual Retirement Annuities

         Section 408(b) of the Code permits  eligible  individuals to contribute
         to an individual retirement program known as an "Individual  Retirement
         Annuity" ("IRA"). Under applicable limitations,  certain amounts may be
         contributed  to an IRA which will be deductible  from the  individual's
         taxable  income.  These IRAs are subject to limitations on eligibility,
         contributions,  transferability  and distributions.  Sales of contracts
         for use with IRAs are  subject to special  requirements  imposed by the
         Code, including the requirement that certain  informational  disclosure
         be given  to  persons  desiring  to  establish  an IRA.  Purchasers  of
         contracts to be qualified as IRAs should obtain competent tax advice as
         to the tax treatment and suitability of such an investment.

         (c) Pension and Profit-Sharing Plans

         Sections  401(a) and  401(k) of the Code  permit  employers,  including
         self-employed  individuals,  to establish  various  types of retirement
         plans for employees.  These retirement plans may permit the purchase of
         the contracts to provide benefits under the plan.  Contributions to the
         plan for the  benefit of  employees  will not be  included in the gross
         income  of the  employee  until  distributed  from  the  plan.  The tax
         consequences  to owners may vary  depending  upon the  particular  plan
         design. However, the Code places limitations on all plans on such items
         as  amount of  allowable  contributions;  form,  manner  and  timing of
         distributions;    vesting   and    non-forfeitability   of   interests;
         nondiscrimination  in  eligibility  and  participation;   and  the  tax
         treatment of distributions,  transferability  of benefits,  withdrawals
         and surrenders.  Purchasers of contracts for use with pension or profit
         sharing  plans  should  obtain  competent  tax  advice  as to  the  tax
         treatment and suitability of such an investment.

         (d) Non-Qualified Deferred Compensation Plans -- Section 457

         Under  Section  457  of  the  Code,   governmental  and  certain  other
         tax-exempt employers may establish, for the benefit of their employees,
         deferred compensation plans which may invest in annuity contracts.  The
         Code, as in the case of qualified  plans,  establishes  limitations and
         restrictions on eligibility,  contributions  and  distributions.  Under
         these plans,  contributions  made for the benefit of the employees will
         not be included in the employees'  gross income until  distributed from
         the plan.

         (e) Roth IRAs

         Section 408A of the Code provides that  beginning in 1998,  individuals
         may  purchase a new type of  non-deductible  IRA,  known as a Roth IRA.
         Purchase payments for a Roth IRA are limited to a maximum of $2,000 per
         year  and  are  not  deductible  from  taxable  income.  Lower  maximum
         limitations  apply to individuals  with adjusted gross incomes  between
         $95,000 and $110,000 in the case of single taxpayers,  between $150,000
         and $160,000 in the case of married taxpayers filing joint returns, and
         between  $0 and  $10,000  in  the  case  of  married  taxpayers  filing
         separately.  An overall $2,000 annual limitation  continues to apply to
         all of a taxpayer's IRA contributions, including Roth IRAs and non-Roth
         IRAs.

         Qualified  distributions  from Roth IRAs are free from  federal  income
         tax. A qualified distribution requires that the individual has held the
         Roth  IRA  for  at  least  five  years  and,  in  addition,   that  the
         distribution is made either after the individual reaches age 59 1/2, on
         the individual's death or disability, or as a qualified first-time home
         purchase,  subject to a $10,000 lifetime maximum, for the individual, a
         spouse, child, grandchild, or ancestor. Any distribution which is not a
         qualified  distribution  is taxable to the  extent of  earnings  in the
         distribution.  Distributions  are  treated  as made from  contributions
         first and therefore no  distributions  are taxable until  distributions
         exceed the amount of contributions to the Roth IRA. The 10% penalty tax
         and the regular IRA  exceptions to the 10% penalty tax apply to taxable
         distributions from a Roth IRA.

         Amounts  may be  rolled  over  from one Roth IRA to  another  Roth IRA.
         Furthermore,  an  individual  may make a rollover  contribution  from a
         non-Roth IRA to a Roth IRA,  unless the  individual  has adjusted gross
         income over $100,000 or the individual is a married  taxpayer  filing a
         separate return.  The individual must pay tax on any portion of the IRA
         being rolled over that represents income or a previously deductible IRA
         contribution. There are no similar limitations on rollovers from a Roth
         IRA to another Roth IRA.

INCOME PAYMENTS; NET INVESTMENT FACTOR
See "Income Payments (The Income Phase)" in the Prospectus.

The net  investment  factor is an index  applied to measure  the net  investment
performance of an investment division from one valuation date to the next. Since
the net  investment  factor may be greater or less than or equal to one, and the
factor that offsets the 4.5%  investment rate assumed is slightly less than one,
the value of an annuity unit (which changes with the product of that factor) and
the net investment may increase, decrease or remain the same.

The net investment  factor for any investment  division for any valuation period
during the  accumulation and annuity phases is determined by dividing (a) by (b)
and then subtracting (c) from the result where:

         (a)      is the net result of:

                  (1)      the net  asset  value of a series  share  held in the
                           investment  division  determined  as of the valuation
                           date at the end of the valuation period, plus

                  (2)      the  per  share  amount  of  any  dividend  or  other
                           distribution   declared   by   the   series   if  the
                           "ex-dividend"   date  occurs   during  the  valuation
                           period, plus or minus

                  (3)      a per  share  credit or charge  with  respect  to any
                           taxes paid or reserved for by Jackson National during
                           the valuation  period which are determined by Jackson
                           National to be  attributable  to the operation of the
                           investment  division  (no  federal  income  taxes are
                           applicable under present law);

         (b)      is the  net  asset  value  of the  series  share  held  in the
                  investment division determined as of the valuation date at the
                  end of the preceding valuation period; and

         (c)      is the asset charge factor  determined by Jackson National for
                  the  valuation  period to reflect the charges for assuming the
                  mortality and expense risks and the administration charge

FINANCIAL STATEMENTS

JNL's financial statements should be considered only as bearing upon our ability
to meet our  obligations  under the  contract.  Separate  Account VI has not yet
commenced operations,  has no assets, and, therefore no financial statements are
included.

                            TO BE FILED BY AMENDMENT

<PAGE>
PART C.  OTHER INFORMATION

Item 24.  Financial Statements and Exhibits

         (a) Financial Statements:
                  (1)      Financial  statements and schedules  included in Part
                           A:

                           Not Applicable

                  (2)      Financial  statements and schedules  included in Part
                           B:

                           To be filed by Amendment.

Item 24.(b)  Exhibits

Exhibit
No.               Description

1.                Resolution   of   Depositor's   Board  of   Directors
                  authorizing  the  establishment  of  the  Registrant,
                  attached hereto.

2.                Not Applicable

3.                Distribution Agreement, to be filed by Amendment.

4.a.              Form of the Perspective  Counselor Fixed and Variable  Annuity
                  Contract, attached hereto.

4.b.              Form of the Perspective  Counselor Fixed and Variable  Annuity
                  Contract (Unisex Tables), attached hereto.

5.                Form of the Perspective  Counselor Fixed and Variable
                  Annuity Application, attached hereto.

6.a.              Articles  of  Incorporation  of  Depositor,   Incorporated  by
                  Reference to Pre-Effective  Amendment No. 1 on Form N-4; Files
                  No.  333-70697  and  811-09119 as filed on or about August 13,
                  1999.

6.b.              Bylaws   of   Depositor,.   Incorporated   by   Reference   to
                  Pre-Effective Amendment No. 1 on Form N-4; Files No. 333-70697
                  and 811-09119 as filed on or about August 13, 1999.

7.                Not Applicable

8.                Not Applicable

9.                Opinion and Consent of Counsel, to be filed by Amendment.

10.               Consent of Independent Accountants, to be filed by Amendment.

11.               Not Applicable

12.               Not Applicable

13.               Not Applicable

Item 25.  Directors and Officers of the Depositor

         Name and Principal                 Positions and Offices
         Business Address                   with Depositor

         John B. Banez                      Vice President -
         5901 Executive Drive               Systems and Programming
         Lansing, Michigan  48911

         Barry L. Bulakites                 Vice President - Resource
         5901 Executive Drive               Development
         Lansing, Michigan 48911

         Peter Davis                        Chairman and Director
         142 Holborn Bars
         London, England  EC1N 2NH

         Connie J. (Dalton) Van Doorn       Vice President -
         5901 Executive Drive               Variable Annuity
         Lansing, Michigan 48911            Administration

         Gerald W. Decius                   Vice President -
         5901 Executive Drive               Systems Model Office
         Lansing, Michigan 48911

         Lisa C. Drake                      Vice President & Actuary
         5901 Executive Drive
         Lansing, Michigan 48911

         Jay A. Elliott                     Senior Vice President -
         5901 Executive Drive               Divisonal Director Northeast
         Lansing, Michigan  48911

         Joseph D. Emanuel                  Vice President & Associate
         5901 Executive Drive               General Counsel
         Lansing, Michigan 48911

         Robert A. Fritts                   Vice President &
         5901 Executive Drive               Controller - Financial
         Lansing, Michigan 48911            Operations

         William A. Gray                    Senior Vice President -
         5901 Executive Drive               Product Development & Special
         Lansing, Michigan 48911            Markets

         Victor Gallo                       Vice President -
         5901 Executive Drive               Group Pension
         Lansing, Michigan 48911

         James D. Garrison                  Vice President - Tax
         5901 Executive Drive
         Lansing, Michigan 48911

         Rhonda K. Grant                    Vice President - Government
         5901 Executive Drive               Relations
         Lansing, Michigan 48911

         Alan C. Hahn                       Senior Vice President -
         5901 Executive Drive               Marketing
         Lansing, Michigan  48911

         Andrew B. Hopping                  Executive Vice President,
         5901 Executive Drive               Chief Financial Officer and
         Lansing, Michigan 48911            Director

         Wyvetter A. Holcomb                Vice President - Telephone
         5901 Executive Drive               Service Center
         Lansing, Michigan 48911

         Stephen A. Hrapkiewicz             Vice President - Human
         5901 Executive Drive               Resources
         Lansing, Michigan 48911

         Brion S. Johnson                   Vice President -
         5901 Executive Drive               Financial Operations
         Lansing, Michigan 48911            and Treasurer

         Timo P. Kokko                      Vice President - Support
         5901 Executive Drive               Services
         Lansing, Michigan 48911

         Everett W. Kunzelman               Vice President - Underwriting
         5901 Executive Drive
         Lansing, Michigan 48911

         Charles R. Copley, Jr.             Vice President - Corporate
         5901 Executive Drive               Communications
         Lansing, Michigan 48911

         David B. LeRoux
         Senior Vice President -
         5 Becker Farm Rd. 4th Floor        Group Pension
         Roseland, New Jersey 07068

         Lynn W. Lopes                      Vice President - Group
         5 Becker Farm Rd. 4th Floor        Pension
         Roseland, New Jersey 07068

         Clark P. Manning                   Chief Operating Officer
         5901 Executive Drive
         Lansing, Michigan 48911

         Thomas J. Meyer                    Senior Vice President,
         5901 Executive Drive               General Counsel and
         Lansing, Michigan 48911            Secretary

         Keith R. Moore                     Vice President - Technology
         5901 Executive Drive
         Lansing, Michigan 48911

         P. Chad Myers                      Vice President - Asset
         5901 Executive Drive               Liability Management
         Lansing, Michigan 48911

         J. George Napoles                  Senior Vice President and
         5901 Executive Drive               Chief Information Officer
         Lansing, Michigan 48911

         John O. Norton                     Vice President - Actuary
         5901 Executive Drive
         Lansing, Michigan 48911

         Mark Nerud                         Vice President - Fund
         225 West Wacker Drive              Accounting and Administration
         Suite 120
         Chicago, Illinois 60606

         Bradley J. Powell                  Vice President -
         5901 Executive Drive               Institutional Marketing Group
         Lansing, Michigan 48911

         James B. Quinn                     Vice President - Broker
         5901 Executive Drive               Management
         Lansing, Michigan 48911

         Robert P. Saltzman                 President, Chief Executive
         5901 Executive Drive               Officer and Director
         Lansing, Michigan 48911

         Barbara L. Snyder                  Senior Vice President and
         5901 Executive Drive               Chief Actuary
         Lansing, Michigan 48911

         Scott L. Stolz                     Senior Vice President -
         5901 Executive Drive               Administration
         Lansing, Michigan 48911

         Robert M. Tucker                   Vice President - Technical
         5901 Executive Drive               Support
         Lansing, Michigan 48911

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

                  State of          Control/
Company           Organization      Ownership             Principal Business
- -------           ------------      ---------             ------------------

Anoka Realty      Delaware          100% Jackson          Realty
                                    National Life
                                    Insurance
                                    Company

Brooke            Delaware          100%                  Holding Company
Holdings, Inc.                      Holborn               Activities
                                    Delaware
                                    Partnership

Brooke            Delaware          100% Brooke           Holding Company
Finance                             Holdings, Inc.        Activities

Brooke Life       Michigan          100% Brooke           Life Insurance
Insurance                                                 Holdings, Inc.
Company

Carolina          North             93.73% Jackson        Manufacturing
Steel             Carolina          National Life         Company
                                    Insurance
                                    Company

Cherrydale        Delaware          96.4% Jackson         Candy
Farms, Inc.                         National Life
                                    Insurance
                                    Company

Cherrydale        Delaware          72.5% Jackson         Holding Company
Holdings, Inc.                      National Life         Activities
                                    Insurance
                                    Company

Chrissy           Delaware          100% Jackson          Advertising Agency
Corporation                         National Life
                                    Insurance
                                    Company

Holborn           Delaware          80% Prudential        Holding Company
Delaware                            One Limited,          Activities
Partnership                         10% Prudential
                                    Two Limited,
                                    10% Prudential
                                    Three Limited

IPM Products      Delaware          71.4% Jackson         Auto Parts
Corp.                               National Life
                                    Insurance Company

Jackson           USA               100% JNL              Savings & Loan
Federal                             Thrift Holdings,
Savings Bank                        Inc.

Jackson           Michigan          100% Jackson          Investment Adviser,
National                            National Life         and Transfer Agent
Financial                           Insurance
Services, LLC                       Company

Jackson           Delaware          100% Jackson          Advertising/
National                            National Life         Marketing
Life                                Insurance             Corporation and
Distributors,                       Company               Broker/Dealer
Inc.

Jackson           New York          100%                  Life Insurance
National                            Jackson
Life Insurance                      National Life
Company of                          Insurance
New York                            Company

JNL Series        Massachusetts     Common Law            Investment Company
Trust                               Trust with
                                    contractual
                                    association
                                    with Jackson
                                    National Life
                                    Insurance
                                    Company of New
                                    York

JNL Thrift        Michigan          100% Jackson          Holding Company
Holdings, Inc.                      National Life
                                    Insurance
                                    Company

JNL Variable      Delaware          100% Jackson          Investment Company
Fund LLC                            National
                                    Separate
                                    Account - I

LePages,          Delaware          100% Jackson          Adhesives
Inc.                                National Life
                                    Insurance
                                    Company

LePages           Delaware          100% Jackson          Adhesives
Management                          National Life
Co., LLC                            Insurance
                                    Company

National          Delaware          100% National         Broker/Dealer
Planning                            Planning              and Investment
Corporation                         Holdings, Inc.        Adviser

National          Delaware          100% Brooke           Holding Company
Planning                            Holdings, Inc.        Activities
Holdings, Inc.

Prudential        United            100%                  Holding Company
Corporation       Kingdom           Prudential
Holdings                            Corporation
Limited                             PLC

Prudential        United            Publicly              Financial
PLC               Kingdom           Traded                Institution
Prudential        England and       100%                  Holding
One Limited       Wales             Prudential            Company
                                    Corporation           Activities
                                    Holdings
                                    Limited

Prudential        England and       100%                  Holding
Two Limited       Wales             Prudential            Company
                                    Corporation           Activities
                                    Holdings
                                    Limited

Prudential        England and       100%                  Holding
Three Limited     Wales             Prudential            Company
                                    Corporation           Activities
                                    Holdings
                                    Limited

SII               Wisconsin         100%                  Broker/Dealer
Investments,                        National
Inc.                                Planning
                                    Holdings, Inc.

Item 27. Number of Contract Owners as of December 31, 1999.

                  0

Item 28.  Indemnification

         Provision is made in the Company's Amended By-Laws for  indemnification
by the Company of any person who was or is a party or is threatened to be made a
party to a civil, criminal,  administrative or investigative action by reason of
the fact that such  person is or was a  director,  officer  or  employee  of the
Company,  against  expenses,  including  attorneys' fees,  judgments,  fines and
amounts paid in settlement  actually and  reasonably  incurred by such person in
connection with such action,  suit or  proceedings,  to the extent and under the
circumstances permitted by the General Corporation Law of the State of Michigan.

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

Item 29.  Principal Underwriter

         (a)  Jackson  National  Life  Distributors,  Inc.  will act as  general
distributor  for Jackson  National  Separate  Account VI. Jackson  National Life
Distributors,  Inc.  also  acts as  general  distributor  for  Jackson  National
Separate  Account - I, Jackson  National  Separate Account III, Jackson National
Separate  Account V, and the JNLNY Separate Account I and JNLNY Separate Account
II.

         (b) Directors and Officers of Jackson National Life Distributors, Inc.:

         Name and                           Positions and Offices
         Business Address                   with Underwriter

         Robert P. Saltzman                 Director
         5901 Executive Dr.
         Lansing, MI  48911

         Andrew B. Hopping                  Director, Vice President
         5901 Executive Dr.                 Chief Financial Officer and
         Lansing, MI  48911                 Treasurer



         Michael A. Wells                   Director, President and
         401 Wilshire Blvd.                 Chief Executive Officer
         Suite 1200
         Santa Monica, CA 90401

         Mark D. Nerud                      Vice President, Chief
         225 West Wacker Drive              Operating Officer and
         Suite 1200                         Assistant Treasurer
         Chicago, IL 60606

         Willard Barrett                    Senior Vice President -
         3500 S. Blvd., Ste. 18B            Divisional Director West
         Edmond, OK 73013

         Jay A. Elliott                     Senior Vice President -
         10710 Midlothian Turnpike          Divisional Director Northeast
         Suite 301
         Richmond, VA 23235

         Douglas K. Kinder                  Senior Vice President -
         1018 W. St. Maartens Dr.           Divisional Director Midwest
         St. Joseph, MO 64506

         Scott W. Richardson                Senior Vice President -
         900 Circle 75 Parkway              Divisional Director Southeast
         Suite 1750
         Atlanta, GA 30339

         Gregory B. Salsbury                Senior Vice President -
         401 Wilshire Blvd.                 Resource Development
         Suite 1200
         Santa Monica, CA 90401

         Sean P. Blowers                    Vice President - Marketing
         401 Wilshire Boulevard             Services
         Suite 1200
         Santa Monica, California 90401

         Barry L. Bulakites                 Vice President - Sales/Deal
         401 Wilshire Blvd.                 Direct
         Suite 1200
         Santa Monica, CA 90401

         Michael A. Hamilton                Vice President - Resource
         401 Wilshire Blvd.                 Development
         Suite 1200
         Santa Monica, CA 90401

         Christine A. Pierce-Tucker         Senior Vice President -
         401 Wilshire Boulevard             Marketing
         Suite 1200
         Santa Monica, California 90401

         Stephen J. Pilger                  Vice President - Key Accounts
         401Wilshire Blvd.
         Suite 1200
         Santa Monica, CA 90491

         (c)

                  New Under-       Compensation
                  writing          on
Name of           Discounts        Redemption
Principal         and              or Annuiti-     Brokerage
Underwriter       Commissions      zation          Commissions      Compensation
- -----------       -----------      ------          -----------      ------------

Jackson
National
Life              Not              Not             Not              Not
Distributors,     Applicable       Applicable      Applicable       Applicable
Inc.

Item 30. Location of Accounts and Records

                  Jackson National Life Insurance Company
                  5901 Executive Drive
                  Lansing, Michigan 48911

                  Jackson National Life Insurance Company
                  8055 East Tufts Ave., Second Floor
                  Denver, Colorado 80237

                  Jackson National Life Insurance Company
                  225 West Wacker Drive, Suite 1200
                  Chicago, IL  60606

Item 31. Management Services

                  Not Applicable

Item 32. Undertakings and Representations

         (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 moths old
                  for so long as payments under the variable  annuity  contracts
                  may be accepted.

         (b)      Registrant  hereby undertakes to include either (1) as part of
                  any  application  to  purchase  a  contract   offered  by  the
                  prospectus,  a space that an applicant  can check to request a
                  Statement  of  Additional  Information,  or (2) a 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)      Jackson  National Life Insurance  Company  represents that the
                  fees  and  charges   deducted  under  the  contract,   in  the
                  aggregate,   are   reasonable  in  relation  to  the  services
                  rendered,  the expenses to be incurred,  and the risks assumed
                  by Jackson National Life Insurance Company.

         (e)      The Registrant  hereby represents that any contract offered by
                  the prospectus and which is issued pursuant  Section 403(b) if
                  the Internal Revenue Code of 1986 as amended, is issued by the
                  Registrant  in reliance  upon,  and in  compliance  with,  the
                  Securities and Exchange Commission's  industry-wide  no-action
                  letter to the  American  Council of Life  Insurance  (publicly
                  available   November  28,  1988)  which   permits   withdrawal
                  restrictions  to the  extent  necessary  to  comply  with  IRC
                  Section 403(b)(11).

<PAGE>
                                   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 by the  undersigned,  in the City of Lansing,  and State of
Michigan, on this 6th day of January, 2000.

                                    Jackson National Separate Account VI
                                    ---------------------------------------
                                    (Registrant)

                                    By:  Jackson National Life Insurance Company

                                    By:  /s/  Andrew B. Hopping
                                         ----------------------------------
                                            by Thomas J. Meyer*
                                            Andrew B. Hopping
                                            Executive Vice President -
                                            Chief Financial Officer and Director

                                    Jackson National Life Insurance Company
                                    ---------------------------------------
                                    (Depositor)

                                    By:  /s/  Andrew B. Hopping
                                         ----------------------------------
                                            by Thomas J. Meyer*
                                            Andrew B. Hopping
                                            Executive Vice President -
                                            Chief Financial Officer and Director

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

/s/  Peter Davis by Thomas J. Meyer*                          January 6, 2000
- --------------------------------------------                  -----------------
Peter Davis, Chairman and Director

/s/  Robert P. Saltzman by Thomas J. Meyer*                   January 6, 2000
- --------------------------------------------                  ------------------
Robert P. Saltzman, President, Chief
Executive Officer and Director

/s/  Clark P. Manning by Thomas J. Meyer*                     January 6, 2000
- --------------------------------------------                  ------------------
Clark P. Manning, Chief Operating
Officer and Director

/s/  Andrew B. Hopping by Thomas J. Meyer*                    January 6, 2000
- --------------------------------------------                  ------------------
Andrew B. Hopping, Executive Vice President -
Chief Financial Officer and Director

/s/ Thomas J. Meyer                                           January 6, 2000
- --------------------------------------------                  -----------------
* Thomas J. Meyer, Attorney-in-Fact

<PAGE>
                                POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned as directors and/or
officers of JACKSON  NATIONAL LIFE INSURANCE  COMPANY,  a Michigan  corporation,
which has filed or will file with the Securities and Exchange  Commission  under
the provisions of the Securities Act of 1933 and Investment Company Act of 1940,
as amended,  various  Registration  Statements  and  amendments  thereto for the
registration  under  said  Acts of the sale of  Individual  Deferred  Fixed  and
Variable  Annuity  Contracts in connection  with the Jackson  National  Separate
Account VI and other  separate  accounts  of  Jackson  National  Life  Insurance
Company,  hereby  constitute and appoint Andrew B. Hopping,  Thomas J. Meyer and
Robert  P.  Saltzman,  his  attorney,   with  full  power  of  substitution  and
resubstitution,  for and in his name, place and stead, in any and all capacities
to approve  and sign such  Registration  Statements  and any and all  amendments
thereto,  with  power  where  appropriate  to affix the  corporate  seal of said
corporation  thereto  and to attest  with  seal and to file the  same,  with all
exhibits  thereto and other  granting unto said  attorneys,  each of them,  full
power and  authority to do and perform all and every act and thing  requisite to
all intents and purposes as he might or could do in person, hereby ratifying and
confirming that which said  attorneys,  or any of them, may lawfully do or cause
to be done by virtue  hereof.  This  instrument  may be  executed in one or more
counterparts.

IN WITNESS  WHEREOF,  the  undersigned  have  herewith set their names as of the
dates set forth below.


/s/      Peter Davis                                               12/14/99
- --------------------------------------------                       -------------
Peter Davis, Director                                              Date

/s/      Robert P. Saltzman                                        12/14/99
- --------------------------------------------                       -------------
Robert P. Saltzman, President, Chief                               Date
Executive Officer and Director

/s/      Clark P. Manning                                          12/14/99
- --------------------------------------------                       -------------
Clark P. Manning, Chief Operating Officer                          Date
and Director

/s/      Andrew B. Hopping                                         12/14/99
- --------------------------------------------                       -------------
Andrew B. Hopping, Executive Vice President,                       Date
Chief Financial Officer and Director


<PAGE>
                                  EXHIBIT LIST


Exhibit
Number                     Description
- ------                     -----------

         1.                Resolution   of   Depositor's   Board  of   Directors
                           authorizing  the  establishment  of  the  Registrant,
                           attached hereto as EX-99.B1.

         4.a.              Form of  Perspective  Counselor  Fixed  and  Variable
                           Annuity Contract, attached hereto as EX-99.B4-a.

           b.              Form of  Perspective  Counselor  Fixed  and  Variable
                           Annuity Contract (Unisex Tables),  attached hereto as
                           EX-99.B4-b.

         5.                Form of the Perspective  Counselor Fixed and Variable
                           Annuity Application, Attached hereto as EX-99.B5.

                                                                        EX-99.B1

                            CERTIFICATE OF SECRETARY
                     JACKSON NATIONAL LIFE INSURANCE COMPANY

The  undersigned,  being the duly  elected,  qualified  and acting  Secretary of
Jackson National Life Insurance  Company,  a Michigan  corporation  ("Company"),
hereby  certifies  that  the  attached  is a  full,  true  and  correct  copy of
resolutions  duly  adopted by the Board of Directors of the Company at a meeting
held on the 14th day of December,  1999 at which a quorum was present;  and that
such  resolutions have not been altered or repealed and remain in full force and
effect as of the date hereof.

              WHEREAS,  Section 500.925 of the Michigan Insurance Laws permits a
              domestic life insurance  company to establish one or more separate
              accounts;

              WHEREAS,  it is desired  that the  Company  create such a separate
              account to house certain of its variable annuity products;

              NOW, THEREFORE,  BE IT RESOLVED,  that a separate account referred
              to herein as "Separate Account VI" is hereby established:

              FURTHER  RESOLVED that the assets of Separate  Account VI shall be
              derived  solely from (a) sale of variable  annuity  products,  (b)
              funds  corresponding  to  dividend  accumulation  with  respect to
              investment of such assets, and (c) advances made by the Company in
              connection with operation of Separate Account VI;

              FURTHER  RESOLVED  that this  Company  shall  maintain in Separate
              Account VI assets with a fair  market  value at least equal to the
              statutory valuation reserves for the variable annuity policies;

              FURTHER  RESOLVED that any two of the President,  Vice  Presidents
              and/or the Treasurer of the Company (the  "Officers") be, and each
              of them hereby is authorized in his or her discretion, as they may
              deem  appropriate from time to time, in accordance with applicable
              laws  and  regulations  (a) to  divide  Separate  Account  VI into
              divisions and  sub-divisions  with each  division or  sub-division
              investing in units or shares of designated  investment  companies,
              or series and classes thereof,  or other  appropriate  securities,
              (b) to modify,  consolidate,  or eliminate  any such  divisions or
              sub-divisions,   (c)  to   designate   further  any   division  or
              sub-division thereof and (d) to change the designation of Separate
              Account VI to another designation;

              FURTHER  RESOLVED that the Officers of the Company be, and each of
              them  hereby  is,  authorized  to invest  cash from the  Company's
              general account in Separate  Account VI or in any division thereof
              as may be  deemed  necessary  or  appropriate  to  facilitate  the
              commencement  of the operations of Separate  Account VI or to meet
              any minimum capital  requirements under the Investment Company Act
              of 1940, as amended,  and to transfer cash or securities from time
              to time between the Company's general account and Separate Account
              VI as deemed  necessary or  appropriate  so long as such transfers
              are not prohibited by law and are consistent with the terms of the
              variable  annuity  policies  issued by the Company  providing  for
              allocations to Separate Account VI;

              FURTHER RESOLVED that the income, gains and losses (whether or not
              realized) from assets  allocated to Separate  Account VI shall, in
              accordance  with  any  variable  annuity  policies  issued  by the
              Company  providing  for  allocations  to  Separate  Account VI, be
              credited to or charged against  Separate Account VI without regard
              to the other  income,  gains or losses of the Company,  and to the
              extent  permitted by law, are not subject to the general claims of
              creditors,   including  under   circumstances   of  insolvency  or
              rehabilitation;

              FURTHER  RESOLVED  that  authority  is  hereby  delegated  to  the
              President of the Company to adopt procedures  providing for, among
              other  things,  criteria by which the Company  shall provide for a
              pass-through  of voting  rights to the owners of variable  annuity
              policies  issued  by the  Company,  providing  for  allocation  to
              Separate  Account VI with respect to the shares of any  investment
              companies which are held in Separate Account VI;

              FURTHER  RESOLVED that the Officers of the Company be, and each of
              them hereby is, authorized and directed to prepare and execute any
              necessary  agreements to enable  Separate  Account VI to invest or
              reinvest the assets of Separate Account VI in securities issued by
              investment  companies  registered under the Investment Company Act
              of 1940,  as  amended;  or  other  appropriate  securities  as the
              Officers of the Company may designate  pursuant to the  provisions
              of the variable annuity  policies issued by the Company  providing
              for allocations to Separate Account VI;

              FURTHER RESOLVED that the fiscal year of Separate Account VI shall
              end on the 31st day of December each year;

              FURTHER   RESOLVED  that  the  Company  may  register   under  the
              Securities  Act of 1933  variable  annuity  policies,  or units of
              interest thereunder,  under which amounts will be allocated by the
              Company  to  Separate  Account  VI to  support  reserves  for such
              policies and, in connection therewith, the Officers of the Company
              be, and each of them hereby is, authorized to prepare, execute and
              file with the Securities and Exchange Commission,  in the name and
              on  behalf  of the  Company,  registration  statements  under  the
              Securities  Act  of  1933,  including  prospectuses,  supplements,
              exhibits and other documents  relating thereto,  and amendments to
              the foregoing,  in such form as the Officer executing the same may
              deem necessary or appropriate;

              FURTHER  RESOLVED that the Officers of the Company be, and each of
              them  hereby  is,  authorized  to take all  actions  necessary  to
              register  Separate Account VI as a unit investment trust under the
              Investment  Company  Act of 1940,  as  amended,  and to take  such
              related  actions as they deem  necessary and  appropriate to carry
              out the foregoing;

              FURTHER  RESOLVED that the Officers of the Company be, and each of
              them  hereby  is,  authorized  to take all  actions  necessary  to
              register any investment  company(s) in whose  securities  Separate
              Account VI will invest under the Investment Company Act of 1940;

              FURTHER  RESOLVED that the Officers of the Company be, and each of
              them hereby is,  authorized to prepare,  execute and file with the
              Securities and Exchange  Commission,  applications  and amendments
              thereto for such  exemptions  from or orders under the  Investment
              Company Act of 1940, as amended,  and the  Securities Act of 1933,
              and to request  from the  Securities  and Exchange  Commission  no
              action  and  interpretative  letters as they may from time to time
              deem necessary or desirable;

              FURTHER  RESOLVED that the Officers of the Company be, and each of
              them  hereby  is,  authorized  to  prepare,  execute  and file all
              periodic  reports  required  under the  Investment  Company Act of
              1940, as amended, and the Securities Exchange Act of 1934;

              FURTHER RESOLVED that the President of the Company, or such person
              as is designated by him, is hereby  appointed as agent for service
              under any such  registration  statement and is duly  authorized to
              receive   communications  and  notices  from  the  Securities  and
              Exchange  Commission with respect thereto,  and to exercise powers
              given to such  agent by the  Securities  Act of 1933 and the Rules
              thereunder and any other necessary Acts;

              FURTHER  RESOLVED that the Officers of the Company be, and each of
              them  hereby  is,  authorized  to take such  actions  as they deem
              necessary or appropriate  to receive  approval of the operation of
              Separate Account VI by the Michigan Commissioner of Insurance;

              FURTHER  RESOLVED that the Officers of the Company be, and each of
              them hereby is,  authorized to effect in the name and on behalf of
              the Company,  all such  registrations,  filings and qualifications
              under blue sky or other applicable securities laws and regulations
              and  under  insurance  securities  laws  and  insurance  laws  and
              regulations  of such  states and other  jurisdictions  as they may
              deem necessary or  appropriate,  with respect to the Company,  and
              with respect to any variable  annuity policies under which amounts
              will be allocated by the Company to Separate Account VI to support
              reserves  for such  policies;  such  authorization  shall  include
              registration,  filing and qualification of the Company and of said
              policies,  as well as  registration,  filing and  qualification of
              officers, employees and agents of the Company as brokers, dealers,
              agents,  salesmen or otherwise;  and such authorization shall also
              include, in connection therewith,  authority to prepare,  execute,
              acknowledge  and  file  all such  applications,  applications  for
              exemptions,  certificates,   affidavits,  covenants,  consents  to
              service of  process  and other  instruments,  and to take all such
              action as the Officer executing the same or taking such action may
              deem necessary or desirable;

              FURTHR RESOLVED that any form of corporate  resolution required by
              any state or other  jurisdiction  in  connection  with any filing,
              registration,  or approval as contemplated in these resolutions is
              hereby  adopted  and the  Officers  be, and they each  hereby are,
              authorized and directed to certify to the adoption thereof by this
              Board;

              FURTHER   RESOLVED   that  the  following   general   Standard  of
              Suitability,  which  expresses  the  policy  of the  Company  with
              respect to determining  the suitability for applicants be adopted:
              No  recommendations  shall  be made to a  potential  applicant  to
              purchase a variable  annuity policy and no variable annuity policy
              shall be issued in the  absence of  reasonable  grounds to believe
              that the purchase of same is not  unsuitable for such applicant on
              the basis of information  furnished  after  reasonable  inquiry of
              such applicant concerning the applicant's insurance and investment
              objective,   financial   situation   and  needs,   and  any  other
              information  known to the  Company or to the sales  representative
              making the recommendations;

              FURTHER  RESOLVED that the Officers of the Company be, and each of
              them  hereby  is,  authorized  to  execute  and  deliver  all such
              documents  and  papers and to do or cause to be done all such acts
              and things as they may deem  necessary  or  desirable to carry out
              the foregoing resolutions and the intent and purpose thereof.



Dated:   January 6, 2000                    /s/ Thomas J. Meyer
                                            ------------------------------------
                                            Thomas J. Meyer, Secretary



                    JACKSON NATIONAL LIFE INSURANCE COMPANY

                              5901 Executive Drive
                            Lansing, Michigan 48911
                                     [LOGO}
                      ("the Company" or Jackson National)

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

       Thank you for choosing Jackson National. If You have any questions,
  please contact the Company at the Service Center address and telephone number
                        shown on the Contract Data Page.

              THIS ANNUITY CONTRACT OFFERED BY JACKSON NATIONAL IS
                 A CONTRACT BETWEEN YOU, THE OWNER, AND JACKSON
               NATIONAL, AN INSURANCE COMPANY. READ YOUR CONTRACT
                                   CAREFULLY.

             AMOUNTS IN THE SEPARATE ACCOUNT ARE NOT GUARANTEED AND
  MAY INCREASE OR DECREASE BASED UPON THE INVESTMENT EXPERIENCE OF THE SEPARATE
                        ACCOUNT INVESTMENT DIVISION(S).

- --------------------------------------------------------------------------------
                       NOTICE OF RIGHT TO EXAMINE CONTRACT

YOU MAY RETURN THIS CONTRACT TO THE SELLING  PRODUCER OR JACKSON NATIONAL WITHIN
10 DAYS AFTER YOU RECEIVE IT. THE COMPANY WILL REFUND THE CONTRACT VALUE FOR THE
BUSINESS DAY ON WHICH THE CONTRACT IS received AT ITS SERVICE CENTER.  UPON SUCH
REFUND, THE CONTRACT SHALL BE VOID.

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

INDIVIDUAL DEFERRED VARIABLE AND
FIXED ANNUITY CONTRACT                    THIS CONTRACT IS SIGNED BY THE COMPANY
(FLEXIBLE PREMIUM). DEATH BENEFIT         /s/ Robert P. Saltzman
AVAILABLE.INCOME OPTIONS AVAILABLE.       PRESIDENT
NONPARTICIPATING.                         /s/ Thomas J. Meyer
                                          SECRETARY
- --------------------------------------------------------------------------------
<PAGE>
- --------------------------------------------------------------------------------
                                TABLE OF CONTENTS
- --------------------------------------------------------------------------------

         Provision                                                 Page Number

         Contract Data Page                                             [3

         Definitions                                                     4

         General Provisions                                              6

         Accumulation Provisions                                         9

         Withdrawal Provisions                                          11

         Death Benefit Provisions                                       12

         Income Provisions                                              14

         Table of Income Options                                        18]


                                       2
<PAGE>
- --------------------------------------------------------------------------------
                               CONTRACT DATA PAGE
- --------------------------------------------------------------------------------
Contract Number:                    [0123456789]

Owner:                              [John Doe]

Joint Owner:                        [Jane Doe]

Annuitant:                          [John Doe]

Joint Annuitant:                    [Jane Doe]

Initial Premium:                    [$25,000]

Issue Date:                         [January 1, 2000]

Issue State:                        [Michigan]

Beneficiary(ies):                   [Brian Doe]











Annual Contract Maintenance         An Annual Contract  Maintenance Charge of no
                                    more Charge:  than [$50.00] will be deducted
                                    from Your Contract Value.

                                    The Annual  Contract  Maintenance  Charge is
                                    applied   to  those   Contracts   where  the
                                    Contract Value is less than [$50,000].

                                    On each  Contract  Anniversary,  the  Annual
                                    Contract  Maintenance  Charge  will be taken
                                    from the Fixed  Account  and the  Investment
                                    Divisions in proportion to their  respective
                                    Contract Value.

                                    If a total  withdrawal is made on other than
                                    a Contract Anniversary,  the Annual Contract
                                    Maintenance Charge will be deducted from the
                                    total withdrawal amount.

Insurance Charges:                  On  an  annual  basis,  this  charge  equals
                                    [0.65%] of the daily net asset  value of the
                                    Investment Divisions.  Insurance Charge will
                                    be deducted on a daily basis.

                                       3a
<PAGE>
- --------------------------------------------------------------------------------
                           CONTRACT DATA PAGE (CONT'D)
- --------------------------------------------------------------------------------
Transfer/Transfer Charge:           A  fee  of  [$25.00]  is  charged  for  each
                                    transfer  in excess of [15] in any  Contract
                                    year.  Any Transfer  Charge is deducted from
                                    the   amount   transferred   prior   to  the
                                    allocation  to  the  new  Contract   Option.
                                    Transfer  Charges  will  not be  applied  to
                                    transfers  due to dollar cost  averaging  or
                                    other asset allocation  services provided by
                                    the Company.

                                    Market timing and asset allocation  services
                                    must    comply     with    the     Company's
                                    administrative     systems,    rules,    and
                                    procedures.

                                    FROM   INVESTMENT   DIVISION  TO  INVESTMENT
                                    DIVISION. Both prior to and after the Income
                                    Date,  You may  transfer all or a portion of
                                    Your  Contract   Value  in  one   Investment
                                    Division to another Investment Division.

                                    FROM   INVESTMENT   DIVISION  TO  THE  FIXED
                                    ACCOUNT.  Prior to the Income Date,  You may
                                    transfer  all or a portion of Your  Contract
                                    Value in an  Investment  Division(s)  to the
                                    Fixed Account.

                                    FROM  THE  FIXED  ACCOUNT  TO AN  INVESTMENT
                                    DIVISION.  Prior to the Income Date, You may
                                    transfer  all or a  portion  of  Your  Fixed
                                    Account   to   any   available    Investment
                                    Division(s).

Premium(s):                         Premiums are  flexible.  This means that the
                                    Owner may change the  amounts,  frequency or
                                    timing of Premiums. The initial Premium must
                                    be at least [$25,000].  Subsequent  Premiums
                                    must be at least [$2,000] for Qualified Plan
                                    Contracts and [$5,000] for Nonqualified Plan
                                    Contracts.  Total  Premiums under a Contract
                                    may not exceed [$1,000,000]. The Company may
                                    waive the  minimums or maximums at any time.
                                    The Company reserves the right to refuse any
                                    premium payment.

                                    The Owner may  allocate  Premiums  among the
                                    Fixed Account and the Investment  Divisions.
                                    Such  election  may be made  in any  percent
                                    from  [0% to  100%]  in  whole  percentages,
                                    provided   that  the  minimum  that  may  be
                                    allocated   to  the  Fixed   Account  or  an
                                    Investment    Division   is   [$100].    Any
                                    additional   Premium   will   be   allocated
                                    according  to Your most recent  instructions
                                    on file with the Company, provided that each
                                    allocation  must be for a minimum of [$100],
                                    regardless of such instructions.

                                       3b
<PAGE>

- --------------------------------------------------------------------------------
                           CONTRACT DATA PAGE (CONT'D)
- --------------------------------------------------------------------------------
["S&P(R)"  is a  trademark  of the  McGraw  Hill  Companies,  Inc.  and has been
licensed for use by the Company. This annuity 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 annuity.]

[This Contract is not sponsored,  endorsed,  sold or promoted by Dow Jones.  Dow
Jones makes no representation or warranty,  express or implied, to the owners of
this  Contract  or any  member  of the  public  regarding  the  advisability  of
purchasing this Contract.  Dow Jones' only relationship to Jackson National Life
Insurance  Company  (JNL) is the  licensing of certain  copyrights,  trademarks,
servicemarks and service names of Dow Jones. Dow Jones has no obligation to take
the  needs  of JNL  or  the  owners  of  this  Contract  into  consideration  in
determining,  composing or calculating the Dow Jones Industrial Average[SM]. Dow
Jones is not responsible for and has not  participated in the  determination  of
the terms and conditions of this Contract to be issued, including the pricing or
the amount payable under the Contract.  Dow Jones has no obligation or liability
in connection with the administration or marketing of this Contract.

DOW JONES DOES NOT GUARANTEE  THE ACCURACY  AND/OR THE  COMPLETENESS  OF THE DOW
JONES INDUSTRIAL AVERAGESM OR ANY DATA INCLUDED THEREIN AND DOW JONES SHALL HAVE
NO LIABILITY FOR ANY ERRORS,  OMISSIONS,  OR  INTERRUPTIONS  THEREIN.  DOW JONES
MAKES NO  WARRANTY,  EXPRESS OR  IMPLIED,  AS TO RESULTS TO BE  OBTAINED BY JNL,
OWNERS OF THIS  CONTRACT,  OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE DOW
JONES INDUSTRIAL  AVERAGE[SM] OR ANY DATA INCLUDED  THEREIN.  DOW JONES MAKES NO
EXPRESS OR IMPLIED  WARRANTIES,  AND  EXPRESSLY  DISCLAIMS  ALL  WARRANTIES,  OF
MERCHANTABILITY  OR FITNESS FOR A PARTICULAR  PURPOSE OR USE WITH RESPECT TO THE
DOW JONES INDUSTRIAL AVERAGE[SM] OR ANY DATA INCLUDED THEREIN.  WITHOUT LIMITING
ANY OF THE  FOREGOING,  IN NO EVENT SHALL DOW JONES HAVE ANY  LIABILITY  FOR ANY
LOST PROFITS OR INDIRECT,  PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING
LOST PROFITS), EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES. THERE ARE NO
THIRD PARTY  BENEFICIARIES  OF ANY AGREEMENTS OR ARRANGEMENTS  BETWEEN DOW JONES
AND JNL.]


Jackson National Life Service Center       Express Mail:
[P.O. Box 378002                           [Jackson National Life Service Center
Denver, CO 80237-8002                      8055 E. Tufts Ave., 2nd Floor
1-800-766-4683]                            Denver, CO 80237]

                                       3c
<PAGE>
- --------------------------------------------------------------------------------
                                   DEFINITIONS
- --------------------------------------------------------------------------------

ACCUMULATION  UNIT.  A unit  of  measure  used  to  calculate  the  value  in an
Investment Division prior to the Income Date.

ANNUITANT.  The natural person on whose life annuity  payments for this Contract
are based.  The Owner may change the  Annuitant  at any time prior to the Income
Date,  unless the Owner is not a natural person.  Any reference to the Annuitant
includes any Joint Annuitant.

ANNUITY  UNIT.  A unit of  measure  used to  calculate  the amount of a variable
annuity payment.

BENEFICIARY(IES).  The  person(s)  or  entity(ies)  designated  to  receive  any
Contract benefits upon the death of the Owner.

BUSINESS  DAY.  Each day when the New York Stock  Exchange is open for business.
The  Business  Day ends  when the New York  Stock  Exchange  closes  for  normal
trading, usually 4:00 p.m. Eastern time.

CONTRACT.
The Individual Deferred Variable and Fixed Annuity Contract between You and Us.

CONTRACT ANNIVERSARY. An annual anniversary of the Issue Date.

CONTRACT OPTION.  One of the options offered by the Company under this Contract.
Each Contract Option is more fully explained in the Accumulation Provisions.

CONTRACT  VALUE.  The sum of the Separate  Account  Contract Value and the Fixed
Account Value.

FIXED ACCOUNT.  A Contract  Option that consists of an  automatically  renewable
one-year  period that credits  interest at a rate of interest  that is fixed for
the length of the period.  Allocations made to the Fixed Account are invested in
the  general  account  of the  Company.  The  general  account is made up of all
general  assets of the Company,  other than those in the Separate  Account,  and
other segregated asset accounts.

FIXED  ACCOUNT  VALUE.  The Fixed  Account  Value is:  (1) the  Premium  and any
subsequent  amounts  allocated  to the  Fixed  Account;  (2) plus  any  interest
credited;  less (3) any amounts  canceled or withdrawn for  transfers,  charges,
deductions, or withdrawals.

INCOME DATE. The date on which annuity payments are to begin.

INVESTMENT DIVISION. A Contract Option within the Separate Account. The Contract
Value  in  the  Investment  Divisions  will  go  up or  down  depending  on  the
performance of the underlying Portfolios.

ISSUE DATE.  The date the Contract  was issued by the  Company,  as shown on the
Contract Data Page.

                                       4
<PAGE>
- --------------------------------------------------------------------------------
                              DEFINITIONS (CONT'D)
- --------------------------------------------------------------------------------

JOINT OWNER. If there is more than one Owner,  each Owner shall be a Joint Owner
of the  Contract.  Joint  Owners  have  equal  ownership  rights  and must  each
authorize any exercising of those ownership rights under the Contract.

LATEST  INCOME  DATE.  The  date on  which  the  Owner  attains  age 90  under a
Nonqualified  Plan Contract,  or such earlier date as required by the applicable
Qualified Plan, law, or regulation, unless otherwise approved by the Company.

NONQUALIFIED  PLAN. A retirement  plan which does not qualify for  favorable tax
treatment  under Section 401,  403, 408 or 457 of the Internal  Revenue Code, as
amended.

OWNER ("YOU," "YOUR").  The person or entity shown on the Contract Data Page who
is entitled to exercise all rights and privileges under this Contract.  Usually,
but not  always,  the Owner is the  Annuitant.  If Joint  Owners are named,  all
references to Owner shall mean Joint Owner.

PORTFOLIO(S).  A  portfolio  of a mutual fund in which the  Investment  Division
invests.

PREMIUM(S). Considerations paid into this Contract by or on behalf of the Owner.

QUALIFIED  PLAN. A retirement  plan which  qualifies for favorable tax treatment
under Sections 401, 403, 408 or 457 of the Internal Revenue Code, as amended.

SEPARATE ACCOUNT.  A segregated asset account  established and maintained by the
Company in  accordance  with  Michigan law in which a portion of Our assets have
been allocated for this and certain other contracts.

SEPARATE ACCOUNT  CONTRACT VALUE. The current value of the amounts  allocated to
the Investment Divisions of the Separate Account of this Contract.

SERVICE CENTER.  The Company's  address and telephone number as specified on the
Contract Data Page or as may be designated by Us from time to time.

WE, OUR, US, THE COMPANY. Jackson National Life Insurance Company.


                                       5
<PAGE>
- --------------------------------------------------------------------------------
                               GENERAL PROVISIONS
- --------------------------------------------------------------------------------

ASSIGNMENT.  The Owner may assign this Contract  before the Income Date,  but We
will not be bound by an assignment unless it is in writing and has been recorded
at the Company's Service Center. An assignment will take effect when recorded by
the Company. We are not responsible for any payment made before an assignment is
recorded.  The Owner may exercise  these  rights  subject to the interest of any
assignee  or  irrevocable  beneficiary.  We  assume  no  responsibility  for the
validity or tax consequences of any assignment.  If You make an assignment,  You
may have to pay income tax. You are  encouraged to seek  competent  legal and/or
tax advice.

BENEFICIARY. The individual(s) or entity(ies) designated by the Owner to receive
any amount  payable under this Contract on the Owner's death prior to the Income
Date or on the  Annuitant's  death on or after the Income  Date  pursuant to the
terms  of this  Contract.  The  original  Beneficiary(ies)  will be named in the
application,  if any, and on the Contract  Data Page. If two or more persons are
named,  those surviving the Owner will share equally unless otherwise stated. If
there  are no  surviving  Beneficiaries  at the  death of the  Owner,  the death
benefit will be paid to the Owner's estate. Upon the death of a Joint Owner, the
surviving  Joint Owner,  if any, will be treated as the primary  Beneficiary and
all other Beneficiaries will be treated as Contingent  Beneficiaries.  The Owner
may change the  Beneficiary(ies)  by submitting a written request to the Service
Center, unless an irrevocable Beneficiary(ies) designation was previously filed.
Any change  will take effect when  recorded by the  Company.  The Company is not
liable for any payment  made or action  taken  before the Company  records  such
change.

CHARGES AND FEES.  The Company  may assess fees or charges  under the  Contract.
Please see the Contract Data Page for more information as to fees or charges.

CONFORMITY WITH STATE LAWS.  This Contract will be interpreted  under the law of
the state in which it is issued.  Any provision that is in conflict with the law
of such state is amended to conform to the minimum requirements of such law.

CONTESTABILITY.  The Company will not contest this Contract from its Issue Date,
as shown on the Contract Data Page.

DEFERMENT OF PAYMENTS.  We may defer making transfers or payments from the Fixed
Account for up to 6 months.  Interest,  subject to state  requirements,  will be
credited during the deferral period.

DOLLAR  COST  AVERAGING.  Subject  to the  Company's  administrative  rules  and
procedures,  the  Owner  may  arrange  to have an  amount  of money  transferred
automatically  from the Fixed Account or one of the Investment  Divisions of the
Contract to any number of other  Investment  Divisions on a regular  basis.  Any
election of dollar cost  averaging  must be for a period of not less than twelve
months.

ENTIRE  CONTRACT.  The  Contract,   application,  if  any,  and  any  applicable
endorsements and amendments together make up the entire Contract.

                                       6
<PAGE>
- --------------------------------------------------------------------------------
                           GENERAL PROVISIONS (CONT'D)
- --------------------------------------------------------------------------------

MISSTATEMENT  OF AGE OR  SEX.  If the  age  or  sex of the  Annuitant  has  been
misstated,  the  payments  will be  those  that the  Premiums  paid  would  have
purchased  at the  correct  age and  sex.  Any  underpayments  will be  adjusted
immediately by the Company. Overpayments will be deducted from future payments.

MODIFICATION  OF  CONTRACT.  Any  change  or waiver  of the  provisions  of this
Contract must be in writing and signed by the President,  a Vice President,  the
Secretary  or  Assistant  Secretary  of the  Company.  No broker or producer has
authority  to change or waive any  provision of this  Contract.  The Company may
amend or waive any portion of this Contract  without  notice or consent if state
or federal law so requires.

NONPARTICIPATING. This Contract does not share in Our surplus or earnings.

PROOF OF AGE, SEX OR  SURVIVAL.  The Company may require  satisfactory  proof of
correct age or sex at any time. If any payment  under this  Contract  depends on
the  Annuitant,  Owner or  Beneficiary  being  alive,  the  Company  may require
satisfactory proof of survival.

PROTECTION OF PROCEEDS. No Beneficiary may commute, encumber, alienate or assign
any payment  under this  Contract  before it is due. To the extent  permitted by
law, no payment will be subject to the debts,  contracts or  engagements  of any
Beneficiary.  In  addition,  to the extent  permitted by law, no payment will be
subject  to any  judicial  process  to levy You or attach  the same for  payment
thereof.

REPORTS.  The Company will send You a report at least once a year.  We will also
send You reports as required by law. They shall be addressed to the last address
of the Owner known to the Company.

SUBSTITUTION  OF INVESTMENT  PORTFOLIOS.  We may substitute  another  underlying
Portfolio  without Your consent.  Substitution  would occur if We determine that
the use of such  underlying  investment is no longer possible of if We determine
it is no longer  appropriate  for the purposes of the Contract.  No substitution
will be made  without  notice  to You and  without  the  prior  approval  of the
Securities  and Exchange  Commission and the state where the Contract was issued
for delivery, if required.  Should a substitution,  addition, or deletion occur,
You will be allowed to select from the then  current  Investment  Divisions  and
substitution  may be made with respect to both existing  Contract  Value in that
Investment Division and the allocation of future Premiums.

SUSPENSION  OF PAYMENTS.  The Company may suspend or postpone  any  transfers or
payments to or from the Investment Divisions if any of the following occur:

1.       The New York Stock Exchange is closed;
2.       Trading on the New York Stock Exchange is restricted;

                                       7
<PAGE>
- --------------------------------------------------------------------------------
                           GENERAL PROVISIONS (CONT'D)
- --------------------------------------------------------------------------------

3.       An emergency exists such that it is not reasonably practical to dispose
         of securities in the Separate  Account or to determine the value of its
         assets; or

4.       The Securities and Exchange  Commission,  by order,  so permits for the
         protection of Contract Owners.

The applicable  rules and regulations of the Securities and Exchange  Commission
will govern whether conditions described in 2. and/or 3. exist.

TAXES. The Company may deduct from the Contract Value any premium taxes or other
taxes payable to a state or other  government  entity  because of this Contract.
Should We advance  any amount so due,  We are not  waiving  any right to collect
such amount at a later  date.  The Company  will  deduct any  withholding  taxes
required by applicable law as a result of any withdrawals from this Contract.

WRITTEN NOTICE. Information or instructions given to Us by You must be in a form
satisfactory to Us. Such written notice takes effect when We accept it and it is
recorded at Our Service Center.

Any notice We send to the Owner will be sent to the Owner's  last known  address
unless the Owner requests  otherwise in writing.  Any written  request or notice
must be sent to the  Service  Center,  unless We advise You  otherwise.  You are
responsible for promptly notifying the Company of any address change.


                                       8
<PAGE>
- --------------------------------------------------------------------------------
                             ACCUMULATION PROVISIONS
- --------------------------------------------------------------------------------

An Owner may not allocate Contract Values to more than eighteen Contract Options
during the life of the Contract.  The Company may waive this  restriction at its
discretion.

SEPARATE ACCOUNT.  The Separate Account consists of assets We have set aside and
have kept from the rest of Our  assets and those of Our other  segregated  asset
accounts.  These assets are not chargeable with  liabilities  arising out of any
other  business  the Company may  conduct.  All the  income,  gains,  and losses
resulting  from these  assets are credited to or charged  against the  contracts
supported  by the  Separate  Account,  and not against any other  contracts  the
Company may issue. The assets of the Separate Account will be available to cover
the liabilities of Our general account only to the extent that the assets of the
Separate  Account exceed the  liabilities of the Separate  Account arising under
the variable annuity contracts  supported by the Separate Account.  The Separate
Account  consists of several  Investment  Divisions.  The assets of the Separate
Account shall be valued at least as often as any benefits of this Contract,  but
in no event will such valuation be less frequently than monthly.

INVESTMENT DIVISIONS. The Contract offers several Investment Divisions.

ACCUMULATION  UNITS.  The  Separate  Account  Contract  Value will go up or down
depending on the  performance of the Investment  Divisions.  In order to monitor
the Separate Account  Contract Value during the accumulation  phase, the Company
uses a unit of measure called an Accumulation Unit. The value of an Accumulation
Unit may go up or down from  Business Day to Business  Day.  Adjustments  to the
Contract Value, such as withdrawals,  transfers, and Annual Contract Maintenance
Charges,  result  in  the  redemption  of  Accumulation  Units.  However,  these
adjustments do not affect the value of the Accumulation Units.

When You make an allocation to the  Investment  Divisions,  the Company  credits
Your Contract with Accumulation Units. The number of Accumulation Units credited
is determined by dividing the amount allocated to any Investment Division by the
Accumulation  Unit  Value  for  that  Investment  Division  at the  close of the
Business Day when the allocation is made.

ACCUMULATION  UNIT VALUE.  The Company  determines the value of an  Accumulation
Unit for each of the Investment Divisions. This is done by:

1.  Determining the total amount of money invested in the particular  Investment
Division;  2. Subtracting  from that amount any Insurance  Charges and any other
charges such as taxes;  3. Dividing the  remainder by the number of  outstanding
Accumulation Units.

FIXED ACCOUNT.  You may allocate  Premium or make transfers to the Fixed Account
at any time prior to the latest Income Date,  subject to the  provisions of this
Contract.  The amounts  allocated to the Fixed Account will earn a declared rate
of interest for one year from the date of allocation.

The Company will  automatically  renew the Fixed Account period for another year
at the  expiration of the Fixed Account  period unless  instructed in writing to
the contrary.


                                       9
<PAGE>
- --------------------------------------------------------------------------------
                        ACCUMULATION PROVISIONS (CONT'D)
- --------------------------------------------------------------------------------
FIXED  ACCOUNT  VALUE.  The Fixed  Account  Value is determined in the following
manner:
o        The initial  Premium is allocated to the Fixed Account as designated by
         the Owner pursuant to the terms of the Contract.
o        Subsequent  amounts may be allocated to the Fixed  Account  pursuant to
         the terms of the Contract.
o        On each Contract Anniversary, the Annual Contract Maintenance Charge is
         deducted, based on the proportion that the Fixed Account Value bears to
         the Contract Value.
o        On each  Business  Day,  amounts  are  deducted  to reflect any partial
         withdrawal and transfers when such event occurs.
o        Interest is credited on each Business Day as described below.

INTEREST TO BE CREDITED.  The Company will credit interest to the Fixed Account.
Such  interest will be credited at the annual  effective  interest rate or rates
the Company prospectively  declares from time to time, at the sole discretion of
the Company.  Any such rate or rates so  determined  will remain in effect for a
period  of one  year so  long as such  deposited  amount  remains  in the  Fixed
Account.  Interest  will be credited to subsequent  Fixed Account  periods at an
annual effective  interest rate declared by the Company.  The Company guarantees
that it will credit interest at not less than 3% annually.  Subsequent  interest
rates may be higher or lower than those  rates  previously  set by the  Company.






                                       10
<PAGE>
- --------------------------------------------------------------------------------
                              WITHDRAWAL PROVISIONS
- --------------------------------------------------------------------------------

Prior to the Income  Date,  the Owner may  withdraw  all or part of the  amounts
under this Contract by informing Us at Our Service Center.  For full withdrawal,
this  Contract,  or a Lost Contract  Affidavit,  must be returned to Our Service
Center.

Except in connection with a systematic  withdrawal program,  the minimum partial
withdrawal  amount is $500,  or if less,  the  Owner's  entire  interest  in the
Investment  Division  and/or Fixed Account from which a withdrawal is requested.
The Owner's interest in the Investment  Division and/or Fixed Account from which
the  withdrawal  is  requested  must be at least  $100 after the  withdrawal  is
completed  if any  amount  remains  in that  Investment  Division  and/or  Fixed
Account.

Withdrawals  will be based on values at the end of the Business Day in which the
request for  withdrawal  and the Contract or a Lost  Contract  Affidavit (in the
case of a full withdrawal) are received at the Service Center.

If the withdrawal  request does not specify the Investment  Division(s) or Fixed
Account from which the  withdrawal is to be made,  the request will be processed
by making  withdrawals  from each  Investment  Division and the Fixed Account in
proportion to their respective value at the time the withdrawal is processed.












                                       11
<PAGE>
- --------------------------------------------------------------------------------
                            DEATH BENEFIT PROVISIONS
- --------------------------------------------------------------------------------

DEATH OF OWNER BEFORE THE INCOME DATE:  Upon the Owner's death,  or the death of
any Joint Owner,  before the Income Date,  the death benefit will be paid to the
Beneficiary(ies)  designated by the Owner.  Upon the death of a Joint Owner, the
surviving Joint Owner, if any, will be treated as the primary  Beneficiary.  Any
other  Beneficiary  designation  on record at the Service  Center at the time of
death will be treated as a contingent Beneficiary.

If the Joint  Owner,  if any, or the  Beneficiary  is the spouse of the deceased
Owner,  he or she may elect to continue the  Contract,  at the current  Contract
Value,  in his or her own name and  exercise  all the Owner's  rights  under the
Contract.

o        DEATH BENEFIT AMOUNT BEFORE THE INCOME DATE: The death benefit is equal
         to the greater of:
         1.       The current Contract Value; or
         2.       All Premiums  paid into the  Contract,  less any  withdrawals,
                  charges,   and  taxes  incurred  since  the  issuance  of  the
                  Contract.
         This amount will be  determined  as of the end of the Business Day when
         due proof of the Owner's death satisfactory to Us and an election as to
         the type of death  benefit  option is  received  by the  Company at its
         Service Center.

         From the time of death of the Owner until the death  benefit  amount is
         determined,  any amount  allocated to an  Investment  Division  will be
         subject  to  investment  risk.  This  investment  risk is  borne by the
         Beneficiary(ies).

o        DEATH BENEFIT  OPTIONS  BEFORE INCOME DATE: In the event of the Owner's
         death  or the  death  of a  Joint  Owner  before  the  Income  Date,  a
         Beneficiary  must request  that the death  benefit be paid under one of
         the death benefit  options below.  The following are the selected death
         benefit options:
         1.       Option 1 - single lump-sum payment of the death benefit; or
         2.       Option 2 - payment of the entire  death  benefit  within  five
                  years of the  date of the  death  of the  Owner  or any  Joint
                  Owner; or
         3.       Option 3 - payment of the death benefit under an income option
                  over the  lifetime  of the  Beneficiary  or over a period  not
                  extending beyond the life expectancy of the Beneficiary,  with
                  distribution  beginning  within  one  year of the  date of the
                  death of the Owner or Joint Owner.

Any portion of the death  benefit not applied  under Option 3 within one year of
the date of the Owner's death must be distributed  within five years of the date
of the Owner's death.

If a single lump-sum payment is requested,  the amount will be paid within seven
days of receipt of proof of death and the election, unless either the Suspension
of Payments or Deferment of Payments under General Provisions is in effect.

Payment to the Beneficiary, other than in a single lump-sum, may only be elected
during the sixty-day period beginning with the date of receipt of proof of death
by Our Service Center.

                                       12
<PAGE>
- --------------------------------------------------------------------------------
                        DEATH BENEFIT PROVISIONS (CONT'D)
- --------------------------------------------------------------------------------

DEATH OF OWNER AFTER THE INCOME DATE:  If the Owner or any Joint  Owner,  who is
not an Annuitant,  dies after the Income Date, any remaining  payments under the
income  option  elected will continue at least as rapidly as under the method of
distribution  in effect at the Owner's  death.  Upon the Owner's death after the
Income Date, the Beneficiary becomes the Owner.

DEATH OF ANNUITANT BEFORE INCOME DATE: Upon the death of an Annuitant who is not
an Owner  before the Income Date,  the  Contract  remains in force and the Owner
will become the Annuitant.  The Owner may designate a new Annuitant,  subject to
the Company's  administrative rules then in effect. However, if the Owner is not
a natural  person,  the death of the  primary  Annuitant  will be treated as the
death of the Owner and a new Annuitant may not be designated.

DEATH OF ANNUITANT  AFTER INCOME DATE: Upon the death of the Annuitant after the
Income  Date,  the death  benefit,  if any,  will be as  specified in the income
option  elected.  Death  benefits  will be paid at least as rapidly as under the
method of distribution in effect at the Annuitant's death.











                                       13
<PAGE>
- --------------------------------------------------------------------------------
                                INCOME PROVISIONS
- --------------------------------------------------------------------------------
INCOME DATE.  If no Income Date is selected,  the Income Date will be the Latest
Income  Date.  At any time at least  seven days  prior to the  Income  Date then
indicated on the Company's records,  the Owner may change the Income Date to any
date not later than the Latest  Income  Date by  written  notice to the  Service
Center.

INCOME OPTIONS.  The Owner, or any Beneficiary who is so entitled,  may elect to
receive a single lump-sum. However, a single lump-sum distribution may be deemed
to be a withdrawal.  Alternatively,  an income option may be elected.  The Owner
may, upon prior written  notice to the Company at its Service  Center,  elect an
income option at any time prior to the Income Date or change an income option up
to seven days before the Income Date.  Unless  otherwise  designated,  the Owner
will be the payee.

If no other income option is elected,  monthly annuity  payments will be made in
accordance  with Option 3 below, a life annuity with 120-month  period  certain.
Payments will be made in monthly,  quarterly,  semiannual or annual installments
as selected by the Owner.  However,  if the amount  available  to apply under an
income  option is less than $5,000,  and state law permits,  the Company has the
right to make payments in one single lump-sum. In addition, if the first payment
provided would be less than $50, and state law permits,  the Company may require
the frequency of payments be at quarterly,  semiannual or annual intervals so as
to result in an initial payment of at least $50.

NO WITHDRAWALS OF CONTRACT VALUE ARE PERMITTED DURING THE ANNUITY PERIOD FOR ANY
INCOME   OPTION  UNDER  WHICH   PAYMENTS   ARE  BEING  MADE   PURSUANT  TO  LIFE
CONTINGENCIES.

Upon written  election filed with the Company at its Service Center,  all of the
Contract Value will be applied to provide one of the following income options.

OPTION 1 - LIFE INCOME An annuity  payable  monthly  during the  lifetime of the
Annuitant.  Under this income option,  no further  annuity  payments are payable
after the death of the Annuitant,  and there is no provision for a death benefit
payable to the Owner.  Therefore, it is possible under Option 1 for the Owner to
receive  only one  monthly  annuity  payment  under  this  income  option if the
Annuitant has an early death.

OPTION  2 - JOINT  AND  SURVIVOR  An  annuity  payable  monthly  while  both the
Annuitant and a designated  second  person are living.  Upon the death of either
person,  the monthly  annuity  payments will continue during the lifetime of the
survivor at either the full amount previously payable or as a percentage (either
one-half or two-thirds) of the full amount, as chosen at the time of election of
the income  option.  If a reduced  annuity  payment to the  survivor is desired,
variable annuity payments will be determined using either one-half or two-thirds
of the number of each type of Annuity Unit credited. Fixed annuity payments will
be equal to either  one-half or two-thirds of the fixed annuity  payment payable
during the joint life of the Annuitant and the designated second person.



                                       14
<PAGE>
- --------------------------------------------------------------------------------
                           INCOME PROVISIONS (CONT'D)
- --------------------------------------------------------------------------------
Annuity payments  terminate  automatically and immediately upon the death of the
surviving  person  without  regard  to the  number or total  amount of  payments
received.  There is no minimum number of guaranteed annuity payments,  and it is
possible to have only one monthly  annuity payment if both the Annuitant and the
designated second person die before the due date of the second payment.

OPTION 3 - LIFE ANNUITY WITH 120 OR 240 MONTHLY  PERIODS  GUARANTEED  An annuity
payable monthly during the lifetime of the Annuitant with the guarantee that if,
at the death of the  Annuitant,  payments  have  been  made for  fewer  than the
guaranteed 120 or 240 monthly periods, as elected, the balance of the guaranteed
number of payments will  continue to be made to the Owner as  scheduled.  In the
event the Owner dies before the specified  number of payments has been made, the
Beneficiary(ies)  may elect to continue  receiving the scheduled payments or may
alternatively  elect to receive the present  value of any  remaining  guaranteed
payments in a single lump-sum, the amount of which is calculated by the Company.

OPTION 4 - INCOME FOR A SPECIFIED PERIOD Under this income option,  an Owner can
elect an annuity  payable  monthly  for any  period of years from 5 to 30.  This
election  must be made for full  12-month  periods.  In the event the Owner dies
before the specified number of payments has been made, the  Beneficiary(ies) may
elect to continue receiving the scheduled payments or may alternatively elect to
receive  the  present  value of any  remaining  guaranteed  payments in a single
lump-sum, the amount of which is calculated by the Company.

ADDITIONAL OPTIONS. The Company may make other income options available.

FIXED  ANNUITY  PAYMENTS.  To the extent a fixed income option has been elected,
the proceeds  payable under this Contract,  less any  applicable  premium taxes,
shall be applied to the payment of the income option elected at whichever of the
following is more  favorable to the Owner;  (a) the annuity rates based upon the
income  option table  specified  in the  Contract;  (b) the then  current  rates
provided  by the Company on  contracts  of this type on the Income  Date.  In no
event will the fixed payments be changed once they begin.

VARIABLE ANNUITY PAYMENT.  The initial variable annuity payment is determined by
taking the  Contract  Value  allocated  to that  Investment  Division,  less any
premium tax and any  applicable  Contract  charges,  and then applying it to the
income option table  specified in the  Contract.  The  appropriate  rate must be
determined by the sex (except where,  as in the case of certain  Qualified Plans
and  other  employer-sponsored  retirement  plans,  such  classification  is not
permitted) and age of the Annuitant and designated second person, if any.


                                       15
<PAGE>
- --------------------------------------------------------------------------------
                           INCOME PROVISIONS (CONT'D)
- --------------------------------------------------------------------------------
The  dollars  applied  are  divided  by 1,000 and the result  multiplied  by the
appropriate  annuity factor  appearing in the table to compute the amount of the
first monthly payment. That amount is divided by the value of an Annuity Unit as
of the Income Date to establish  the number of Annuity Units  representing  each
variable annuity  payment.  The number of Annuity Units determined for the first
variable annuity payment remains constant for the second and subsequent  monthly
variable annuity  payments,  assuming that no reallocation of Contract Values is
made.

The amount of the second and each subsequent monthly variable annuity payment is
determined by multiplying  the number of Annuity Units by the Annuity Unit Value
as of the Business Day next preceding the date on which each payment is due.

ANNUITY  UNIT VALUE.  The initial  value of an Annuity  Unit of each  Investment
Division was set when the Investment  Divisions were established.  The value may
increase or decrease from one Business Day to the next. The income option tables
contained in the Contract are based on a 4.5% per annum  assumed net  investment
rate. If the actual net investment  rate  experienced by an Investment  Division
exceeds 4.5%, variable annuity payments will increase over time. Conversely,  if
the actual net investment rate is less than 4.5%, variable annuity payments will
decrease over time. If the actual net investment  rate equals 4.5%, the variable
annuity payments will remain constant.

The  value of a fixed  number of  Annuity  Units  will  reflect  the  investment
performance  of the  Investment  Divisions,  and the amount of each payment will
vary accordingly.

For each Investment Division,  the value of an Annuity Unit for any Business Day
is  determined  by  multiplying  the  Annuity  Unit  Value  for the  immediately
preceding  Business  Day by the net  investment  factor for the Business Day for
which the Annuity Unit Value is being calculated.  The result is then multiplied
by a second factor which offsets the effect of the assumed net  investment  rate
of 4.5% per annum. The net investment factor,  which reflects changes in the net
asset value of  Investment  Divisions,  is  determined by dividing 1. by 2., and
then subtracting 3. from the result, where:

1.       Is the net result of:
         a.       the net asset value of an Investment Division determined as of
                  the end of the Business Day, plus
         b.       the per share  amount of any  dividend  or other  distribution
                  declared by the Investment  Division if the "ex-dividend" date
                  occurs on the Business Day, plus or minus
         c.       a per share credit or charge with respect to any taxes paid or
                  reserved  for by  the  Company  which  are  determined  by the
                  Company to be  attributable to the operation of the Investment
                  Division  (no  federal  incomes  taxes  are  applicable  under
                  present law);
2.       Is the net asset value of the Investment  Division determined as of the
         end of the preceding Business Day; and
3.       Is the Contract Insurance Charges.


                                       16
<PAGE>
- --------------------------------------------------------------------------------
                           INCOME PROVISIONS (CONT'D)
- --------------------------------------------------------------------------------
BASIS OF COMPUTATION. The actuarial basis for the Table of Income Options is the
Annuity 2000 Mortality  Table, and interest at 4.5%. The Table of Income Options
does not include any applicable premium tax.
























                                       17
<PAGE>
- --------------------------------------------------------------------------------
                             TABLE OF INCOME OPTIONS
- --------------------------------------------------------------------------------

[The  following  table is for this Contract  whose net proceeds are $1,000,  and
will apply pro rata to the amount payable under this Contract.]

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------------------------
 UNDER OPTION 4                                MONTHLY INSTALLMENT UNDER OPTIONS 1 OR 3
- ----------------------------------------------------------------------------------------------------------------------------------

No. of   Monthly  Age of      No. of Mos.        Age of       No. of Mos.      Age of     No. of Mos.    Age of      No. of Mos.
Monthly  Install- Payee                          Payee                         Payee                     Payee
Install- ments                Certain                         Certain                     Certain                      Certain
ments                   ---------------------    ------  --------------------  ------  ----------------  ------   -----------------
                  Male  Life      120     240      Male  Life     120      240 Female  Life   120   240  Female   Life    120   240
- --------- -----  -----  ----     ----    ----    ------  ----     ---     ---- ------  ----   ---   ---  ------   ----    ---   ---
<S>       <C>     <C>  <C>      <C>      <C>       <C>  <C>      <C>      <C>    <C>   <C>   <C>   <C>    <C>   <C>     <C>    <C>
    60    18.60   40   4.49     4.48     4.43      70    7.61     7.08    5.96   40    4.33  4.33  4.30    70    6.91     6.63  5.86
    72    15.83   41   4.53     4.52     4.47      71    7.85     7.24    6.00   41    4.36  4.36  4.33    71    7.12     6.79  5.91
    84    13.86   42   4.57     4.56     4.50      72    8.11     7.40    6.04   42    4.40  4.39  4.36    72    7.35     6.96  5.96
    96    12.38   43   4.62     4.60     4.54      73    8.38     7.57    6.08   43    4.43  4.43  4.40    73    7.59     7.13  6.01
   108    11.23   44   4.67     4.65     4.58      74    8.68     7.74    6.11   44    4.47  4.46  4.43    74    7.86     7.31  6.05
   120    10.32   45   4.72     4.69     4.62      75    8.99     7.91    6.14   45    4.51  4.50  4.46    75    8.15     7.50  6.09
   132     9.57   46   4.77     4.74     4.66      76    9.33     8.08    6.16   46    4.56  4.54  4.50    76    8.46     7.69  6.13
   144     8.96   47   4.82     4.79     4.70      77    9.69     8.25    6.18   47    4.60  4.59  4.54    77    8.80     7.88  6.15
   156     8.43   48   4.88     4.85     4.75      78   10.08     8.41    6.20   48    4.65  4.63  4.58    78    9.16     8.08  6.18
   168     7.99   49   4.94     4.90     4.80      79   10.50     8.58    6.22   49    4.70  4.68  4.62    79    9.56     8.27  6.20
   180     7.60   50   5.01     4.96     4.84      80   10.94     8.74    6.23   50    4.75  4.73  4.67    80    9.99     8.46  6.22
   192     7.27   51   5.07     5.03     4.89      81   11.42     8.90    6.24   51    4.81  4.78  4.71    81   10.46     8.65  6.23
   204     6.98   52   5.14     5.09     4.94      82   11.92     9.05    6.25   52    4.86  4.84  4.76    82   10.97     8.83  6.24
   216     6.72   53   5.22     5.16     5.00      83   12.46     9.19    6.26   53    4.93  4.90  4.81    83   11.52     9.01  6.25
   228     6.48   54   5.30     5.23     5.05      84   13.04     9.32    6.27   54    4.99  4.96  4.86    84   12.12     9.17  6.26
   240     6.28   55   5.38     5.31     5.11      85   13.66     9.45    6.27   55    5.06  5.03  4.91    85   12.77     9.32  6.27
   252     6.09   56   5.47     5.39     5.16      86   14.32     9.56    6.27   56    5.14  5.10  4.97    86   13.46     9.46  6.27
   264     5.92   57   5.57     5.48     5.22      87   15.02     9.67    6.27   57    5.22  5.17  5.03    87   14.21     9.58  6.27
   276     5.77   58   5.67     5.57     5.28      88   15.76     9.76    6.28   58    5.30  5.25  5.09    88   15.00     9.69  6.28
   288     5.63   59   5.77     5.66     5.34      89   16.55     9.85    6.28   59    5.39  5.33  5.15    89   15.84     9.79  6.28
   300     5.51   60   5.89     5.77     5.40      90   17.38     9.93    6.28   60    5.49  5.42  5.21    90   16.72     9.88  6.28
                  61   6.01     5.87     5.46      91   18.26    10.00    6.28   61    5.59  5.51  5.27    91   17.65     9.96  6.28
                  62   6.15     5.98     5.52      92   19.20    10.07    6.28   62    5.70  5.61  5.34    92   18.61    10.03  6.28
                  63   6.29     6.10     5.58      93   20.20    10.12    6.28   63    5.82  5.72  5.41    93   19.61    10.09  6.28
                  64   6.44     6.23     5.64      94   21.26    10.17    6.28   64    5.94  5.83  5.47    94   20.65    10.14  6.28
                  65   6.60     6.36     5.70      95   22.39    10.21    6.28   65    6.07  5.94  5.54    95   21.73    10.18  6.28
                  66   6.78     6.49     5.76      96   23.62    10.24    6.28   66    6.22  6.06  5.61    96   22.87    10.22  6.28
                  67   6.97     6.63     5.81      97   24.95    10.27    6.28   67    6.37  6.20  5.67    97   24.10    10.25  6.28
                  68   7.17     6.78     5.86      98   26.44    10.29    6.28   68    6.54  6.33  5.74    98   25.45    10.28  6.28
                  69   7.38     6.93     5.91      99   28.13    10.30    6.28   69    6.72  6.48  5.80    99   26.98    10.29  6.28
</TABLE>


NOTE:    Due to the  length  of the  information,  the  Table  for  Option  2 is
         available from the Service Center upon Your request.


                                       18


<PAGE>

- --------------------------------------------------------------------------------
                           GENERAL PROVISIONS (CONT'D)
- -------------------------------------------------------------------------------

MISSTATEMENT  OF AGE.  If the  age of the  Annuitant  has  been  misstated,  the
payments  will be those  that the  Premiums  paid would  have  purchased  at the
correct  age. Any  underpayments  will be adjusted  immediately  by the Company.
Overpayments will be deducted from future payments.

MODIFICATION  OF  CONTRACT.  Any  change  or waiver  of the  provisions  of this
Contract must be in writing and signed by the President,  a Vice President,  the
Secretary  or  Assistant  Secretary  of the  Company.  No broker or producer has
authority  to change or waive any  provision of this  Contract.  The Company may
amend or waive any portion of this Contract  without  notice or consent if state
or federal law so requires.

NONPARTICIPATING. This Contract does not share in Our surplus or earnings.

PROOF OF AGE OR SURVIVAL.  The Company may require satisfactory proof of correct
age at any time. If any payment under this  Contract  depends on the  Annuitant,
Owner or Beneficiary being alive, the Company may require  satisfactory proof of
survival.

PROTECTION OF PROCEEDS. No Beneficiary may commute, encumber, alienate or assign
any payment  under this  Contract  before it is due. To the extent  permitted by
law, no payment will be subject to the debts,  contracts or  engagements  of any
Beneficiary.  In  addition,  to the extent  permitted by law, no payment will be
subject  to any  judicial  process  to levy You or attach  the same for  payment
thereof.

REPORTS.  The Company will send You a report at least once a year.  We will also
send You reports as required by law. They shall be addressed to the last address
of the Owner known to the Company.

SUBSTITUTION  OF INVESTMENT  PORTFOLIOS.  We may substitute  another  underlying
Portfolio  without Your consent.  Substitution  would occur if We determine that
the use of such  underlying  investment is no longer possible of if We determine
it is no longer  appropriate  for the purposes of the Contract.  No substitution
will be made  without  notice  to You and  without  the  prior  approval  of the
Securities  and Exchange  Commission and the state where the Contract was issued
for delivery, if required.  Should a substitution,  addition, or deletion occur,
You will be allowed to select from the then  current  Investment  Divisions  and
substitution  may be made with respect to both existing  Contract  Value in that
Investment Division and the allocation of future Premiums.

SUSPENSION  OF PAYMENTS.  The Company may suspend or postpone  any  transfers or
payments to or from the Investment Divisions if any of the following occur:

1.       The New York Stock Exchange is closed;
2.       Trading on the New York Stock Exchange is restricted;

                                       7
<PAGE>
- --------------------------------------------------------------------------------
                             TABLE OF INCOME OPTIONS
- --------------------------------------------------------------------------------
The following table is for this Contract whose net proceeds are $1,000, and will
apply pro rata to the amount payable under this Contract.

<TABLE>
<CAPTION>
  ------------------ ---------------------------------------------------------------------------------------------
   UNDER OPTION 4                               MONTHLY INSTALLMENT UNDER OPTIONS 1 OR 3
  ------------------ ---------------------------------------------------------------------------------------------
   No. of    Monthly
   Monthly  Install-   Ages of         No. of Mos.    Age of         No. of Mos.     Age of         No. of Mos.
  Install-    ments      Payee          Certain       Payee          Certain         Payee          Certain
    ments             --------- -------------------  -------   -------------------  --------   -------------------
                       Unisex    Life  120    240     Unisex   Life   120    240     Unisex    Life    120   240
  -------   --------- --------- -----  ----   ----   -------   ----  -----  ------  --------   ----   ----- ------
<S>         <C>         <C>     <C>   <C>    <C>       <C>     <C>    <C>    <C>       <C>     <C>    <C>   <C>
     60     18.60       40       4.40  4.39   4.36      60      5.65   5.56   5.29      80      10.37  8.58  6.22
     72     15.83       41       4.43  4.42   4.39      61      5.76   5.66   5.35      81      10.84  8.75  6.24
     84     13.86       42       4.47  4.46   4.42      62      5.88   5.76   5.42      82      11.35  8.92  6.25
     96     12.38       43       4.51  4.50   4.46      63      6.01   5.87   5.48      83      11.89  9.08  6.26
    108     11.23       44       4.55  4.54   4.49      64      6.14   5.99   5.55      84      12.48  9.23  6.26
    120     10.32       45       4.60  4.58   4.53      65      6.29   6.11   5.61      85      13.12  9.37  6.27
    132      9.57       46       4.64  4.62   4.57      66      6.44   6.24   5.67      86      13.80  9.50  6.27
    144      8.96       47       4.69  4.67   4.61      67      6.61   6.37   5.73      87      14.53  9.62  6.27
    156      8.43       48       4.74  4.72   4.65      68      6.79   6.51   5.79      88      15.30  9.72  6.28
    168      7.99       49       4.80  4.77   4.69      69      6.98   6.66   5.85      89      16.12  9.82  6.28
    180      7.60       50       4.85  4.83   4.74      70      7.19   6.81   5.90      90      16.99  9.90  6.28
    192      7.27       51       4.91  4.88   4.79      71      7.41   6.97   5.95      91      17.89  9.98  6.28
    204      6.98       52       4.98  4.94   4.84      72      7.65   7.14   6.00      92      18.85  10.04 6.28
    216      6.72       53       5.05  5.01   4.89      73      7.90   7.31   6.04      93      19.84  10.10 6.28
    228      6.48       54       5.12  5.07   4.94      74      8.18   7.49   6.08      94      20.89  10.15 6.28
    240      6.28       55       5.19  5.14   4.99      75      8.48   7.67   6.11      95      22.00  10.19 6.28
    252      6.09       56       5.27  5.22   5.05      76      8.80   7.85   6.14      96      23.17  10.23 6.28
    264      5.92       57       5.36  5.30   5.11      77      9.15   8.03   6.17      97      24.44  10.26 6.28
    276      5.77       58       5.45  5.38   5.17      78      9.52   8.22   6.19      98      25.85  10.28 6.28
    288      5.63       59       5.55  5.47   5.23      79      9.93   8.40   6.21      99      27.44  10.30 6.28
    300      5.51
</TABLE>


Note:    Due to the  length  of the  information,  the  Table  for  Option  2 is
         available from the Service Center upon Your request.

                                       18


                                                                        EX-99.B5

Jackson   National   Life   Insurance   Company
For application  questions or assistance,
please  call 800/777-7779 (8:30 a.m. to 7:00 p.m. ET).

Application for the Perspective Counselor Fixed and Variable  Annuity(R)
USE DARK INK ONLY

================================================================================
OWNER
- --------------------------------------------------------------------------------
Name                      Are you a U.S. citizen? []  Yes      []  No
Social Security Number  []
                                __ __ __ - __ __ - ___ ___ ___ ___
Tax I.D. Number         []
Date of Birth             Age                 Sex
Address (Number and Street)
City                      State               ZIP
Phone                     E-mail Address
(    )
================================================================================
JOINT OWNER
- --------------------------------------------------------------------------------
(Proceeds will be  distributed on death of first Owner.  Spousal Joint Owner has
option to  continue  contract  in  force.)
Name                      Are you a U.S. citizen? []  Yes      []  No
Social Security Number/Federal I.D.   __ __ __ - __ __ - ___ ___ ___
Date of Birth             Relationship to Owner
================================================================================
ANNUITANT (If other than Owner)
- --------------------------------------------------------------------------------
Name (Print as desired in policy)      Are you a U.S. citizen? []  Yes    []  No
Social Security Number/Federal I.D.   __ __ __ - __ __ - ___ ___ ___ ___
Date of Birth             Sex
Address (Number and Street)
City                      State               ZIP
Phone                     E-mail Address
(    )
================================================================================
JOINT ANNUITANT
- --------------------------------------------------------------------------------
Name                      Are you a U.S. citizen? []  Yes      []  No
Social Security Number/Federal I.D.   __ __ __ - __ __ - ___ ___ ___ ___
Date of Birth
================================================================================
THE BENEFICIARY
- --------------------------------------------------------------------------------
PRIMARY NAME                              ________ %
Date of Birth             Relationship to Owner
Social Security Number/Federal I.D.   __ __ __ - __ __ - ___ ___ ___ ___
- --------------------------------------------------------------------------------
PRIMARY NAME                              ________ %
Date of Birth             Relationship to Owner
Social Security Number/Federal I.D.   __ __ __ - __ __ - ___ ___ ___ ___
- --------------------------------------------------------------------------------
CONTINGENT NAME                              ________ %
Date of Birth             Relationship to Owner
Social Security Number/Federal I.D.   __ __ __ - __ __ - ___ ___ ___ ___
- --------------------------------------------------------------------------------
CONTINGENT NAME                              ________ %
Date of Birth             Relationship to Owner
Social Security Number/Federal I.D.   __ __ __ - __ __ - ___ ___ ___ ___
================================================================================
PREMIUM PAYMENT
- --------------------------------------------------------------------------------
Initial Premium with application    $___________________
================================================================================
PREMIUM ALLOCATION (Whole percentages - must total 100%.)
- --------------------------------------------------------------------------------
Separate Account Investment Division Option
[]% S&P 500 Index
[]% Mid Cap Index
[]% Russell 2000 Index
[]% EAFE Index
[]% Enhanced S&P 500 Index
[]% Enhanced Intermediate Bond
[]% PPM America/JNL  Money  Market

Fixed  Account Option
1 year  ____%
Subsequent  premium payments will be invested as indicated in Premium Allocation
above unless the Company is otherwise instructed.
================================================================================
DOLLAR COST AVERAGING
- --------------------------------------------------------------------------------
I (We) authorize the Company to transfer the following amount as indicated below
(min. $100).  Transfers are available from any Contract Option.  (Check transfer
frequency.)
[] Monthly      [] Quarterly   [] Semiannually    [] Annually
Please make the first transfer on ____/____/____ (m/d/y)
From:                    To:                         Amount
(One only)
_______________________       ______________________  $______________
                              ______________________  $______________
                              ______________________  $______________
================================================================================
DCA+ (Call for Term Options currently available)
- --------------------------------------------------------------------------------
DCA+ Term  _______________
Invest  $  _______________  in DCA+ (Available for new money  only.)
Make  first  transfer  on ___  /___  /___  (within  30 days of fund receipt).
From:                         To:                     Percentage
(Fixed Account Option)
_______________________       ______________________  $______________
                              ______________________  $______________
                              ______________________  $______________

If DCA+ is  selected,  unless the Company is  otherwise  instructed,  subsequent
payments  will be invested as  indicated  in the "To" and  "Percentage"  columns
immediately above.
================================================================================
                ARIZONA RESIDENTS, PLEASE NOTE: RIGHT TO EXAMINE

On written  request,  the Company will  provide to the  Contract  Owner within a
reasonable  time,  reasonable  factual  information  regarding  the benefits and
provisions  of this  Contract.  If for any  reason  the  Contract  Owner  is not
satisfied,  the  Contract  may be returned to the Company or producer  within 20
days after delivery, and the Contract Value will be returned.
================================================================================
VDA102                                                               F3717 12/99
<PAGE>
================================================================================
Will this annuity  replace any existing  life  insurance or annuity?
[] Yes  [] No Details:
Company ________________
Policy No. _____________
================================================================================
ANNUITY TYPE
- --------------------------------------------------------------------------------
                                   Plan Type

[] Non-Tax  Qualified                   [] 401(k) Qualified Savings Plan
[] IRA -- Individual                    [] HR-10 (Keogh)  Plan
[] IRA -- Custodial                     [] Deferred  Compensation
[] IRA -- SEP                           [] 403(b) TSA (Direct Transfer only)
[] IRA -- Roth                          [] Other  __________________
[] Contribution  Year ____________

                                Type of Transfer

[] IRC 1035 Exchange                    [] Non-Direct Rollover
[] Direct Transfer                      [] Roth Conversion
[] Direct Rollover
================================================================================
INCOME DATE
- --------------------------------------------------------------------------------
Anticipated  Income/Annuity  Date:  _____/_____/_____
If Income Date is not specified, age 90 (age 70 1/2 for Qualified Plans) will be
used.
================================================================================
REBALANCING
- --------------------------------------------------------------------------------
Rebalancing  to  begin  on____/____/____  (date).
Rebalancing to my Premium  Allocation above should occur:n Monthly n Quarterly n
Semiannually n Annually
================================================================================
AUTHORIZATION FOR ELECTRONIC TRANSACTIONS (Please initial)
- --------------------------------------------------------------------------------
I (We) hereby authorize electronic  transactions,  subject to the conditions set
forth below:
[]  Yes    []   No         (If  no  election  is  indicated,  the  Company  will
                           default to Yes.)
Jackson National Life Insurance Company (JNL) has procedures designed to provide
reasonable assurance that electronic  transactions are genuine.  Such procedures
include  requesting   identifying   information  and  tape  recording  telephone
communications.  If JNL fails to employ  reasonable  procedures  to ensure  that
electronic  transactions  are  genuine,  we may be held liable for such  losses.
Neither JNL nor its producers or representatives  who act on its behalf shall be
subject to any claim,  loss,  liability,  cost or expense in connection  with an
electronic   transaction  if  acted  on  in  good  faith  in  reliance  on  this
authorization.
================================================================================
IMPORTANT:  MAKE ALL CHECKS  PAYABLE  ONLY TO JACKSON  NATIONAL  LIFE  INSURANCE
COMPANY
1. I (We) hereby  represent  to the best of my (our)  knowledge  and belief that
each of the statements and answers contained above are full, complete and true.
2. I (We) certify  that the Social  Security or taxpayer  identification  number
shown above is correct.
3. I (We) understand that annuity premiums,  benefits,  and surrender values, if
any, when based on the investment  experience of a separate  account of JNL, are
variable  and may be  increased  or  decreased,  and the dollar  amounts are not
guaranteed.
4. I (We)  have  been  given a  current  Prospectus  for this  variable  annuity
contract.
5. The  Contract I (we) have  applied  for is  suitable  for my (our)  insurance
investment  objective,  financial  situation  and  needs.
6. I  understand  the  restrictions  imposed by ss. 403 (b)(11) of the  Internal
Revenue Code, if applicable.  I understand the investment alternatives available
under my  employer's  403(b) plan,  to which I may elect to transfer my contract
value.

Dated  and  signed  Signature  of  Owner  at   _________________________________
_________________________________________  City State  Signature  of Joint Owner
Title                    on                    _________________________________
_________________________________________  Signature  of Annuitant if other than
Owner                                  _________________________________________
================================================================================
REGISTERED  REPRESENTATIVE  STATEMENT:  (Must  check  appropriate  box.)  I have
complied with  requirements for disclosure  and/or  replacement as necessary.  I
certify  that I am  authorized  and  qualified  to discuss the  Contract  herein
applied for. To the best of my knowledge and belief, this application [] will []
will not replace any life insurance or annuities and is suitable for the above -
named owner(s). I have provided a State Replacement form where required.
- --------------------------------------------------------------------------------
Producer/Representative's Full Name (Please print)   Phone No.    E-mail Address
__________________________________________________   (   )______  ______________
Address                                         City              State
________________________________________________________________________________
Signature of Producer/Representative     (ID #  -- FL only)       Date
________________________________________________________________________________
Broker/Dealer Name and No.                                   JNL Producer Number
________________________________________________________________________________
================================================================================
PLEASE NOTE: Any person who knowingly,  and with intent to defraud any insurance
company or other  person,  files an  application  for  insurance or statement of
claim containing any materially false information or conceals for the purpose of
misleading,   information  concerning  any  fact  material  thereto,  commits  a
fraudulent  insurance act, which is a crime and subjects such person to criminal
and civil penalties.In Colorado, any insurance company, or agent of an insurance
company,  who knowingly  provides  false,  incomplete,  or  misleading  facts or
information  to a  policyholder  or claimant for the purpose of  defrauding,  or
attempting to defraud,  the policyholder or claimant with regard to a settlement
or award  payable  from  insurance  proceeds,  shall be reported to the Colorado
division of Insurance within the Department of Regulatory Agencies.
D.C.  RESIDENTS,  WARNING:  It  is  a  crime  to  provide  false  or  misleading
information to an insurer for the purpose of defrauding the insurer or any other
person. Penalties include imprisonment and/or fines. In addition, an insurer may
deny insurance  benefits if false information  materially related to a claim was
provided by the applicant.
FLORIDA RESIDENTS: Any person who knowingly, and with intent to injure, defraud,
or deceive any insurer,  files a statement of claim or an application containing
any false,  incomplete or misleading  information,  is guilty of a felony of the
third degree.
NEW  JERSEY  RESIDENTS:   Any  person  who  includes  any  false  or  misleading
information on an insurance policy is subject to criminal and civil penalties.

                                     [LOGO]
                         Institutional Marketing Group
                    Jackson National Life Insurance Company
                         Home Office: Lansing, Michigan
                            www.jacksonnational.com

                      Jackson National Life Service Center
                     P.O. Box 30386, Lansing, MI 48909-7886
                                  800/777-7779

VDA102                                                               F3717 12/99


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