MBL VARIABLE CONTRACT ACCOUNT-2
MBL Life Assurance Corporation
520 Broad Street, Newark, NJ 07102-3111
1-800-435-3191
Supplement Dated August 6, 1998
To Prospectus Dated May 1, 1998, as Supplemented May 1, 1998
This supplement should be read in conjunction with the prospectus
for the MBL Variable Contract Account-2 (the "Account"), a copy
of which can be obtained without charge from MBL Life Assurance
Corporation ("MBL Life"). Please write to: Pension and
Investment Products, MBL Life Assurance Corporation, 520 Broad
Street, Newark, New Jersey 07102-3111, ATTN: MBL VARIABLE
CONTRACT ACCOUNT-2, or call 1-800-435-3191 for a copy of the
prospectus for the Account.
On July 15, 1998, MBL Life, the underwriter and sponsor of the
Account, entered into an Agreement with SunAmerica Inc.
("SunAmerica"), pursuant to which SunAmerica will purchase the
individual life and individual and group annuity businesses of
MBL Life (the "Acquisition"). In accordance with the Plan of
Rehabilitation of the Mutual Benefit Life Insurance Company (the
predecessor in interest to MBL Life), the Acquisition is subject
to certain judicial and regulatory approvals. Assuming that the
necessary approvals are obtained, it is currently anticipated
that the Acquisition will occur no later than December 31, 1998
(the "Closing"). The Acquisition will effect a resolution to the
proceedings associated with the Plan of Rehabilitation of the
Mutual Benefit Life Insurance Company (the "Plan").
As part of the resolution of the proceedings associated with the
Plan, MBL Life has indicated that it intends to seek a court
order to terminate the Account. Pursuant to the proposed court
order, contract holders and group participants will be provided
with adequate notice and disclosure regarding the termination of
the Account. During a six-month period immediately following the
Closing, certain contract holders and group participants will be
given the opportunity to exchange, on a tax-free basis, their MBL
Life contracts for certain annuity contracts issued by affiliates
of SunAmerica or contracts issued by other insurance companies.
Naturally, contract holders and group participants also have the
option of transferring or redeeming the value of their contracts.
Contract holders and group participants should consult with their
tax advisors regarding the implications associated with the
exchange or redemption of a contract.
