JACKSON NATIONAL SEPARATE ACCOUNT IV
S-6, 2000-05-08
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As filed with the Securities and Exchange Commission on May 8, 2000.

                                                            File No. 333-
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   -----------

                                    FORM S-6

         FOR REGISTRATION UNDER THE SECURITIES ACT OF 1933 OF SECURITIES
               OF UNIT INVESTMENT TRUSTS REGISTERED ON FORM N-8B-2
                                   -----------

                    JACKSON NATIONAL LIFE SEPARATE ACCOUNT IV
                              (Exact Name of Trust)

                     JACKSON NATIONAL LIFE INSURANCE COMPANY
                               (Name of Depositor)
                              5901 Executive Drive
                             Lansing, Michigan 48911
          (Complete Address of Depositor's Principal Executive Offices)

                              ---------------------
                     JACKSON NATIONAL LIFE INSURANCE COMPANY
                              5901 Executive Drive
                             Lansing, Michigan 48911
                (Name and Complete Address of Agent for Service)

Copies to:

Joan E. Boros, Esq.                      Patrick W. Garcy, Esq.
Jorden Burt Boros Cicchetti              Jackson National Life Insurance Company
  Berenson & Johnson LLP                 5901 Executive Drive
1025 Thomas Jefferson Street, N.W.       Lansing, Michigan 48911
Washington, D.C. 20007-5201

Title of securities  being offered:  variable portion of modified single premium
variable  life  insurance  policy  and last  survivor  modified  single  premium
variable life insurance policy.

Approximate date of proposed public offering:  as soon as practicable  after the
effective date of this registration statement.

The registrant hereby amends this registration statement on such 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 Section 8(a), may determine.

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<PAGE>


            MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE POLICIES
                         (SINGLE LIFE AND SURVIVORSHIP)
                                    ISSUED BY
                     JACKSON NATIONAL LIFE INSURANCE COMPANY
                             IN CONNECTION WITH ITS
                    JACKSON NATIONAL LIFE SEPARATE ACCOUNT IV
                              5901 Executive Drive
                             Lansing, Michigan 48911

                      JACKSON NATIONAL LIFE SERVICE CENTER
                                 P.O. BOX 378002
                           DENVER, COLORADO 80237-8002
                                 1-800-766-4683

                               IMG SERVICE CENTER
                                 P.O. BOX 30386
                          LANSING, MICHIGAN 48909-7886
                                 1-800-777-7779

Jackson National Life Insurance  Company is offering the modified single premium
variable life  insurance  policies  described in this  prospectus.  The policies
provide  insurance  coverage on the life of one Insured (Single Life Policy) and
on the lives of two  Insureds  (Survivorship  Policy).  The  description  of the
"policy" or "policies" in this prospectus is fully applicable to both the Single
Life Policy and the Survivorship  Policy.  Please read this prospectus carefully
before investing and keep it for future reference.

The  policies  currently  offer 28  allocation  options,  including  27 variable
investment  options,  each of which is a investment division of Jackson National
Life Separate Account IV, and our Guaranteed  Account.  Each investment division
invests exclusively in shares of one of the portfolios of JNL(R) Series Trust.

We do  not  guarantee  a  minimum  Policy  Value  on  amounts  allocated  to the
investment  divisions  and,  therefore,  the  policies do not have a  guaranteed
minimum Policy Value.  The portion of your Policy Value in the Separate  Account
will vary depending on the investment  performance of the portfolios  underlying
the investment divisions to which you allocate your premium. You bear the entire
investment risk on amounts allocated to the investment divisions. The investment
policies  and  risks  of  each  portfolio  are  described  in  the  accompanying
prospectuses  for the JNL(R) Series Trust and its  portfolios.  The Policy Value
will also reflect premiums paid,  amounts  withdrawn,  and cost of insurance and
other charges.

VARIABLE LIFE  INSURANCE  POLICIES  INVOLVE  RISKS,  INCLUDING  POSSIBLE LOSS OF
PRINCIPAL.  THEY ARE NOT  DEPOSITS OF ANY BANK OR INSURED OR  GUARANTEED  BY THE
FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENTAL AGENCY.

IT MAY NOT BE  ADVANTAGEOUS  FOR YOU TO  PURCHASE  VARIABLE  LIFE  INSURANCE  TO
REPLACE YOUR EXISTING  INSURANCE  COVERAGE OR IF YOU ALREADY OWN A VARIABLE LIFE
INSURANCE POLICY.

THIS  PROSPECTUS  DOES NOT CONSTITUTE AN OFFERING IN ANY  JURISDICTION  IN WHICH
SUCH OFFERING MAY NOT BE LAWFULLY MADE.  JACKSON NATIONAL DOES NOT AUTHORIZE ANY
INFORMATION  OR  REPRESENTATIONS   REGARDING  THE  OFFERING  DESCRIBED  IN  THIS
PROSPECTUS OTHER THAN AS BASED IN THIS PROSPECTUS.

THE SECURITIES AND EXCHANGE  COMMISSION HAS NOT APPROVED OR DISAPPROVED OF THESE
SECURITIES  OR PASSED UPON THE  ACCURACY OR  ADEQUACY  OF THIS  PROSPECTUS.  ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

                THE DATE OF THIS PROSPECTUS IS __________, 2000.


<PAGE>
                                TABLE OF CONTENTS


GLOSSARY OF TERMS...........................................................

YOUR POLICY -- QUESTIONS AND ANSWERS........................................

FEES AND EXPENSES...........................................................

PURCHASING A POLICY AND ALLOCATING PREMIUM..................................
   Applying for a Policy....................................................
   Premium..................................................................
   Allocation of Premium....................................................
   Policy Value.............................................................
   Accumulation Unit Value..................................................
   Transfer of Policy Value.................................................
   Transfers Authorized by Telephone........................................
   Dollar Cost Averaging and Other Periodic Transfers.......................
   Asset Rebalancing........................................................

THE SEPARATE ACCOUNT........................................................
The Portfolios..............................................................
 Voting Privileges..........................................................
Additions, Deletions, and Substitutions of Securities.......................

THE GUARANTEED ACCOUNT......................................................

POLICY BENEFITS AND RIGHTS..................................................
   Death Benefit............................................................
   Death Benefit Payment Options............................................
   Optional Insurance Benefits..............................................
   Policy Loans.............................................................
   Withdrawals..............................................................
   Status of Policy at Attained Age 100.....................................
   Termination and Grace Period.............................................
   Reinstatement............................................................
   Right to Examine the Policy..............................................
   Postponement of Payment..................................................

CHARGES AND DEDUCTIONS......................................................
   Daily Deduction..........................................................
   Cost of Insurance Charge.................................................
   Policy Maintenance Charge................................................
   Withdrawal Charge........................................................
   Transfer Charge..........................................................
   Illustration Charge......................................................
   Additional Policy Charges................................................
   Portfolio Expenses.......................................................
   Special Provisions for Group or Sponsored Arrangements...................

GENERAL POLICY PROVISIONS...................................................
   Statements to Owners.....................................................
   Limit on Right to Contest................................................
   Suicide..................................................................
   Misstatement as to Age and Sex...........................................
   Beneficiary..............................................................
   Assignment...............................................................
   Creditors' Claims........................................................

                                       2
<PAGE>

   Dividends................................................................
   Notice and Elections.....................................................
   Modification.............................................................
   Survivorship Policy......................................................

FEDERAL TAX CONSIDERATIONS..................................................
   Taxation of Jackson National and the Separate Account....................
   Tax Status of the Policies...............................................
       Diversification Requirements.........................................
       Owner Control........................................................
   Tax Treatment of Life Insurance Death Benefit Proceeds...................
   Tax Deferral During Accumulation Period..................................
       Policies Which Are MECs..............................................
       Policies Which Are Not MECs..........................................
   Survivorship Policies....................................................
   Treatment at Attained Age 100............................................
   Actions to Ensure Compliance with the Tax Law............................
   Federal Income Tax Withholding...........................................
   Tax Advice...............................................................

DESCRIPTION OF JACKSON NATIONAL AND THE SEPARATE ACCOUNT....................
   Jackson National Life Insurance Company..................................
   Officers and Directors of Jackson National...............................
   The Separate Account.....................................................
   Safekeeping of the Separate Account's Assets.............................
   State Regulation of Jackson National.....................................

DISTRIBUTION OF POLICIES....................................................

LEGAL PROCEEDINGS...........................................................

LEGAL MATTERS...............................................................

REGISTRATION STATEMENT......................................................

EXPERTS.....................................................................

FINANCIAL STATEMENTS........................................................

APPENDIX....................................................................


                                       3
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                                GLOSSARY OF TERMS

We  have  capitalized  certain  terms  used  in this  prospectus.  To  help  you
understand these terms, we have defined them in this section.

ACCUMULATION  UNIT - An accounting unit of measurement  that we use to calculate
the value in a investment division.

ALLOCATION DATE - The date we allocate premium from the money market division to
the  divisions  elected  on the  application  (or  the  most  recent  allocation
instructions provided by the contract owner.

ATTAINED AGE - An Insured's rated age on the Policy Date plus the number of full
years since the Policy Date.

CODE - Internal Revenue Code of 1986, as amended.

DAILY  DEDUCTION - The amount  deducted on a daily  basis when  calculating  the
value of an  Accumulation  Unit.  It  represents  the mortality and expense risk
charge, administrative charge, and tax charge.

DEATH BENEFIT  PROCEEDS - The amount we will pay to the  beneficiary(ies)  under
the policy upon the death of the Insured in the case of a Single Life Policy and
the death of the last surviving Insured in the case of a Survivorship Policy.

DEATH  BENEFIT - The  greater  of the  initial  death  benefit  as shown in your
policy, reduced by any partial withdrawal,  plus any increase in coverage due to
additional  premium;  or the Minimum Death Benefit;  less any Debt, and less any
overdue cost of insurance  charge and policy  maintenance  charge if the Insured
dies during the Grace Period.

DEBT - The sum of all unpaid policy loans and accrued interest.

EARNINGS - Your Policy Value reduced by Remaining Premium.

GUARANTEED  ACCOUNT - An  allocation  option  under  the  policy  that  earns an
annually  declared rate of interest of not less than 3%. Assets allocated to the
Guaranteed Account are part of our general account.

GRACE PERIOD - The 61-day period during which your policy remains in force after
we send you  written  notice  that your  policy will lapse if you do not make an
additional payment.

INSURED - A person whose life is insured under the policy.  Single Life Policies
have one Insured and Survivorship Policies have two Insureds.

ISSUE DATE - The date  Jackson  National  issued  your  policy and from which we
measure contestability periods. It may be later than the Policy Date.

LOAN ACCOUNT - An account established as part of our general account for amounts
transferred  from the  investment  divisions  and/or the  Guaranteed  Account as
security for your policy loans.

MINIMUM  DEATH  BENEFIT - Your  Policy  Value  multiplied  by the death  benefit
percentage applicable to the Attained Age as shown in the policy.

MONTHLY  ANNIVERSARY - The same day in each month as the Policy Date.  For those
months not having such a day, it is the last day of that month.

OWNER - The person(s) having the privileges of ownership  defined in the policy.
The Owner(s) may or may not be the same  person(s)  as the  Insured(s).  If your
policy is issued pursuant to a retirement plan, your ownership privileges may be
modified by the plan.

POLICY ANNIVERSARY - An annual anniversary of the Policy Date.

                                       4
<PAGE>

POLICY DATE - The effective date of insurance  coverage under your policy. It is
used to determine Policy Anniversaries, Policy Years, and Monthly Anniversaries.

POLICY VALUE - The sum of your values in the Separate  Account,  the  Guaranteed
Account, and the Loan Account.

POLICY  YEAR - Each  twelve-month  period  beginning  on the Policy  Date or any
Policy Anniversary.

REMAINING  PREMIUM  -  The  total  premium  paid  into  the  policy  reduced  by
withdrawals of premiums.

RIGHT TO EXAMINE  PERIOD - The period of time  starting on the Issue Date during
which you can cancel your policy.  During the Right to Examine  Period,  we will
allocate  your premium to the Money Market  Investment  division.  If you do not
cancel your policy during the Right to Examine  Period,  we will reallocate your
premium according to your instructions on the allocation date .

SEPARATE  ACCOUNT - Jackson  National Life Separate  Account IV, the  segregated
asset account of Jackson National that funds the policies.

SERVICE CENTER - Jackson National Life Service Center, P.O. Box 378002,  Denver,
Colorado  80237-8002,  1-800-766-4683  or IMG Service  Center,  P.O.  Box 30386,
Lansing, Michigan 48909-7886,  1-800-777-7779.  You can send express mail to the
Jackson National Life Service Center at 8055 E. Tufts Avenue, 2nd Floor, Denver,
Colorado  80237 or the IMG  Service  Center at 5901  Executive  Drive,  Lansing,
Michigan 48911.

WITHDRAWAL VALUE - The Policy Value less any applicable withdrawal charge, taxes
payable, outstanding policy maintenance charge, and any Debt.

VALUATION  DAY - Each day that we and the New York Stock  Exchange  are open for
business.

VALUATION  PERIOD - The period of time over which we determine the change in the
value of the investment divisions.  Each Valuation Period begins at the close of
normal trading on the New York Stock Exchange (currently 4:00 p.m. Eastern time)
on each  Valuation  Day and ends at the close of the New York Stock  Exchange on
the next Valuation Day.

















                                       5
<PAGE>
                       YOUR POLICY - QUESTIONS AND ANSWERS

These  are  answers  to  questions  that  you may  have  about  some of the most
important  features of your policy.  The policy is  described  more fully in the
rest of this prospectus. Please read this prospectus carefully. Unless otherwise
noted, the description of the policy  contained in this prospectus  assumes that
the policy is in force, that there is no Debt, and that current federal tax laws
apply.

1. WHAT IS A MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE POLICY?

The policy permits the Owner to pay a significant  initial premium and,  subject
to  restrictions,  additional  premium.  The policy has a Death Benefit,  Policy
Value,  and other features  similar to life insurance  policies  providing fixed
benefits.  It is a  "variable"  policy  because  the Policy  Value and the Death
Benefit may vary  according  to the  investment  performance  of the  investment
divisions to which you allocate your premium and Policy Value.  The Policy Value
is not  guaranteed.  The  policy  provides  you  with  the  opportunity  to take
advantage  of any increase in your Policy  Value,  but you also bear the risk of
any decrease.

2. WHO MAY PURCHASE A POLICY?

We will  issue  policies  on the  lives of  prospective  Insureds  that meet our
simplified  and/or full underwriting  standards.  You may purchase a Single Life
Policy  to  provide  insurance  coverage  on  the  life  of  one  Insured  or  a
Survivorship Policy to provide insurance coverage on the lives of two Insureds.

3.   WHAT IS THE DEATH BENEFIT?

Under a Single Life  Policy,  we will pay the Death  Benefit to the  beneficiary
upon the death of the  Insured.  Under a  Survivorship  Policy,  we will pay the
Death Benefit to the beneficiary  upon the death of the last surviving  Insured.
The Death Benefit is equal to the greater of:

     (1) the initial death benefit shown in your policy,  reduced by any partial
         withdrawal, plus any increase in coverage due to additional premium; or

     (2) the Minimum Death Benefit;

less  any  Debt,  and less any  overdue  cost of  insurance  charge  and  policy
maintenance  charge if the  Insured  dies  during the Grace  Period.  Subject to
certain  requirements,  you can increase the Death Benefit by paying  additional
premium.  You can also decrease  coverage under certain  circumstances.  We will
refuse to decrease  coverage if such decrease would cause the policy to lose its
status as life  insurance  under the Code. A partial  withdrawal  will cause the
Death Benefit to decrease in direct proportion to the reduction in Policy Value.
As  with a  decrease  in  insurance  coverage,  we will  not  permit  a  partial
withdrawal  if the decrease in Death  Benefit would cause the policy to lose its
status as life insurance under the Code.

4.   HOW IS MY POLICY VALUE DETERMINED?

At your  request,  your premium is  allocated  to one or more of the  investment
divisions and/or allocated to the Guaranteed  Account.  Your Policy Value is the
sum of the values of your  interests in the  Separate  Account,  the  Guaranteed
Account,  and the Loan Account.  Your Policy Value will depend on the investment
performance of the investment  divisions and the amount of interest we credit to
the Guaranteed Account and the Loan Account, as well as the premium paid, amount
withdrawn,  and charges assessed.  We do not guarantee a minimum Policy Value on
the portion of your premium allocated to the Separate Account.

5. WHAT IS THE PREMIUM FOR THIS POLICY?

Your  initial  premium  must be at least  $10,000.  If you  choose,  you may pay
additional  premium  of at  least  $1,000  each,  subject  to  the  restrictions
described in this  prospectus.  We may require you to complete a new application
and provide  evidence of  insurability if an increase in the Death Benefit would
result from additional  premium. We will refuse to accept any additional premium
that would cause the policy to lose its status as life insurance under the Code.
However, we will not require evidence of insurability for one additional premium
of your choice,  even if it would increase the Death Benefit of your policy,  as
long as the  additional  premium  does not exceed the lesser of $5,000 or 10% of
your initial premium.

                                       6
<PAGE>
6. WHEN IS MY POLICY EFFECTIVE?

Your policy is effective on the Policy Date.  If your  application  is approved,
your policy will be effective and your life insurance coverage will begin on the
date that we  received  your  application  and initial  premium.  If you did not
submit your initial  premium with your  application,  we will require you to pay
your  initial  premium at or before  issuance  in order for the policy to become
effective.  Insurance  coverage will not begin and the policy will not be issued
until we receive your premium.  We will begin to deduct the policy charges as of
the Policy Date.

The Issue Date marks the end of  underwriting  and the beginning of the Right to
Examine  Period.  When we  issue  your  policy,  your  initial  premium  will be
allocated to the Money  Market  Investment  division  until the Right to Examine
Period  ends.  At that time,  we will  allocate  the amount in the Money  Market
Investment  division  to  the  other  options  according  to  your  most  recent
instructions.

While  your  application  is in  underwriting,  if you have  paid  your  initial
premium, we may provide you with temporary life insurance coverage in accordance
with the terms of our conditional receipt.

If we reject your  application,  we will not issue you a policy.  We will return
any premium you paid,  adding  interest if, as and at the rate  required in your
state. We will not subtract any policy charges from the amount we refund to you.

7.   HOW IS MY PREMIUM ALLOCATED?

When you apply for the policy,  you specify in your  application how to allocate
your premium among the investment divisions and the Guaranteed Account. You must
use whole  number  percentages  and the total  allocation  must equal 100%.  The
minimum allocation  percentage per allocation option is 1%. We will allocate any
additional  premium according to those percentages until you give us new written
instructions.  You may  allocate  your  premium  and  Policy  Value  to up to 21
allocation options at any one time. In the future, we may change these limits.

We will temporarily allocate your initial premium to the Money Market Investment
division on the Issue Date.  We will  reallocate  the amount in the Money Market
Investment  division among the investment  divisions and the Guaranteed Account,
in accordance with your  instructions,  at the end of  theallocation  date. As a
general  rule,  any  additional  premium  will be  allocated  to the  investment
divisions and the Guaranteed  Account as of the date your premium is received at
our Service Center.

You may transfer Policy Value among the investment  divisions and the Guaranteed
Account by writing to us or calling the service center listed on the front page.
You may not make any transfer that would cause your Policy Value to be allocated
to more  than 21  allocation  options  at any one time.  While you may  transfer
amounts  from the  Guaranteed  Account,  certain  restrictions  apply.  For more
information,  see  "Transfer  of Policy  Value"  and  "Transfers  Authorized  by
Telephone."

You may also use our dollar cost  averaging  program  [or our asset  rebalancing
program.  Under the dollar cost  averaging  program,  amounts are  automatically
transferred to the investment divisions at regular intervals from the allocation
option of your choice. For more information,  see "Dollar Cost Averaging." Under
the asset  rebalancing  program,  you can periodically  adjust the percentage of
your Policy Value  allocated to each  investment  division to maintain a pre-set
level.   Investment  results  will  shift  the  balance  of  your  Policy  Value
allocations.  If you elect asset  rebalancing,  we  automatically  transfer your
Policy  Value  according  to the  specified  percentages  at the  frequency  you
specify. For more information, see "Asset Rebalancing."


                                       7
<PAGE>

8. WHAT ARE THE ALLOCATION OPTIONS UNDER THE POLICY?

You can allocate and reallocate your Policy Value among the investment divisions
of the Separate Account and the Guaranteed Account. The Guaranteed Account earns
a  guaranteed  minimum  annual  interest  rate of 3%. Each  investment  division
invests  in a single  portfolio.  The  policy  currently  offers  the  following
portfolios as underlying investments:

JNL/Alger Growth Series
JNL/Alliance Growth Series
JNL/Eagle Core Equity Series
JNL/Eagle Small Cap Equity Series
JNL/JP Morgan Enhanced S&P 500 Index Series
JNL/Janus Aggressive Growth Series
JNL/Janus Balanced Series
JNL/Janus Capital Growth Series
JNL/Janus Global Equities Series
JNL/Putnam Growth Series
JNL/Putnam International Equity Series
JNL/Putnam Mid-Cap Growth Series
JNL/Putnam Value Equity Series
JNL/S&P Conservative Growth I Series
JNL/S&P Moderate Growth I Series
JNL/S&P Aggressive Growth I Series
JNL/S&P Very Aggressive Growth I Series
JNL/S&P Equity Growth I Series
JNL/S&P Equity Aggressive Growth I Series
PPM America/JNL Balanced Series
PPM America/JNL High Yield Bond Series
PPM America/JNL Money Market Series
Salomon Brothers/JNL Global Bond Series
Salomon Brothers/JNL U.S. Government and Quality Bond Series
T. Rowe Price/JNL Established Growth Series
T. Rowe Price/JNL Mid-Cap Growth Series
T. Rowe Price/JNL Value Series

Each  portfolio  holds  its  assets  separately  from the  assets  of the  other
portfolios.  Each  portfolio has distinct  investment  objectives  and policies,
which  are  described  briefly  in this  prospectus  and in more  detail  in the
accompanying prospectuses for the portfolios.

9. MAY I TAKE OUT A POLICY LOAN?

Yes, you may borrow moneyafter your allocation date. You may borrow up to 90% of
the  Withdrawal  Value of your  policy.  We offer two types of loans - preferred
loans are loans against  Earnings,  while all other loans are regular loans.  In
most  instances  policy  loans are  treated as  distributions  for  federal  tax
purposes.  Therefore,  you may  incur tax  liabilities  if you take out a policy
loan. For more information, see "Policy Loans" and "Policies Which Are MECs."

10. WHAT CHARGES ARE DEDUCTED FROM MY POLICY VALUE?

The mortality and expense risk charge, administrative charge, and tax charge are
together  referred  to as the Daily  Deduction  and are  deducted  from the Unit
Values of the  Investment  Divisions  beginning on the Policy Date. We apply the
Daily  Deduction  in  calculating  the  value  of  Accumulation  Units  of  each
investment division to compensate Jackson National for its expenses incurred and
certain  risks assumed  under the policy.  The  mortality and expense  charge is
calculated  at an annual  rate equal to .90% during  Policy  Years 1-10 and .80%
thereafter. We deduct the administrative charge from the investment divisions at
an annual rate equal to .30% during  Policy Years 1-10 and .15%  thereafter.  We
deduct the tax charge from the  investment  divisions at an annual rate equal to
 .40% during Policy Years 1-10.

                                       8
<PAGE>

We deduct the cost of insurance charge applicable to your policy from the Policy
Value on the Issue  Date and on each  Monthly  Anniversary  following  the Issue
Date. If the Monthly  Anniversary date falls on either the 29th, 30th or 31st of
the month,  the cost of insurance  charge will be taken on the last business day
in which we don't  have these  dates in the month.  The charge is taken from the
investment divisions and the Guaranteed Account on a proportional basis.

If your  Policy  Value is less than  $50,000  on a Policy  Anniversary,  we will
deduct a policy  maintenance charge of $35 from your Policy Value on that Policy
Anniversary.  The  charge  is  taken  from  the  investment  divisions  and  the
Guaranteed  Account on a proportional  basis. If you make a full withdrawal on a
date other than the Policy  Anniversary,  we will deduct any  applicable  policy
maintenance charge from that amount.

We impose a  withdrawal  charge on certain  withdrawals  of your Policy Value to
cover a portion of the  premium  taxes we incur on your  behalf and a portion of
the sales expenses we incur in distributing  the policies.  These sales expenses
include agents' commissions,  advertising, and the printing of prospectuses.  If
you make a withdrawal  within 9  twelve-month  periods of paying a premium (each
twelve-month  period  is  referred  to as a  "premium  year"),  we may  assess a
withdrawal charge as a percentage of premium withdrawn as shown below:

- ------------------ --- -- --- --- --- --- --- -- --- ----------
Premium Year        1  2   3   4   5   6   7  8   9  Thereafter
- ------------------ --- -- --- --- --- --- --- -- --- ----------
Withdrawal Charge  9%  8% 7%  6%  5%  4%  3%  2% 1%       0%
- ------------------ --- -- --- --- --- --- --- -- --- ----------

The  withdrawal  charge does not apply after nine  premium  years.  You may make
certain withdrawals free of any withdrawal charge each Policy Year.

You may make 15 transfers free of charge in any Policy Year. Thereafter, we will
deduct  a  charge  of $25  per  transfer  from  the  transferred  amount  before
allocating it to the allocation option(s) you have requested.

We may  charge a fee of up to $25 for each  additional  illustrationyou  request
(after the first request) in a Policy Year.

We do not currently assess a charge for federal,  state, or other taxes that may
be  attributable to the operations of the Separate  Account,  but we reserve the
right to do so in the future

The charges  assessed  under the  policies  are  summarized  in the table called
"Policy  Charges and  Deductions"  and  described in more detail in "Charges and
Deductions."

In addition to the charges under the policies,  each portfolio  deducts  amounts
from its assets to pay its management fees and other expenses.  The prospectuses
for the portfolios  describe  these charges and expenses in more detail.  WE MAY
RECEIVE  COMPENSATION  FROM THE  INVESTMENT  ADVISERS OR  ADMINISTRATORS  OF THE
PORTFOLIOS. SUCH COMPENSATION WILL BE CONSISTENT WITH THE SERVICES WE PROVIDE OR
THE COST SAVINGS  RESULTING FROM THE  ARRANGEMENT  AND THEREFORE MAY DIFFER FROM
PORTFOLIO TO PORTFOLIO.

11. DO I HAVE ACCESS TO THE VALUE OF MY POLICY?

The value of your policy is available to you through loans and withdrawals.  The
maximum amount of any loan taken is 90% of your Withdrawal  Value as of the date
we grant the loan. You may also withdraw all or part of the Withdrawal  Value of
your policy.  Upon a full withdrawal,  life insurance coverage under your policy
will end. The minimum  amount of a partial  withdrawal  is $500.  If your Policy
Value is less than $500 at the time of your request,  we will treat your request
as a request for a full withdrawal.  We may waive or change this limit. For more
information, see "Withdrawals."

12. WHAT ARE THE TAX CONSEQUENCES OF BUYING THIS POLICY?

Your policy is structured to meet the  definition  of life  insurance  under the
Code.  We may need to limit the  amount of  premium  you pay under the policy to
ensure that your policy continues to meet that definition.

In most  circumstances,  your policy will be  considered  a "modified  endowment
contract,"  which is a form of life insurance  contract under the Code.  Special
rules govern the tax treatment of modified  endowment  contracts.  Under current
tax law, death benefit payments under modified endowment  contracts,  like death
benefit  payments under other life insurance  contracts,  generally are excluded
from the gross income of the beneficiary. Withdrawals and policy loans, however,
are treated differently. Amounts withdrawn and policy loans are treated first as
income,  to the extent of any gain, and then as a return of premium.  The income
portion of the  distribution  is  includable  in your taxable  income.  Also, an
additional ten percent  penalty tax is generally  imposed on the taxable portion
of amounts received before age 59 1/2. For more information on the tax treatment
of the policy, see "Federal Tax Considerations" and consult your tax adviser.

                                       9
<PAGE>

13. CAN I RETURN THIS POLICY AFTER IT HAS BEEN ISSUED?

In most states, you may cancel your policy by returning it to us within ten days
after you  receive  it. In certain  states,  the Right to Examine  Period may be
longer. If you return your policy during the Right to Examine Period, the policy
terminates and we will refund your premium,  less any  outstanding  policy loans
and any partial withdrawal.

14. WHEN DOES COVERAGE UNDER THE POLICY END?

Unless you make a full withdrawal at an earlier date, your policy will remain in
force  until a lapse  occurs at the end of the Grace  Period or we pay the Death
Benefit under the policy.

With respect to lapse,  the policy will enter a Grace  Period if the  Withdrawal
Value of your policy is $0 or less, or, upon a failure to pay loan interest, the
Debt equals or exceeds the Policy Value less any applicable withdrawal charge in
effect at that time.  The policy will  terminate  at the end of the Grace Period
unless you pay an amount  sufficient to keep the policy in force. That amount is
the minimum  amount  that will pay at least two months of the cost of  insurance
charge and any policy maintenance charge due before the end of the Grace Period.
If we do not receive that amount by the end of the Grace Period, the policy will
lapse without value and coverage under the policy will end.

15. CAN I GET AN  ILLUSTRATION  TO HELP ME  UNDERSTAND  HOW POLICY VALUES CHANGE
WITH INVESTMENT EXPERIENCE?

At your  request  we will  provide  you  with a free  personalized  illustration
explaining  future benefits under a policy. We reserve the right to charge a fee
of  up to  $25  for  each  additional  illustration  in  any  Policy  Year.  The
illustration   will  be  personalized  to  reflect  the  Insured(s)'  age,  sex,
underwriting classification and proposed initial premium. The illustrated Policy
Value, Withdrawal Value, and Death Benefit will be based on certain hypothetical
assumed  rates of  return  for the  Separate  Account.  Your  actual  investment
experience  will differ and as a result the actual  values  under your policy at
any time may be  higher  or  lower  than  those  illustrated.  The  personalized
illustrations   follow  the   methodology   and   format  of  the   hypothetical
illustrations  that we filed with the Securities and Exchange  Commission in the
registration statement.










                                       10
<PAGE>
                                FEES AND EXPENSES

The following  tables are designed to help you  understand the fees and expenses
that you bear,  directly or indirectly,  as an Owner.  The first table describes
the policy charges and deductions you bear directly under the policy. The second
table describes the fees and expenses of the portfolios that you bear indirectly
when you purchase a policy. It shows historical  expenses of the portfolios as a
percentage  of net assets  after fee  waivers  and  expense  reimbursements,  if
applicable, for the year ended December 31, 1999, unless otherwise indicated.

                          POLICY CHARGES AND DEDUCTIONS

Transaction Charges

     Withdrawal  Charge 9% of premium  declining  to 0% of  premium(1)  Transfer
     Charge  $25 per  transfer  in excess of 15 each  Policy  Year  Illustration
     Charge $25 per illustration in excess of 1 each Policy Year

Policy Value Charges(2)

     Policy Maintenance Charge(3)       $35 annually deducted on each Policy
                                        Anniversary

     Single Life Cost of     Current    Guaranteed
     Insurance Charge (4)               Ranges per month from $0.1443 per $1,000
                                        net amount at risk to $83.33 per $1,000
                                        net amount at risk(5)

     Survivorship Cost of    Current    Guaranteed
     Insurance Charge (4)               Ranges per month from $0.0002167 per
                                        $1,000 net amount at risk to $83.33 per
                                        $1,000 net amount at risk(5)

Separate Account Charges(6)

     Mortality  and Expense  Charge       .90%  annually  during Policy Years
                                          1-10 and .80% annually thereafter
     Administrative Charge                .30% annually during Policy Years 1-10
                                          and .15% annually  thereafter
     Tax Charge                           .40%  annually  during Policy Years
                                          1-10


(1)  The  withdrawal  charge  declines  from  9% of  premium  during  the  first
     twelve-month period after you pay a premium to 0% in the tenth twelve-month
     period  following a premium  payment.  This charge only  applies to premium
     withdrawn, not to withdrawals of Earnings or of the free withdrawal amount.
     Each  Policy  Year an amount of up to the  greater of 10% of any  Remaining
     Premium paid as of the  Valuation  Day that the request for  withdrawal  is
     received,  less any previous  withdrawals taken during that Policy Year, or
     100% of Earnings may be withdrawn  without  incurring a withdrawal  charge.
     Withdrawals  during the Policy Year in excess of this amount may be subject
     to a withdrawal  charge.  The amount available for a free withdrawal is not
     cumulative and expires at the end of each Policy Year.

(2)  These charges are deducted from the investment divisions and the Guaranteed
     Account on a proportional basis.

(3)  The policy maintenance charge is currently waived for policies with $50,000
     or more of Policy Value.

(4)  The current cost of insurance  charge will never exceed the guaranteed cost
     of insurance  charge shown in the policy.  The guaranteed cost of insurance
     charge is based on  Attained  Age in the case of a Single  Life  Policy and
     Policy Year in the case of a Survivorship  Policy,  as well as sex, smoking
     status of the Insured(s) and rating age.

(5)  The net amount at risk is the difference  between the Death Benefit divided
     by ______ and the Policy Value.

                                       11
<PAGE>

(6)  These  charges are  deducted on a daily  basis,  reflected  in the value of
     Accumulation Units for the investment divisions, and shown as an annualized
     percentage of average net assets of the Separate Account.


                               PORTFOLIO EXPENSES
                  AFTER FEE WAIVERS AND EXPENSE REIMBURSEMENTS

<TABLE>
<CAPTION>

                                                              Management         Other      Total Annual Portfolio
                                                                 Fees          Expenses            Expenses

<S>                                                            <C>                <C>          <C>
JNL/Alger Growth Series                                           1.07%              0%           1.07%
JNL/Alliance Growth Series                                         .88%              0%            .88%
JNL/Eagle Core Equity Series                                       .99%              0%            .99%
JNL/Eagle Small Cap Equity Series                                 1.05%              0%           1.05%
JNL/J.P. Morgan Enhanced S&P 500 Index Series                      .90%              0%            .90%
JNL/Janus Aggressive Growth Series                                1.01%              0%           1.01%
JNL/Janus Balanced Series                                         1.05%              0%           1.05%
JNL/Janus Capital Growth Series                                   1.03%              0%           1.03%
JNL/Putnam Growth Series                                           .97%              0%            .97%
JNL/Putnam International Equity Series                            1.18%              0%           1.18%
JNL/Putnam Midcap Growth Series                                   1.05%              0%           1.05%
JNL/S&P Conservative Growth Series I*                              .20%              0%            .20%
JNL/S&P Moderate Growth Series I*                                  .20%              0%            .20%
JNL/S&P Aggressive Growth Series I*                                .20%              0%            .20%
JNL/S&P Very Aggressive Growth Series I*                           .20%              0%            .20%
JNL/S&P Equity Growth Series I*                                    .20%              0%            .20%
JNL/S&P Equity Aggressive Growth Series I*                         .20%              0%            .20%
PPM America/JNL Balanced Series                                    .82%              0%            .82%
PPM America/JNL High Yield Bond Series                             .82%              0%            .82%
PPM America/JNL Money Market Series                                .70%              0%            .70%
Salomon Brothers/JNL Global Bond Series                            .95%              0%            .95%
Salomon Brothers/JNL U.S. Government & Quality Bond Series         .80%              0%            .80%
T. Rowe Price/JNL Established Growth Series                        .93%              0%            .93%
T. Rowe Price/JNL Mid-Cap Growth Series                           1.03%              0%           1.03%
T. Rowe Price/JNL Value Series                                    1.00%              0%           1.00%
</TABLE>

Certain Series pay Jackson National  Financial  Services,  LLC, the adviser,  an
Administrative  Fee of .10% for  certain  services  provided  to the JNL  Series
Trust.  The JNL/S&P  Series do not pay an  Administrative  Fee. The Total Series
Annual Expenses reflect the inclusion of the Administrative Fee.

                                       12
<PAGE>

* Underlying Series Expenses.  The expenses shown above are the annual operating
expenses  for the JNL/S&P  Series.  Because the JNL/S&P  Series  invest in other
Series of the JNL Series Trust,  the JNL/S&P Series will  indirectly  bear their
pro rata share of fees and expenses of the underlying  Series in addition to the
expenses shown.

The total annual operating  expenses for each JNL/S&P Series (including both the
annual  operating  expenses  for the  JNL/S&P  Series and the  annual  operating
expenses  for the  underlying  investment  divisions)  could  range from .90% to
1.38%. The table below shows estimated total annual operating  expenses for each
of the JNL/S&P  Series based on the pro rata share of expenses  that the JNL/S&P
Series  would  bear  if  they  invested  in a  hypothetical  mix  of  underlying
investment  divisions.  The adviser  believes the  expenses  shown below to be a
likely  approximation of the expenses the JNL/S&P Series will incur based on the
actual mix of underlying investment divisions.  The expenses shown below include
both the  annual  operating  expenses  for the  JNL/S&P  Series  and the  annual
operating expenses for the underlying investment divisions.  The actual expenses
of each JNL/S&P Series will be based on the actual mix of underlying  investment
divisions in which it invests.  The actual  expenses may be greater or less than
those shown.

         JNL/S&P Conservative Growth Series I......................  1.134%
         JNL/S&P Moderate Growth Series I..........................  1.151%
         JNL/S&P Aggressive Growth Series I........................  1.176%
         JNL/S&P Very Aggressive Growth Series I...................  1.180%
         JNL/S&P Equity Growth Series I............................  1.187%
         JNL/S&P Equity Aggressive Growth Series I.................  1.184%

AFTER FEE WAIVERS AND EXPENSE REIMBURSEMENTS

[DETAILS  REGARDING  FEE WAIVERS AND  EXPENSE  REIMBURSEMENTS  TO BE PROVIDED BY
AMENDMENT.]



<PAGE>
                   PURCHASING A POLICY AND ALLOCATING PREMIUM

APPLYING  FOR A POLICY.  You may apply to  purchase  a policy  by  submitting  a
written  application  to us through one of our  authorized  agents.  We will not
issue a policy to insure people who older than age 90. Before we issue a policy,
we require you to submit evidence of insurability satisfactory to us. Acceptance
of your application is subject to our  underwriting  rules. We reserve the right
to reject  your  application  for any  reason.  Your  policy may differ from the
general   description  in  this  prospectus  because  we  need  to  comply  with
differences in applicable state law.  Variations from the information  appearing
in this  prospectus  due to  individual  state  requirements  are  described  in
supplements  that are  attached to this  prospectus  or in  endorsements  to the
policy, as appropriate.

In general, we will issue your policy when we have received your initial premium
and  we  have  determined   that  your   application   meets  our   underwriting
requirements. You would pay the initial premium with your application. If you do
not submit your initial  premium with your  application,  we will require you to
pay sufficient  premium to place your insurance in force at or before  issuance.
We will not accept your initial  premium if the resulting  Death Benefit exceeds
our then-current limit.

If we approve  your  application,  we begin to deduct  policy  charges as of the
Policy Date. If we reject your  application,  we will not issue you a policy. We
will return any premium you have paid,  adding  interest if, as, and at the rate
required in your state.  We will not subtract any policy charges from the amount
we refund to you.

Simplified Underwriting. Under our current underwriting rules, proposed Insureds
are eligible for simplified  underwriting without a medical examination,  if the
application  and initial  payment meet our  simplified  underwriting  standards.
Simplified  underwriting  is not  available if the initial  premium  exceeds the
limits set in our simplified  underwriting  standards.  Simplified  underwriting
also is not available if the  Insured(s)  is(are)  between the ages of 0 - 17 or
would be more than 80 years old on the Policy Date. For  Survivorship  Policies,
both Insureds must meet our  simplified  underwriting  requirements.  Simplified
underwriting  requirements  may vary by state.  See your  policy for  additional
limitations and restrictions related to simplified underwriting.

If your application is approved  through  simplified  underwriting,  your policy
will be effective and life insurance coverage under the policy will begin on the
date that your  application  and initial  premium are taken. If cash is received
with the application,  your policy is effective on the date of underwriting.  If
no cash is received with the  application,  your policy is effective on the date
of underwriting approval and the date last cash is received.

Full underwriting. If your application requires full underwriting and we approve
your application, your policy will be effective and life insurance coverage will
begin as of the date that we receive  your initial  premium.  If you submit your
initial premium with your application, the effective date of your policy will be
the date of your application.  Otherwise,  we will require you to pay sufficient
premium to place your insurance in force at or before issuance. If you have paid
your initial  premium,  while your application is in underwriting we may provide
you with temporary life insurance  coverage in accordance  with the terms of our
conditional receipt.

PREMIUM.  You must pay an initial  premium to  purchase  a policy.  The  minimum
initial premium is $10,000.  We may waive or change this minimum. If you choose,
you may pay additional premium subject to the following conditions:

     (1) each additional premium must be at least $1,000;

     (2) the premium will not disqualify your policy as life insurance under the
Code.

You may also pay additional  premium at any time and in any amount  necessary to
avoid lapse of your policy.

We reserve the right to refuse any  premium  that would cause the policy to lose
its status as life insurance under the Code. We require satisfactory evidence of
insurability  before  accepting  any premium  that results in an increase in the
Death Benefit.  However,  we will not require  evidence of insurability  for one
additional  premium of your choice,  even if it would increase the Death Benefit
of your policy, as long as the additional  premium does not exceed the lesser of
$5,000 or 10% of your initial premium.

                                       14
<PAGE>
ALLOCATION OF PREMIUM. We temporarily allocate your initial premium to the Money
Market Investment  division as of the Issue Date. In most states, you may cancel
your  policy by  returning  it to us within  ten days after you  receive  it. In
certain  states,  the Right to Examine Period may be longer.  If you return your
policy during the Right to Examine  Period,  the policy  terminates  and we will
refund your premium less any outstanding policy loans and any withdrawal. If you
do not return the policy,  we allocate the amount in the Money Market Investment
division to the investment  divisions and the  Guaranteed  Account in accordance
with your instructions on the allocation date after the Right to Examine Period.

You must specify your allocation  percentages in your  application.  Percentages
must be in whole numbers and the total  allocation  must equal 100%. The minimum
allocation  percentage per  allocation  option is 1%. We allocate any additional
premiums  according  to  those  percentages  until  you  give us new  allocation
instructions.  You may allocate your premium to up to 21  allocation  options at
any given time. You may add or delete investment divisions and/or the Guaranteed
Account from your allocation instructions,  but we will not execute instructions
that would cause your Policy Value to be  allocated  to more than 21  allocation
options at any one time. We may change these limits in the future.

We generally  allocate your additional  premium to the investment  divisions and
the  Guaranteed  Account as of the date your  premium is received at our Service
Center. If an additional premium results in an increase in the Death benefit and
thus  requires  underwriting,  however,  we may delay  allocation  until we have
completed underwriting. At that time, we will follow the allocation instructions
in our file unless you send us new allocation instructions with your payment.

POLICY VALUE. Your Policy Value is the sum of the value of your interests in the
Separate  Account,  the Guaranteed  Account,  and the Loan Account.  Your Policy
Value  may  increase  or  decrease  daily  to  reflect  the  performance  of the
investment  divisions you have chosen,  the addition of interest credited to the
Guaranteed  Account and the Loan  Account,  the  addition  of  premium,  and the
subtraction of withdrawals,  interest, and charges assessed. There is no minimum
guaranteed Policy Value.

We make all  valuations  in connection  with the policy,  other than the initial
premium and additional premium requiring underwriting, on the day the premium or
your  transaction  request is received at our Service  Center,  if that day is a
Valuation Day. Otherwise,  we make that determination on the next succeeding day
that is a Valuation Day.

ACCUMULATION UNIT VALUE. We measure your Policy Value in the Separate Account by
determining the value of the  Accumulation  Units that we credit to your policy.
When  you  invest  in  a  investment  division,   we  credit  your  policy  with
Accumulation Units in that investment division. The number of Accumulation Units
we credit equals the amount invested in the investment  division  divided by the
value of the investment division's  Accumulation Units on the Valuation Day that
the allocation is made.  The number of  Accumulation  Units we credit  increases
when premium is allocated to the investment division, amounts are transferred to
the  investment  division,  and loan  repayments  are credited to the investment
division.  The number  decreases  when  certain  charges are  deducted  from the
investment  division  (for  example,  the  cost  of  insurance  charge,   policy
maintenance  charge, and withdrawal charge), a loan is taken from the investment
division,  a transfer is made to another  allocation  option, or a withdrawal is
made.  However,  these  adjustments  do not affect the value of an  Accumulation
Unit.

The value of an Accumulation Unit for each investment division varies to reflect
the investment  experience of the  corresponding  portfolio and the deduction of
certain charges and expenses.  We set the value of an  Accumulation  Unit at $10
when each investment division is established. Thereafter, on each Valuation Day,
we  determine  the  value of an  Accumulation  Unit  for each of the  investment
divisions as follows:

     (1) Determine  the total value of assets in the  investment  division;
     (2) Subtract from that amount any Daily Deduction; and
     (3) Divide the result by the number of outstanding Accumulation Units.

You should refer to the prospectuses for the portfolios for a description of how
the assets of each  portfolio  are  valued  since  that  determination  directly
affects the investment experience of the corresponding  investment division and,
therefore, your Policy Value.

                                       15
<PAGE>
TRANSFER OF POLICY  VALUE.  You may request a transfer of Policy Value among the
investment divisions and the Guaranteed Account in writing or by telephone after
the  allocation  date and we have  reallocated  the  amount in the Money  Market
Investment  division according to your  instructions.  You may transfer all or a
portion  of your  value  from one  investment  division  to  another  investment
division  or to the  Guaranteed  Account.  You may  make one  transfer  from the
Guaranteed  Account to any investment  division each Policy Year.  This transfer
from the Guaranteed  Account may not exceed the greater of $5,000 or 25% of your
value in the Guaranteed Account.

You may not have Policy Value  allocated to more than 21  allocation  options at
one time.  We will not perform a transfer that would cause your policy to exceed
that limit. We may change this limit in the future.

As a general rule, we only make transfers on Valuation  Days. If we receive your
request on one of those days, we make the transfer that day. Otherwise,  we make
the  transfer on the next day that is a Valuation  Day. We process  transfers at
the price next computed after we receive your transfer request.

We charge $25 for each  transfer in excess of 15 during a Policy Year,  which is
exclusive of any allocation  date  transfers.  Transfers  pursuant to the dollar
cost averaging or asset  rebalancing  program do not count against the number of
free transfers and will be made at the intervals you have selected in accordance
with the  procedures  and  requirements  we  establish.  We reserve the right to
change, terminate,  limit, or suspend the transfer provisions at any time. If we
limit the  transfer  privileges,  you may need to make a partial  withdrawal  to
access  the  Policy  Value in the  investment  division  from which you sought a
transfer.

TRANSFERS AUTHORIZED BY TELEPHONE.  You may make transfers by telephone,  unless
you advise us in writing  not to accept  telephone  transfer  instructions.  The
cut-off time for telephone  transfer  requests is 4:00 p.m. Eastern time. Timely
requests are processed on that day at that day's price.

We use procedures  that we believe provide  reasonable  assurance that telephone
authorized  transfers  are  genuine.  For  example,  we will ask you to  provide
identifying  information.  Accordingly,  we disclaim  any  liability  for losses
resulting from allegedly unauthorized telephone transfers. However, if we do not
take reasonable steps to help ensure that a telephone authorization is valid, we
may be liable for such losses. We may change,  terminate,  limit, or suspend the
telephone transfer privilege at any time without notice.

DOLLAR  COST  AVERAGING  AND OTHER  PERIODIC  TRANSFERS.  Under our dollar  cost
averaging program, you may authorize us to periodically  transfer a fixed dollar
amount from the  Guaranteed  Account or one of the  investment  divisions to the
investment  division(s) of your choice. Any election under dollar cost averaging
must be for a period of at least twelve months.  The minimum  transfer amount of
the dollar cost averaging program is $100 monthly, quarterly or annually as long
as it is for a period of at least 12 months.  The  minimum  balance  required is
$5,000.

The theory of dollar cost  averaging is that by spreading your  investment  over
time,  you may be able to reduce the effect of transitory  market  conditions on
your investment. In addition, because a given dollar amount purchases more units
when the unit prices are  relatively low rather than when the prices are higher,
in a fluctuating  market, the average cost per unit may be less than the average
of the unit prices on the purchase dates. However, participation in this program
does not assure you of a greater profit from your  purchases  under the program,
nor  will it  prevent  or  necessarily  reduce  losses  in a  declining  market.
Moreover,  while we refer to this  program of periodic  transfers  generally  as
dollar cost averaging,  periodic transfers from a investment  division with more
volatile  performance  experience is unlikely to produce the desired  effects of
dollar  cost  averaging  as  would  transfers  from a less  volatile  investment
division.

Your request to  participate  in this program will be effective  when we receive
your completed  request form at our Service Center.  Call or write us for a copy
of the request form and additional  information  concerning the program.  We may
change, terminate, limit, or suspend dollar cost averaging at any time.

ASSET  REBALANCING.  Asset rebalancing  allows you to readjust the percentage of
your Policy Value  allocated to each  investment  division to maintain a pre-set
level of investment in various  market  segments.  Over time,  the variations in
each  investment  division's  investment  results will shift the balance of your
Policy Value allocations.  Under the asset rebalancing program, we automatically
transfer  your Policy Value,  including  additional  premium  unless you specify
otherwise, back to the percentages you specify in accordance with procedures and
requirements  that we  establish.  All of your  Policy  Value  allocated  to the
investment divisions must be included in the asset rebalancing program, however,
you may not include your interest in the Guaranteed Account.

You may  request  asset  rebalancing  when  you  apply  for  your  policy  or by
submitting a completed  written  request to us at our Service Center Please call
or write us for a copy of the request form and additional information concerning
asset rebalancing.

                                       16
<PAGE>
Asset  rebalancing is consistent with maintaining your allocation of investments
among market segments, although it is accomplished by reducing your Policy Value
allocated to the better performing segments.  Other investment programs, such as
the  dollar  cost  averaging  program,  may  not  work  in  concert  with  asset
rebalancing.  Therefore,  you should monitor your use of these programs, as well
as other transfers or withdrawals, while asset rebalancing is being used. We may
change, terminate, limit, or suspend asset rebalancing at any time.

                              THE SEPARATE ACCOUNT

THE PORTFOLIOS.  The Separate Account is divided into investment divisions. Each
investment  division invests in shares of one of the portfolios.  Each portfolio
is a separate  investment series of JNL(R) Series Trust, an open-end  management
investment  company  registered  under the  Investment  Company Act of 1940,  as
amended (the "1940 Act"). We briefly  describe the portfolios  below. You should
read the current  prospectuses for the portfolios for more detailed and complete
information   concerning  the  portfolios,   their  investment   objectives  and
strategies,  and the investment risks associated with the portfolios.  If you do
not have a prospectus for a portfolio, contact us and we will send you a copy.

Each portfolio holds its assets separate from the assets of the other portfolios
and each portfolio has its own distinct investment objective and policies.  Each
portfolio  operates as a separate  investment  fund and the income,  gains,  and
losses of one portfolio  generally have no effect on the investment  performance
of any other portfolio.

JNL/Alger  Growth  Series  seeks  long-term  capital  appreciation  by investing
primarily in a diversified  portfolio of equity securities of large, U.S. traded
companies.

JNL/Alliance  Growth  Series  seeks  long-term  growth of capital  by  investing
primarily in a diversified  portfolio of common stocks or securities with common
stock characteristics, which include securities convertible into or exchangeable
for common stock.

JNL/Eagle  Core  Equity  Series  seeks  long-term   capital   appreciation  and,
secondarily, current income by investing primarily in a diversified portfolio of
common stock of U.S.  companies that meet the criteria for one of three separate
equity strategies - the growth equity strategy,  the value equity strategy,  and
the equity income strategy.

JNL/Eagle  Small Cap Equity  Series  seeks  long-term  capital  appreciation  by
investing primarily in a diversified  portfolio of equity securities of domestic
small  capitalization  companies  with a  market  capitalization  at the time of
purchase under $1 billion.

JNL/J.P.  Morgan  Enhanced  S&P 500 Index  Series seeks high total return from a
broadly  diversified  portfolio of equity  securities by investing  primarily in
large and medium capitalization U.S. companies.

JNL/Janus  Aggressive  Growth  Series  seeks  long-term  growth  of  capital  by
investing  primarily in a  diversified  portfolio  of common  stocks of U.S. and
foreign companies selected for their growth potential.

JNL/Janus  Balanced  Series seeks  long-term  capital  growth,  consistent  with
preservation  of capital and  balanced by current  income.  The Series  normally
invests 40-60% of its assets in securities  selected  primarily for their growth
potential  and 40-60% of its assets in securities  selected  primarily for their
income potential.  The Series will normally invest at least 25% of its assets in
fixed-income   securities.   The  Fund  may  invest  without  limit  in  foreign
securities.

JNL/Janus  Capital Growth Series seeks  long-term  growth of capital in a manner
consistent with the preservation of capital through a non-diversified  portfolio
consisting  primarily of common stock of U.S. and foreign companies selected for
their growth  potential.  The Series  normally  invests a majority of its equity
assets in medium-sized companies.

JNL/Janus  Global Equities Series seeks long-term  growth of capital in a manner
consistent  with  the  preservation  of  capital  by  investing  primarily  in a
diversified  portfolio  of common  stocks of foreign and domestic  issuers.  The
Series may invest to a lesser  degree in other  types of  securities,  including
preferred stock, warrants,  convertible securities, and debt securities, such as
corporate bonds.

                                       17
<PAGE>
JNL/Putnam Growth Series seeks long-term  capital growth by investing  primarily
in a  diversified  portfolio of common  stock of domestic,  large-capitalization
companies.

JNL/Putnam International Equity Series seeks long-term growth of capital through
a  diversified  portfolio  consisting  primarily  of common  stocks of  non-U.S.
companies.  The Series normally has at least three countries  represented in its
portfolio, including both developed and emerging markets.

JNL/Putnam Mid-Cap Growth Series seeks capital  appreciation by investing mainly
in common stocks of U.S. companies with a focus on growth stocks.  Growth stocks
are issued by companies  whose earnings the  sub-adviser  believes are likely to
grow faster than the economy as a whole.

JNL/Putnam Value Equity Series seeks capital growth,  with income as a secondary
objective by investing primarily in a diversified portfolio of equity securities
of domestic, large-capitalization companies. For this purpose, equity securities
include common stocks,  securities  convertible into common stock and securities
with  common  stock  characteristics,  such as rights and  warrants.  The Series
considers  a  large-capitalization  company  to be one  that,  at the  time  its
securities are acquired by the Series, has a market capitalization of $2 billion
or greater.

JNL/S&P  Conservative Growth Series I seeks capital growth and current income by
investing  in a  diversified  group of other  Series  of the  Trust  (Underlying
Series). The Underlying Series in which the JNL/S&P Conservative Growth Series I
may  invest  are  the  JNL/Alger  Growth  Series,  JNL/Alliance  Growth  Series,
JNL/Eagle Core Equity Series,  JNL/Eagle SmallCap Equity Series, JNL/J.P. Morgan
Enhanced S&P 500 Index  Series,  JNL/Janus  Aggressive  Growth  Series,JNL/Janus
Balanced  Series,  JNL/Janus  Capital Growth Series,  JNL/Janus  Global Equities
Series,  JNL/Putnam  Growth  Series,  JNL/Putnam  International  Equity  Series,
JNL/Putnam  Value  Equity  Series,   JNL/Putnam   Mid-Cap  Growth  Series,   PPM
America/JNL  Balanced  Series,  PPM  America/JNL  High  Yield Bond  Series,  PPM
America/JNL  Money  Market  Series,  Salomon  Brothers/JNL  Global Bond  Series,
Salomon  Brothers/JNL  U.S.  Government & Quality Bond Series, T. Rowe Price/JNL
Established  Growth Series, T. Rowe Price/JNL Mid-Cap Growth Series,  and T.Rowe
Price/JNL Value Series.

JNL/S&P  Moderate  Growth  Series I seeks capital  growth and current  income by
investing  in a  diversified  group of other  Series  of the  Trust  (Underlying
Series). The Underlying Series in which the JNL/S&P Conservative Growth Series I
may  invest  are  the  JNL/Alger  Growth  Series,  JNL/Alliance  Growth  Series,
JNL/Eagle Core Equity Series,  JNL/Eagle SmallCap Equity Series, JNL/J.P. Morgan
Enhanced S&P 500 Index  Series,  JNL/Janus  Aggressive  Growth  Series,JNL/Janus
Balanced  Series,  JNL/Janus  Capital Growth Series,  JNL/Janus  Global Equities
Series,  JNL/Putnam  Growth  Series,  JNL/Putnam  International  Equity  Series,
JNL/Putnam  Value  Equity  Series,   JNL/Putnam   Mid-Cap  Growth  Series,   PPM
America/JNL  Balanced  Series,  PPM  America/JNL  High  Yield Bond  Series,  PPM
America/JNL  Money  Market  Series,  Salomon  Brothers/JNL  Global Bond  Series,
Salomon  Brothers/JNL  U.S.  Government & Quality Bond Series, T. Rowe Price/JNL
Established  Growth Series, T. Rowe Price/JNL Mid-Cap Growth Series,  and T.Rowe
Price/JNL Value Series.

JNL/S&P  Aggressive  Growth Series I seeks capital  growth and current income by
investing  in a  diversified  group of other  Series  of the  Trust  (Underlying
Series). The Underlying Series in which the JNL/S&P Conservative Growth Series I
may  invest  are  the  JNL/Alger  Growth  Series,  JNL/Alliance  Growth  Series,
JNL/Eagle Core Equity Series,  JNL/Eagle SmallCap Equity Series, JNL/J.P. Morgan
Enhanced S&P 500 Index  Series,  JNL/Janus  Aggressive  Growth  Series,JNL/Janus
Balanced  Series,  JNL/Janus  Capital Growth Series,  JNL/Janus  Global Equities
Series,  JNL/Putnam  Growth  Series,  JNL/Putnam  International  Equity  Series,
JNL/Putnam  Value  Equity  Series,   JNL/Putnam   Mid-Cap  Growth  Series,   PPM
America/JNL  Balanced  Series,  PPM  America/JNL  High  Yield Bond  Series,  PPM
America/JNL  Money  Market  Series,  Salomon  Brothers/JNL  Global Bond  Series,
Salomon  Brothers/JNL  U.S.  Government & Quality Bond Series, T. Rowe Price/JNL
Established  Growth Series, T. Rowe Price/JNL Mid-Cap Growth Series,  and T.Rowe
Price/JNL Value Series.

JNL/S&P Very Aggressive  Growth Series I seeks capital growth and current income
by investing  in a  diversified  group of other Series of the Trust  (Underlying
Series). The Underlying Series in which the JNL/S&P Conservative Growth Series I
may  invest  are  the  JNL/Alger  Growth  Series,  JNL/Alliance  Growth  Series,
JNL/Eagle Core Equity Series,  JNL/Eagle SmallCap Equity Series, JNL/J.P. Morgan
Enhanced S&P 500 Index  Series,  JNL/Janus  Aggressive  Growth  Series,JNL/Janus
Balanced  Series,  JNL/Janus  Capital Growth Series,  JNL/Janus  Global Equities
Series,  JNL/Putnam  Growth  Series,  JNL/Putnam  International  Equity  Series,
JNL/Putnam  Value  Equity  Series,   JNL/Putnam   Mid-Cap  Growth  Series,   PPM
America/JNL  Balanced  Series,  PPM  America/JNL  High  Yield Bond  Series,  PPM
America/JNL  Money  Market  Series,  Salomon  Brothers/JNL  Global Bond  Series,
Salomon  Brothers/JNL  U.S.  Government & Quality Bond Series, T. Rowe Price/JNL
Established  Growth Series, T. Rowe Price/JNL Mid-Cap Growth Series,  and T.Rowe
Price/JNL Value Series.

                                       18
<PAGE>
JNL/S&P  Equity  Growth  Series I seeks  capital  growth and  current  income by
investing  in a  diversified  group of other  Series  of the  Trust  (Underlying
Series). The Underlying Series in which the JNL/S&P Conservative Growth Series I
may  invest  are  the  JNL/Alger  Growth  Series,  JNL/Alliance  Growth  Series,
JNL/Eagle Core Equity Series,  JNL/Eagle SmallCap Equity Series, JNL/J.P. Morgan
Enhanced S&P 500 Index  Series,  JNL/Janus  Aggressive  Growth  Series,JNL/Janus
Balanced  Series,  JNL/Janus  Capital Growth Series,  JNL/Janus  Global Equities
Series,  JNL/Putnam  Growth  Series,  JNL/Putnam  International  Equity  Series,
JNL/Putnam  Value  Equity  Series,   JNL/Putnam   Mid-Cap  Growth  Series,   PPM
America/JNL  Balanced  Series,  PPM  America/JNL  High  Yield Bond  Series,  PPM
America/JNL  Money  Market  Series,  Salomon  Brothers/JNL  Global Bond  Series,
Salomon  Brothers/JNL  U.S.  Government & Quality Bond Series, T. Rowe Price/JNL
Established  Growth Series, T. Rowe Price/JNL Mid-Cap Growth Series,  and T.Rowe
Price/JNL Value Series.

JNL/S&P  Equity  Aggressive  Growth  Series I seeks  capital  growth and current
income  by  investing  in a  diversified  group of  other  Series  of the  Trust
(Underlying  Series).  The Underlying  Series in which the JNL/S&P  Conservative
Growth Series I may invest are the JNL/Alger Growth Series,  JNL/Alliance Growth
Series, JNL/Eagle Core Equity Series, JNL/Eagle SmallCap Equity Series, JNL/J.P.
Morgan   Enhanced   S&P  500   Index   Series,   JNL/Janus   Aggressive   Growth
Series,JNL/Janus  Balanced Series,  JNL/Janus  Capital Growth Series,  JNL/Janus
Global  Equities  Series,  JNL/Putnam  Growth Series,  JNL/Putnam  International
Equity Series, JNL/Putnam Value Equity Series, JNL/Putnam Mid-Cap Growth Series,
PPM America/JNL  Balanced Series,  PPM America/JNL  High Yield Bond Series,  PPM
America/JNL  Money  Market  Series,  Salomon  Brothers/JNL  Global Bond  Series,
Salomon  Brothers/JNL  U.S.  Government & Quality Bond Series, T. Rowe Price/JNL
Established  Growth Series, T. Rowe Price/JNL Mid-Cap Growth Series,  and T.Rowe
Price/JNL Value Series.

PPM  America/JNL  Balanced Series seeks  reasonable  income,  long-term  capital
growth and  preservation  of capital by  investing  primarily  in a  diversified
portfolio of common stock and  fixed-income  securities of U.S.  companies.  The
Series may invest in any type or class of security.  The  anticipated mix of the
Series' holdings is approximately 45-75% of its assets in equities and 25-55% in
fixed-income securities.

PPM  America/JNL  High Yield  Bond  Series is to provide a high level of current
income; its secondary  investment objective is capital appreciation by investing
in  fixed-income  securities,  with  emphasis on  higher-yielding,  higher-risk,
lower-rated or unrated corporate bonds.

PPM America/JNL  Money Market Series seeks to achieve as high a level of current
income as is consistent  with the  preservation  of capital and  maintenance  of
liquidity by investing in high quality,  short-term money market  instruments by
investing in high quality, U.S. dollar-denominated money market instruments that
mature in 397 days or less.

Salomon Brothers/JNL Global Bond Series seeks a high level of current income. As
a secondary objective,  the Series seeks capital appreciation.  The Series seeks
to achieve its objective through a diversified portfolio consisting primarily of
fixed income securities of U.S. and foreign issuers.

Salomon  Brothers/JNL  U.S.  Government  & Quality Bond Series seeks to obtain a
high level of current income by investing  primarily in a diversified  portfolio
of debt obligations and  mortgage-backed  securities issued or guaranteed by the
U.S. Government,  its agencies or  instrumentalities,  including  collateralized
mortgage obligations backed by such securities.

T. Rowe Price/JNL  Established  Growth Series seeks long-term  growth of capital
and increasing dividend income by investing primarily in a diversified portfolio
of common stocks of well-established  growth companies.  A growth company is one
which (i) has demonstrated  historical growth of earnings faster than the growth
of inflation and the economy in general,  and (ii) has indications of being able
to continue this growth pattern in the future.

T. Rowe  Price/JNL  Mid-Cap Growth Series seeks  long-term  growth of capital by
investing primarily in a diversified  portfolio of common stocks of medium-sized
(mid-cap) U.S.  companies which the sub-adviser  believes have the potential for
above-average  earnings  growth.  The Sub-Adviser  defines mid-cap  companies as
those whose market  capitalization,  at the time of  acquisition  by the Series,
falls within the capitalization range of companies in the S&P MidCap 400 Index.

                                       19
<PAGE>

T. Rowe Price/JNL Value Series seeks to provide long-term  capital  appreciation
by investing in common stocks believed to be undervalued.  Income is a secondary
objective.  In taking a value approach to investment selection,  at least 65% of
total assets will be invested in common stocks the portfolio  manager regards as
undervalued.

We do not promise that the  portfolios  will meet their  investment  objectives.
Amounts you have allocated to investment divisions may grow in value, decline in
value, or grow less than you expect,  depending on the investment performance of
the  portfolios  in  which  those  investment  divisions  invest.  You  bear the
investment risk that those portfolios may not meet their investment  objectives.
YOU SHOULD  CAREFULLY  REVIEW THE  PORTFOLIOS'  PROSPECTUSES  BEFORE  ALLOCATING
AMOUNTS TO THE INVESTMENT DIVISIONS.

We automatically  reinvest all dividends and capital gains  distributions from a
portfolio  in shares  of that  portfolio  at net asset  value.  The  income  and
realized  and  unrealized  gains or  losses  on the  assets  of each  investment
division  are separate  and are  credited to or charged  against the  particular
investment  division  without  regard to income,  gains or losses from any other
investment  division or from any other part of our business.  We use the premium
you allocate to a investment  division to purchase  shares in the  corresponding
portfolio and redeem shares in the portfolios to meet policy obligations or make
adjustments  in reserves.  The portfolios are required to redeem their shares at
net asset value and to make payment within seven days.

Certain of the portfolios sell their shares to separate accounts underlying both
variable life insurance and variable annuity  contracts.  It is conceivable that
in the  future  it may be  unfavorable  for  variable  life  insurance  separate
accounts and variable annuity separate accounts to invest in the same portfolio.
Although  neither  we nor any of the  portfolios  currently  foresees  any  such
disadvantages  either to variable life  insurance or variable  annuity  contract
owners,  each portfolio's  board of directors intends to monitor events in order
to identify any material  conflicts  between  variable life and variable annuity
contract  owners  and to  determine  what  action,  if any,  should  be taken in
response  thereto.  If a board  of  directors  were to  conclude  that  separate
investment  funds should be established  for variable life and variable  annuity
separate accounts, Owners will not bear the related expenses.

VOTING  PRIVILEGES.  As a general matter, you do not have a direct right to vote
the shares of the portfolios  held by the investment  division to which you have
allocated your Policy Value.  Under current  interpretations,  however,  you are
entitled to give us  instructions  on how to vote those  shares with  respect to
certain  matters.  We notify  you when your  instructions  are  needed  and will
provide proxy materials or other  information to assist you in understanding the
issue.  We  determine  the  number  of  votes  for  which  you may  give  voting
instructions  as of the  record  date  set by the  relevant  portfolio  for  the
shareholder meeting at which the vote will occur.

As a general  rule,  you are the person  entitled to give  voting  instructions.
However,  if you assign your policy, the assignee may be entitled to give voting
instructions.  Retirement  plans may have  different  rules  for  voting by plan
participants.  If you  send us  written  voting  instructions,  we  follow  your
instructions in voting the portfolio shares  attributable to your policy. If you
do not send us written  instructions,  we vote the shares  attributable  to your
policy in the same  proportion  as we vote the shares for which we have received
instructions  from  other  Owners.  We vote  shares  that  we  hold in the  same
proportion  as we vote the shares for which we have received  instructions  from
Owners.

We may, when required by state insurance regulatory authorities, disregard Owner
voting  instructions if the instructions  require that the shares be voted so as
to cause a change in the  sub-classification  or investment  objective of one or
more of the  portfolios  or to  approve or  disapprove  an  investment  advisory
contract for one or more of the portfolios.

In addition,  we may disregard voting instructions in favor of changes initiated
by  Owners  to the  investment  objectives  or  the  investment  adviser  of the
portfolios  if we  reasonably  disapprove  of  the  proposed  change.  We  would
disapprove a proposed  change only if the  proposed  change is contrary to state
law or prohibited by state regulatory authorities or we reasonably conclude that
the proposed  change would not be consistent  with the investment  objectives of
the  portfolio or would result in the purchase of  securities  for the portfolio
that vary from the general  quality  and nature of  investments  and  investment
techniques utilized by the portfolio.  If we disregard voting  instructions,  we
will  include a summary of that  action and our  reasons  for that action in the
next semi-annual financial report to you.

                                       20
<PAGE>
This  description  reflects  our view of  currently  applicable  law. If the law
changes or our  interpretation  of the law  changes,  we may decide  that we are
permitted to vote the portfolio shares without  obtaining  instructions from our
Owners and we may choose to do so.

ADDITIONS,  DELETIONS, AND SUBSTITUTIONS OF SECURITIES.  If the shares of any of
the portfolios are no longer available for investment by the Separate Account or
if, in our  judgment,  further  investment  in the shares of a  portfolio  is no
longer preferred, we may add or substitute shares of another portfolio or mutual
fund for portfolio  shares  already  purchased or to be purchased in the future.
Any substitution will comply with the requirements of the 1940 Act.

We also reserve the right to make the following  changes in the operation of the
Separate Account and the investment divisions:

     (a)  to operate the Separate Account in any form permitted by law;

     (b)  to take any action  necessary to comply with  applicable law or obtain
          and continue any exemption from applicable laws;

     (c)  to transfer  assets from one investment  division to another,  or from
          any investment division to our general account;

     (d)  to add,  combine,  or  remove  investment  divisions  in the  Separate
          Account;

     (e)  to change the way in which we assess  charges,  as long as the charges
          do not exceed the maximum guaranteed charges under the policies;and

     (f)  to assess a charge for taxes  attributable  to the  operations  of the
          Separate Account or for other taxes.

If we take any of these actions,  we will comply with the then applicable  legal
requirements.

                             THE GUARANTEED ACCOUNT

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

The portion of the policy  relating to the Guaranteed  Account is not registered
under the Securities  Act of 1933 (1933 Act) and the  Guaranteed  Account is not
registered as an investment company under the 1940 Act. Accordingly, neither the
Guaranteed  Account nor any interests in the  Guaranteed  Account are subject to
the  provisions  or  restrictions  of the  1933  Act or the  1940  Act,  and the
disclosure  regarding the Guaranteed  Account has not been reviewed by the staff
of the Securities and Exchange  Commission.  The statements about the Guaranteed
Account in this prospectus may be subject to generally applicable  provisions of
the federal securities laws regarding accuracy and completeness.

You may allocate part or all of your premium to the  Guaranteed  Account.  Under
this option,  we guarantee  the  principal  amount  allocated to the  Guaranteed
Account and a minimum rate of interest of 3% that will be credited to the amount
in the Guaranteed Account. From time to time and at our sole discretion,  we may
set a higher current interest rate applicable to premium and transfers allocated
to the Guaranteed  Account during a Policy Year. We may declare  different rates
for amounts that are allocated to the Guaranteed  Account at different times. We
determine interest rates in accordance with a variety of factors.

Amounts  allocated to the Guaranteed  Account are part of the general account of
Jackson National. We invest the assets of the general account in accordance with
applicable laws governing the investments of insurance company general accounts.

                                       21
<PAGE>

We may delay  payment of  withdrawals  from the  Guaranteed  Account for up to 6
months from the date we receive your written withdrawal request. We pay interest
on the deferred  amount at such rate as may be required by the applicable  state
or jurisdiction.

                           POLICY BENEFITS AND RIGHTS

DEATH BENEFIT. While your policy is in force, we will pay the Death Benefit upon
the death of the Insured or, if your policy is a Survivorship  Policy,  upon the
death of the last surviving Insured. Under a Survivorship Policy, you must first
notify  us of the  death of the  first  Insured  to die.  We will pay the  Death
Benefit to the named  beneficiary(ies)  or, if none survives,  to the contingent
beneficiary(ies), within seven days. We will pay the Death Benefit in a lump sum
or according to one of the optional payment plans described below.

The Death Benefit is equal to the greater of:

     (1) the initial death benefit shown in your policy,  reduced by any partial
         withdrawal, plus any increase in coverage due to additional premium; or

     (2) the Minimum Death Benefit;

plus any rider  benefits  payable,  less any Debt,  and less any overdue cost of
insurance  charge and policy  maintenance  charge if the Insured dies during the
Grace Period.

We  determine  the amount of the Death  Benefit  as of the end of the  Valuation
Period ending on the  Valuation  Day before the day we make payment.  We pay the
Death  Benefit  proceeds  within seven days after we have  received due proof of
death and all other requirements we deem necessary have been satisfied. From the
time of the death of the  Insured  until the Death  Benefit is paid,  any amount
allocated to the  Separate  Account is subject to  investment  risk borne by the
beneficiary.  During that time, we will credit  interest to the Death Benefit as
required by applicable law.

After the Issue Date,  the Death  Benefit can be  increased or decreased at your
request.  However,  we  reserve  the right to limit the number of changes to the
Death Benefit each Policy Year. To increase  coverage,  we require an additional
premium and may require a new  application  requesting the increase and evidence
of insurability of the Insured(s)  satisfactory to us. We refuse any decrease in
coverage that would cause the policy to lose its status as life insurance  under
the Code.  Similarly,  we do not permit any partial  withdrawal if the resulting
decrease  in Death  Benefit  would  cause the  policy to lose its status as life
insurance under the Code.

DEATH BENEFIT PAYMENT  OPTIONS.  We will pay the Death Benefit in a lump sum or,
if the amount  payable  is at least  $2,000,  you may choose one of the  payment
options that we offer. The payment options  described below are not available if
the beneficiary is an assignee, corporation,  partnership, association, trustee,
executor,  administrator,  or fiduciary.  We transfer to our general account any
amount  placed  under a payment  option so that it will not be  affected  by the
investment  performance  of the  Separate  Account.  At our  discretion,  we may
declare excess  interest in addition to the minimum rate of interest  applicable
to a particular payment option.

You may  request  or change a payment  option by  writing  to us at our  Service
Center before the death of the Insured(s).  If no payment option is in effect at
the  death  of the  Insured  (the  last  surviving  Insured  in the  case of the
Survivorship Policy), the beneficiary may elect a payment option.

The following payment options are available under the policies:

Option  1  -  Benefits  at  Interest.   We  pay  interest  monthly,   quarterly,
semi-annually,  or  annually  on  proceeds  left on  deposit  with us during the
lifetime of the beneficiary or for a specified period. Benefits may be withdrawn
at any time subject to a minimum  payment of $100. We credit  interest to unpaid
balances at a rate of not less than 4%.

Option 2 - Payment for a Fixed Period.  We pay installments  until the proceeds,
plus interest,  are paid in full.  Installments may be paid monthly,  quarterly,
semi-annually,  or annually and the minimum  payment is $50. The rate per $1,000
of the monthly  payment is shown in the Payment Option Table in the policy.  The
present  value of any  unpaid  balance  may be  withdrawn  at any  time.  If the
beneficiary  dies before all  guaranteed  payments  have been made,  the present
value of any remaining  guaranteed payments will be paid to the payee designated
by the beneficiary,  or if none, to the beneficiary's estate. We credit interest
at a rate of not less than 3%.

                                       22
<PAGE>

Option 3 - Life Income. We pay benefits monthly,  quarterly,  semi-annually,  or
annually during the lifetime of the beneficiary,  subject to satisfactory  proof
of the age of the  beneficiary.  A minimum payment under this option is $50. The
rate per $1,000 of the monthly  payment is shown in the Payment  Option Table in
the policy.  The minimum number of payments may be  guaranteed.  If no guarantee
period is selected,  payments stop when the beneficiary dies. If the beneficiary
dies before all  guaranteed  payments  have been made,  the present value of any
remaining   guaranteed  payments  are  paid  to  the  payee  designated  by  the
beneficiary,  or if none, to the  beneficiary's  estate. We credit interest at a
rate of not less than 3%.

POLICY LOANS. While the policy is in force and not in the Grace Period and after
the  allocation  date you may borrow  money from us using the policy as the only
security for your loan.  Loans have  priority over the claims of any assignee or
any  other  person.  You may  borrow up to 90% of the  Withdrawal  Value of your
policy  as of the end of the  Valuation  Period  in  which we  grant  your  loan
request. . The minimum loan amount is $500.00.

When we make a policy loan to you, we transfer to the Loan  Account a portion of
the Policy Value equal to the loan amount. We process the loan pro rata from the
investment  divisions  and  the  Guaranteed  Account,  unless  you  instruct  us
otherwise  in writing.  We credit  interest  to the Loan  Account at the minimum
guaranteed rate shown in your policy. On each Policy  Anniversary,  the value of
the Loan Account is set equal to the Debt. Accordingly,  we transfer to the Loan
Account an amount of Policy  Value equal to the amount by which the Debt exceeds
the  value of the Loan  Account.  Similarly,  if the  value in the Loan  Account
exceeds  Debt,  we transfer the excess from the Loan  Account to the  investment
divisions and the Guaranteed Account on a proportional basis.

We offer two types of loans.  Preferred  loans are loans against  Earnings.  The
interest rate credited to the Loan Account for a preferred loan is currently 6%.
All other  loans are  regular  loans,  which  currently  earn 4%  interest.  For
purposes of determining  the type of loan taken,  each loan is treated as coming
first from Earnings and then from premium.

Every loan accrues  interest  daily at a declared  annual rate not to exceed 6%.
Interest on policy loans is due on each Policy  Anniversary  and is added to the
loan principal if not paid when due.

While the policy is in force, you may repay all or part of a policy loan without
any penalty. To repay a loan in full, the loan repayment must equal the Debt. If
you intend a payment to be a loan repayment rather than additional premium,  you
must clearly identify the payment as such or we treat it as additional  premium.
We first apply all loan repayments to any regular loans you may have taken. When
we receive a loan  repayment,  we transfer an equal amount from the Loan Account
to the investment divisions and Guaranteed Account on a proportional basis.

A policy  loan,  whether or not  repaid,  will have a  permanent  effect on your
Policy Value because the investment results of each investment  division and the
interest paid on the Guaranteed Account will apply only to the amounts remaining
in those accounts.  The longer a loan is outstanding,  the greater the effect is
likely to be. The effect could be favorable or  unfavorable.  If the  investment
divisions and/or Guaranteed  Account earn more than the annual interest rate for
amounts held in the Loan Account, your Policy Value will not increase as rapidly
as it would if you had not  taken a policy  loan.  If the  investment  divisions
and/or Guaranteed  Account earn less than that rate, then your Policy Value will
be greater than it would have been if you had not taken a policy loan.  Also, if
you do not repay a policy  loan,  your Debt  will be  subtracted  from the Death
Benefit and Withdrawal Value otherwise payable.

In addition, you may realize taxable income when you take a policy loan. In most
instances,  a policy is treated as a MEC for federal tax purposes.  As a result,
policy loans are treated as withdrawals for tax purposes,  and the amount of the
loan equal to any increase in your Policy Value may be treated as taxable income
to you. In addition,  you may also incur an additional 10% percent  penalty tax.
You  should  also be aware  that  interest  on  policy  loans is  generally  not
deductible.  Before you take a policy loan,  you should consult your tax adviser
and carefully  consider the potential impact of a policy loan on your rights and
benefits under the policy.

WITHDRAWALS. While your policy is in force, you may withdraw all or part of your
Withdrawal  Value by  sending a  written  request  to our  Service  Center.  The
Withdrawal Value equals the Policy Value less any applicable  withdrawal charge,
taxes payable, the policy maintenance charge, and any Debt.

                                       23
<PAGE>
For a full withdrawal, the policy or a lost policy affidavit must be received at
our  Service  Center  along  with the  withdrawal  request.  We then pay you the
Withdrawal  Value  determined as of the end of the Valuation Period during which
we receive your written  request for withdrawal.  Your policy  terminates on the
day we receive your written  request.  We generally  will pay you the Withdrawal
Value of the policy  within seven days of our receiving  your  complete  written
request or on the effective  withdrawal  date you have  requested,  whichever is
later.

You may receive a portion of the Withdrawal Value by making a partial withdrawal
from  your  policy.  Your  written  request  for a  partial  withdrawal  will be
effective on the day we receive it at our Service Center, or, if not a Valuation
Day, the next day that is a Valuation Day. We pay you the amount  requested less
any applicable  withdrawal charge. The minimum partial withdrawal amount is $500
or the entire  value of your policy if less.  Unless you request  otherwise,  we
process the partial withdrawal from the investment  divisions and the Guaranteed
Account in proportion to each one's respective value at the time.

A partial  withdrawal reduces the Death Benefit under your policy as well as the
Policy  Value.  We reduce the Death  Benefit by an amount  proportionate  to the
reduction  in the  Policy  Value  caused  by  the  partial  withdrawal.  Partial
withdrawals  are not  permitted if the Death Benefit  reduction  would cause the
policy to lose its status as life insurance under the Code.

A withdrawal  may give rise to taxable  income and we recommend that you consult
your tax adviser before making a withdrawal.  The tax  consequences  of making a
full withdrawal are discussed in "Federal Tax Considerations."

STATUS OF POLICY AT ATTAINED AGE 100. The policies do not have a maturity  date.
If an Insured  reaches age 100 while your policy is in force,  we will  transfer
all of your value in the Separate Account to the Guaranteed  Account and we will
stop  charging  the Daily  Deduction  and the cost of  insurance  charge to your
policy.  At that time,  the death benefit  provisions  under your policy will no
longer apply. All other provisions of the policies will continue to apply.

TERMINATION  AND GRACE PERIOD.  Your policy will  terminate  and life  insurance
coverage will end when one of the following events first occurs:

     (a)  you make a full withdrawal under your policy;
     (b)  the Grace Period ends and your policy lapses; or
     (c)  the Insured dies, in the case of the Single Life Policy,  and the last
          surviving Insured dies in the case of the Survivorship Policy.

Your policy will enter the Grace Period if your  Withdrawal  Value is $0 or less
or if, at any time,  Debt equals or exceeds the Policy Value less any applicable
withdrawal  charge. The Grace Period begins on the day after we send you and any
assignee notice of the amount necessary to keep your policy in force. The policy
will terminate unless you pay that amount, which is equal to at least two months
of the cost of insurance charge and any policy maintenance charge due before the
end of the Grace  Period.  If you do not pay that amount by the end of the Grace
Period, your policy will lapse without value and coverage will end.

The policy will continue in effect  through the Grace Period.  If the Insured or
last surviving Insured, as applicable, dies during the Grace Period, we will pay
a Death Benefit in accordance with your  instructions.  However,  we will reduce
the  proceeds by any overdue  cost of  insurance  charge and policy  maintenance
charge.

REINSTATEMENT.  If your policy lapses,  you may apply for  reinstatement  of the
policy  within three years of the date of lapse by sending a written  request to
our Service Center. We will require satisfactory evidence of the insurability of
the Insured(s) at the same risk classification as at the time of issuance of the
policy.  The  reinstatement  amount (or charge) must be  sufficient to cover all
past due cost of insurance  charges and any policy  maintenance  charge assessed
during the Grace Period, plus an additional amount sufficient to keep the policy
in force for three months after the date of reinstatement. In addition, you must
provide payment or agree to the reinstatement of any policy loan,  including all
past  due  interest  on  the  loan  from  the  date  of  lapse  to the  date  of
reinstatement. The reinstated loan will be allocated to the Loan Account at that
time.  The  effective  date  of the  reinstatement  will  be the  Valuation  Day
immediately following our approval of your request for reinstatement.

                                       24
<PAGE>
The Policy  Value on the  reinstatement  date will equal the Policy Value at the
time of lapse plus any additional premium that is not considered payment of past
due charges or of loan repayments. The portion of the Policy Value not allocated
to  the  Loan  Account  on the  reinstatement  date  will  be  allocated  to the
investment  divisions  and  Guaranteed  Account  according  to your most  recent
allocation  instructions.  The Death  Benefit of the  reinstated  policy  cannot
exceed the Death Benefit at the time of lapse.  The withdrawal  charge in effect
upon  reinstatement  will be the  withdrawal  charge that existed on the date of
lapse.

A  Survivorship  Policy may be reinstated  only if both Insureds are still alive
or, if only one  Insured  is alive,  the lapse  occurred  after the death of the
first Insured.

RIGHT TO EXAMINE  THE  POLICY.  In most  states,  you may cancel  your policy by
returning  it to us within ten days  after you  receive  it. In certain  states,
however,  the Right to Examine Period may be longer.  If you return your policy,
the policy  terminates  and we will pay you an amount equal to your premium less
any outstanding  loans and any withdrawals.  We will pay the refund within seven
days of receiving your request and the policy.  No withdrawal  charge is imposed
upon return of a policy within the Right to Examine Period.

POSTPONEMENT  OF PAYMENT.  We may defer for up to fifteen days if there is money
in the variable contract the payment of any amount  attributable to premium paid
by check to allow the check a reasonable  time to clear.  We ordinarily  pay any
amount  attributable  to your Policy Value  allocated  to the  Separate  Account
within  seven days,  except that we may suspend or  postpone  any  transfers  or
payments to or from the  investment  divisions  if any of the  following  events
occur:

     (1)  The New York Stock  Exchange is closed (other than  customary  weekend
          and holiday closings).

     (2)  Trading on the New York Stock Exchange is restricted.

     (3)  An emergency  exists,  as  determined by the  Securities  and Exchange
          Commission, so that it is not reasonably practicable to dispose of the
          Separate  Account's  investments  or to  determine  the  value  of its
          assets.

     (4)  The  Securities  and Exchange  Commission by order so permits for your
          protection.

In  addition,  we may delay  payment from the  Guaranteed  Account for up to six
months.  We will pay  interest  on the  deferred  amount  at such rate as may be
required by the applicable state or jurisdiction.

                             CHARGES AND DEDUCTIONS

We assess  charges and deductions  under the policies  against your value in the
investment  divisions  and the Policy Value  generally.  Additional  charges and
expenses  are  paid  out  of  the  portfolios'   assets,  as  described  in  the
prospectuses of the portfolios.

DAILY DEDUCTION.  On each Valuation Day, we deduct from the investment divisions
the mortality and expense risk charge,  administrative  charge,  and tax charge.
These  charges  are  reflected  in the  value  of  Accumulation  Units  of  each
investment division. Together these charges are called the Daily Deduction.

Mortality and Expense Charge.  The mortality and expense risk charge compensates
Jackson  National for the  mortality  and expense risks it assumes in connection
with the  policies.  The  mortality  risk  includes  the  risk  that the cost of
insurance  charge  will be  insufficient  to meet the claims and risks under the
Minimum  Death  Benefit.  We also assume a risk that on the Monthly  Anniversary
preceding  the death of an Insured the Death  Benefit  will exceed the amount on
which the cost of  insurance  charges  were based.  The expense risk is the risk
that expenses incurred in issuing and administering the policies will exceed the
administrative charge set in the policies. The mortality and expense risk charge
is  calculated at an annual rate equal to .90% during Policy Years 1-10 and .80%
thereafter.

Administrative  Charge. The administrative  charge compensates  Jackson National
for its administrative expenses in connection with the policies and the Separate
Account.   Jackson  National  performs  or  delegates  all  such  administrative
functions,   which  include   preparation  of  annual  reports  and  statements,
maintenance  of investment  division and Separate  Account  records,  and filing
fees. In addition,  certain  expenses such as  administrative  personnel  costs,
mailing costs,  data processing  costs,  legal fees,  accounting fees, and costs
associated with accounting, valuation, regulatory and reporting requirements are
attributable to both the policies and maintenance of the Separate  Account.  The
administrative  charge is  calculated  at an annual  rate  equal to .30%  during
Policy Years 1-10 and .15% thereafter.

                                       25
<PAGE>
Tax  Charge.  The tax charge  compensates  Jackson  National  for its  increased
federal tax  liability  under the federal tax laws (also known as a DAC tax) and
for premium taxes.  The tax charge is calculated at an annual rate equal to .40%
during Policy Years 1-10.

COST OF INSURANCE  CHARGE.  The cost of insurance  charge is effective as of the
Policy  Date  and  deducted  on the  Issue  Date and  each  Monthly  Anniversary
thereafter by canceling  Accumulation Units. If the Monthly Anniversary falls on
a day other than a  Valuation  Day,  the charge will be  determined  on the next
Valuation  Day. The cost of insurance  charge is intended to pay for the cost of
providing life  insurance  coverage for the  Insured(s).  We guarantee that this
charge will not exceed the maximum cost of insurance  charge  determined  on the
basis of the rates  shown in the table of  guaranteed  maximum  monthly  cost of
insurance  rates in your policy.  The current and  guaranteed  cost of insurance
charges are based on Attained Age in the case of a Single Life Policy and Policy
Year in the case of a Survivorship  Policy,  as well as sex,  rating class,  and
smoking status of the Insured(s).

POLICY MAINTENANCE  CHARGE. Each year on the Policy Anniversary we will deduct a
policy   maintenance   charge  of  $35  from  your  Policy  Value  by  canceling
Accumulation  Units.  This  charge is waived  if your  Policy  Value is at least
$50,000 on that day. The policy maintenance charge compensates  Jackson National
for additional  expenses of policy  administration,  including those  associated
with preparing the policies and confirmations, maintenance of Owner records, and
the  cost of  other  services  necessary  to  service  Owners,  as well as those
administrative  expenses listed above  attributable to both the policies and the
Separate Account.  The policy maintenance charge is taken from your value in the
investment  divisions and the Guaranteed Account on a proportional basis. If you
make a full  withdrawal  on a date other than the  Policy  Anniversary,  we will
deduct any applicable policy maintenance charge from that amount.

WITHDRAWAL CHARGE. If you make a withdrawal during the first nine premium years,
we may  impose a  withdrawal  charge as a  percentage  of premium  withdrawn.  A
premium year is the  twelve-month  period following  payment of the premium.  We
will deduct the  withdrawal  charge from the value  remaining  in your policy by
canceling  Accumulation  Units. The withdrawal  charge does not apply after nine
premium years as shown below:

- ------------------ --- -- --- --- --- --- --- -- --- ----------
Premium Year        1  2   3   4   5   6   7  8   9  Thereafter
- ------------------ --- -- --- --- --- --- --- -- --- ----------
Withdrawal Charge  9%  8% 7%  6%  5%  4%  3%  2% 1%       0%
- ------------------ --- -- --- --- --- --- --- -- --- ----------

Earnings  are  not  subject  to  the  withdrawal  charge.  For  purposes  of the
withdrawal  charge,  withdrawals  are treated as coming first from  Earnings and
then from the oldest Remaining  Premium.  The withdrawal  charge is based on the
amount of Remaining Premium you withdraw.

Each Policy Year you may withdraw free of any withdrawal  charge an amount equal
to the greater of:

     (a)  10% of any  Remaining  Premium  paid as of the  Valuation  Day that we
          receive your  request for  withdrawal,  less any  previous  withdrawal
          taken during that Policy Year; or

     (b)  100% of Earnings.

The amount  available for withdrawal is not cumulative and expires at the end of
each Policy Year.

The  withdrawal  charge is imposed to cover our actual  premium tax expenses and
sales  expenses,  which include  agents' sales  commissions  and other sales and
distribution expenses. We expect to recover total premium tax expenses and sales
expenses of the policies  over the life of the policies.  To the extent  premium
taxes and distribution  costs are not recovered by the withdrawal charge, we may
make up any shortfall  from the assets of our general  account,  which  includes
funds derived from the Daily Deduction  charged to the investment  divisions and
other fees and charges under the policies.

                                       26
<PAGE>
TRANSFER CHARGE. You may make 15 transfers free of charge in any Policy Year. We
will deduct a charge of $25 per  transfer  in excess of 15 from the  transferred
amount before allocating it to the allocation option(s) you have requested. This
charge  does not apply to  transfers  made under the dollar cost  averaging  [or
asset rebalancing] programs.

ILLUSTRATION  CHARGE. At your request, we will provide you with one personalized
illustration  free of charge each Policy Year.  We may charge a fee of up to $25
for any additional illustration you may request.

ADDITIONAL  POLICY  CHARGES.  We do not  currently  assess a charge for federal,
state, or other taxes that may be attributable to the operations of the Separate
Account, but we reserve the right to do so in the future.

PORTFOLIO  EXPENSES.  You  indirectly  bear  the  charges  and  expenses  of the
portfolios  whose  shares  are held by the  investment  divisions  to which  you
allocate  your  Policy  Value.  The  Separate  Account  purchases  shares of the
portfolios  at net  asset  value.  Each  portfolio's  net asset  value  reflects
management  fees  and  other  operating   expenses  already  deducted  from  the
portfolio's assets. For a summary of historical expenses of the portfolios,  see
the table called "Portfolio Expenses" above. For more information concerning the
management fees and other charges against the portfolios,  see the  prospectuses
and the  statements  of additional  information  for the  portfolios,  which are
available upon request.

We may receive  compensation  from the investment  advisers or administrators of
the  portfolios.  Such  compensation  will be  consistent  with the  services we
provide or the cost savings resulting from the arrangement and,  therefore,  may
differ from portfolio to portfolio.

SPECIAL PROVISIONS FOR GROUP OR SPONSORED ARRANGEMENTS. Where permitted by state
insurance laws, policies may be purchased under group or sponsored arrangements.
We may reduce or waive the charges and deductions  described  above for policies
issued under these  arrangements.  Among other things,  we may waive  withdrawal
charges for employees,  officers,  directors, agents, and their immediate family
members.  We will reduce these charges and  deductions  in  accordance  with our
rules in effect when we approve the application.  To qualify for a reduction,  a
group or sponsored arrangement must satisfy our criteria as to, for example, the
size of the group, the expected number of participants,  and anticipated premium
from the group. Generally, the sales contacts and effort,  administrative costs,
and  mortality  cost per policy  vary  based on such  factors as the size of the
group or sponsored arrangements,  the purposes for which policies are purchased,
and certain  characteristics of the group's members. The amount of reduction and
the  criteria  for  qualification  will  reflect  the reduced  sales  effort and
administrative  costs  resulting  from, and the different  mortality  experience
expected as a result of, sales to qualifying groups and sponsored  arrangements.
From  time to time,  we may  modify  on a  uniform  basis  both the  amounts  of
reductions and the criteria for qualification.  Reductions in these charges will
not be unfairly discriminatory.

                            GENERAL POLICY PROVISIONS

STATEMENTS TO OWNERS. Each year following your Policy Anniversary,  we will send
you a report showing information concerning your policy transactions in the past
year and the current status of your policy. The report will include  information
such as the Policy  Value as of the end of the current  and the prior year,  the
current Death Benefit,  Withdrawal Value, Debt, withdrawals,  Earnings,  premium
paid, and deductions made since the last annual report. We will also include any
information required by state law or regulation.

We  will  mail  you  confirmations  or  other  appropriate   notices  of  policy
transactions.  In addition,  we will send you the  financial  statements  of the
portfolios  and other  reports as specified  in the 1940 Act.  Please give us 30
days  written  notice of any address  change.  Please read your  statements  and
confirmations  carefully,  verify their accuracy,  and contact us within 30 days
with any question you may have.

LIMIT ON RIGHT TO CONTEST.  We may not contest the insurance  coverage under the
policy after the policy has been in force during the lifetime of the  Insured(s)
for two  years  from the Issue  Date,  except  for  nonpayment  of any  required
premium.  A reinstated or modified  policy may be contested only with respect to
material  misrepresentations  made in the application for such  reinstatement or
request for policy  modifications.  In the case of an increase in coverage under
the policy,  only the amount of the increase  may be  contested  with respect to
material misrepresentations made in the related application.

                                       27
<PAGE>

In  issuing a  policy,  we rely on your  application.  Your  statements  in that
application,  in the absence of fraud,  are considered  representations  and not
warranties.  We  will  not  use  any  statement  made  in  connection  with  the
application  to void the  policy or to deny a claim  unless  that  statement  is
contained in the written application.

SUICIDE.  If an Insured commits suicide while sane or insane within two years of
the Issue Date,  we will return to you an amount  equal to the premium paid less
any withdrawals and any Debt. If an Insured commits suicide while sane or insane
within two years of the  effective  date of any  increase in  coverage,  we will
return to you an amount equal to the premium paid for such  increase in coverage
less any withdrawals and any Debt associated with such increase.  The applicable
suicide exclusion period may be longer or shorter in certain states.

MISSTATEMENT  AS TO AGE AND SEX. If the age or sex of an Insured is  incorrectly
stated in the application,  the benefits under the policy will be those that the
premium paid would have purchased at the correct age and sex.

BENEFICIARY.  You name the  beneficiary(ies) in the application.  You may change
the beneficiary by submitting a written request to the Service Center, unless an
irrevocable  beneficiary  was  previously  named.  We will  provide a form to be
signed and filed with us.  Your  request for a change in  beneficiary  will take
effect when we record the change. Until we record the change in beneficiary,  we
are entitled to rely on your most recent instructions in our files. Accordingly,
we are not  liable  for  making a payment  to the  person  shown in our files or
taking any other related action before that time.

If you name more than one primary beneficiary,  we will divide the Death Benefit
equally among your beneficiaries unless you instruct otherwise.  The interest of
any  beneficiary  who dies before the Insured(s) ends at his or her death. If no
primary  beneficiary  survives the Insured(s),  we will divide the Death Benefit
equally  among any  surviving  named  contingent  beneficiary(ies),  unless  you
instruct  otherwise.  If no beneficiary is living, we will pay the Death Benefit
to the Owner or the Owner's estate.

ASSIGNMENT.  You may assign your policy while it is in force. You must notify us
of an assignment in writing. Until we receive notice from you, we are not liable
for any action we may take or  payments  we may make that may be contrary to the
terms  of  your  assignment.  We are not  responsible  for  the  validity  of an
assignment.  Your rights and the rights of the beneficiary may be affected by an
assignment.  An  assignment  may result in income tax and a 10% penalty tax. You
should consult your tax adviser before assigning your policy.

CREDITORS'  CLAIMS.  To the extent  permitting by law, no benefits payable under
this policy will be subject to the claims of your  creditors or the creditors of
your beneficiary.

DIVIDENDS.  We will not pay any dividend  under the policy,  nor do the policies
share in the surplus or revenue of Jackson National.

NOTICE AND  ELECTIONS.  To be  effective,  all notices and  elections  under the
policy  must be in  writing,  signed by you,  and  received by us at our Service
Center.  Certain exceptions may apply.  Unless otherwise provided in the policy,
all notices,  requests and  elections  will be  effective  when  received at our
Service Center complete with all necessary information.

MODIFICATION.  We reserve the right to modify the policy without  written notice
or  your  consent  in the  circumstances  described  in  this  prospectus  or as
necessary to conform to  applicable  law or regulation or any ruling issued by a
governmental  agency.  The  provisions  of the policy will be construed so as to
comply with the requirements of Section 7702 of the Code.

SURVIVORSHIP POLICY. We offer policies on a single life and last survivor basis.
The Survivorship  Policy operates almost  identically to the Single Life Policy.
The primary difference is that the Survivorship  Policy has two Insureds and the
Death Benefit is paid only upon the death of the last surviving  Insured.  Other
significant differences are:

     (1)  the  cost  of  insurance  charge  differs  because  we  base it on the
          anticipated  mortality  of two  Insureds  and we do not pay the  Death
          Benefit until both Insureds have died;

     (2)  for a Survivorship Policy to qualify for simplified  underwriting both
          Insureds must meet our standards;

     (3)  for a  Survivorship  Policy to be  reinstated,  both  Insureds must be
          alive on the date of  reinstatement  or, if only one Insured is alive,
          the lapse occurred after the death of the first Insured ; and

                                       28
<PAGE>

     (4)  under a Survivorship Policy,  provisions  regarding  incontestability,
          suicide, and misstatements of age or sex apply to each Insured.

                           FEDERAL TAX CONSIDERATIONS

The following  discussion  is based upon our  understanding  of current  federal
income tax law  applicable  to life  insurance  policies in  general.  We cannot
predict the probability that any changes in those laws will be made. Also, we do
not guarantee  the tax status of the  policies.  You bear the complete risk that
the  policies may not be treated as "life  insurance  contracts"  under  federal
income tax laws.

In addition,  this  discussion  does not include a detailed  description  of the
federal  income  tax  consequences  of the  purchase  of these  policies  or any
discussion of special tax rules that may apply to certain  purchase  situations.
We also have not considered  any applicable  state or other tax laws. You should
seek tax advice  concerning  the effect on your  personal  tax  liability of the
transactions permitted under the policies, as well as any other question you may
have  concerning the tax status of the policies or the possibility of changes in
the tax law.

TAXATION OF JACKSON NATIONAL AND THE SEPARATE ACCOUNT. Jackson National is taxed
as a life  insurance  company  under  Part I of  Subchapter  L of the Code.  The
operations  of the  Separate  Account  are  taxed as part of the  operations  of
Jackson National.  Investment income and realized capital gains are not taxed to
the extent that they are applied under the policies.

Accordingly,  we do not anticipate that Jackson  National will incur any federal
income tax liability  attributable to the operation of the Separate  Account (as
opposed  to the  federal  tax  related  to the  receipt  of  premium  under  the
policies).  Therefore,  we are not making any charge or  provision  for  federal
income taxes.  However, if the tax treatment of the Separate Account is changed,
we may charge the Separate Account for its share of the resulting federal income
tax.

In several  states we may incur state and local taxes on the  operations  of the
Separate  Account.  We currently are not making any charge or provision for them
against the Separate Account. If these taxes should be increased,  we may make a
charge or provision for them against the investment divisions.  If we do so, the
value of  Accumulation  Units  and,  therefore,  the  investment  results of the
investment divisions will be reduced.

TAX  STATUS  OF THE  POLICIES.  The  policies  are  structured  to  satisfy  the
definition of a life insurance  contract under the Code. As a result,  the Death
Benefit  ordinarily  will  be  fully  excluded  from  the  gross  income  of the
beneficiary. The Death Benefit will be included in your gross estate for federal
estate tax  purposes  if the  proceeds  are  payable to your  estate.  The Death
Benefit  will also be  included in your  estate if the  beneficiary  is not your
estate but you  retained  incidents  of  ownership  in the  policy.  Examples of
incidents of ownership include the right to change beneficiaries,  to assign the
policy or  revoke an  assignment,  and to pledge  the  policy or obtain a policy
loan.  If you are the Owner and the Insured  under a policy and if you  transfer
all  incidents  of  ownership  in the policy more than three  years  before your
death,  the Death Benefit will not be included in your gross  estate.  State and
local estate and inheritance tax consequences may also apply.

In addition,  certain transfers of the policies or payment of the Death Benefit,
either  during life or at death,  to  individuals  (or trusts for the benefit of
individuals) two or more generations below that of the transferor may be subject
to the federal generation-skipping transfer tax.

In the absence of final  regulations or other pertinent  interpretations  of the
Code, some uncertainty  exists as to whether a substandard risk policy will meet
the statutory  definition of life  insurance.  If a policy were deemed not to be
life insurance for tax purposes, it would not provide most of the tax advantages
usually  provided by life insurance.  We reserve the right to amend the policies
to comply with any future changes in the Code, any  regulations or rulings under
the Code and any other  requirements  imposed by the  Internal  Revenue  Service
("IRS").

In  addition,  you  may  use  the  policy  in  various  arrangements,  including
non-qualified  deferred  compensation or salary  continuance plans, split dollar
insurance  plans,  executive  bonus plans,  retiree  medical  benefit  plans and
others.  The tax consequences of such plans may vary depending on the particular
facts and circumstances of each individual  arrangement.  Therefore,  if you are
contemplating  the use of a policy in any arrangement the value of which depends
in part on its tax  consequences,  you should to consult a qualified tax adviser
regarding the tax treatment of the proposed arrangement.

                                       29
<PAGE>

Diversification  Requirements.  Section  817(h)  of the Code  requires  that the
underlying assets of variable life insurance contracts be diversified.  The Code
provides  that a variable  life  insurance  contract will not be treated as life
insurance  for federal  income tax  purposes  for any period and any  subsequent
period for which the investments are not adequately  diversified.  If the policy
were disqualified for this reason, you would lose the tax deferral advantages of
the policy and would be subject to current  federal income taxes on all earnings
allocable to the policy.

The Code provides that variable life insurance contracts such as the policy meet
the  diversification  requirements  if,  as of the  close of each  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.  For  purposes  of  determining  whether  or not the  diversification
standards  of  Section  817(h) of the Code have been met,  each U.S.  government
agency or instrumentality is treated as a separate issuer.

The United States Treasury Department also has issued regulations that establish
diversification  requirements for the investment  accounts  underlying  variable
contracts such as the policies.  These regulations  amplify the  diversification
requirements  set forth in the Code and provide an  alternative to the provision
described above. Under these  regulations,  an investment account will be deemed
adequately diversified if: (1) no more than 55% of the value of the total assets
of the account is represented by any one investment; (2) no more than 70% of the
value of the total assets of the account is represented by any two  investments;
(3) no more  than  80% of the  value  of the  total  assets  of the  account  is
represented by any three  investments;  and (4) no more than 90% of the value of
the total assets of the account is represented by any four investments.

These  diversification  standards are applied to each investment division of the
Separate  Account by looking to the investments of the portfolio  underlying the
investment  division.  One of our criteria in selecting  the  portfolios is that
their  investment  managers  intend  to manage  them in  compliance  with  these
diversification requirements.

Owner Control. In certain circumstances, variable life insurance contract owners
will be considered  the owners,  for tax purposes,  of separate  account  assets
underlying their contracts. In those circumstances, the contract owners could be
subject to taxation on the income and gains from the separate account assets.

In published  rulings,  the Internal  Revenue Service has stated that a variable
insurance  contract  owner  will be  considered  the owner of  separate  account
assets, if the owner possesses  incidents of ownership in those assets,  such as
the  ability  to  exercise   investment  control  over  the  assets.   When  the
diversification  regulations were issued, the Treasury Department announced that
in the  future,  it would  provide  guidance  on the  extent  to which  variable
contract  owners could  direct  their  investments  among  investment  divisions
without  being  treated  as owners  of the  underlying  assets  of the  Separate
Account. As of the date of this prospectus, no such guidance has been issued. We
cannot predict when or whether the Treasury  Department will issue that guidance
or what  position  the Treasury  Department  will take.  In  addition,  although
regulations are generally  issued with prospective  effect,  it is possible that
regulations may be issued with retroactive effect.

The  ownership  rights  under the policy are  similar in many  respects to those
described in IRS rulings in which the contract owners were not deemed to own the
separate account assets. In some respects,  however,  they differ.  For example,
under the policy you have many more investment  options to choose from than were
available under the contracts involved in the published rulings,  and you may be
able to transfer Policy Value among the investment  options more frequently than
in the published rulings. Because of these differences,  it is possible that you
could be  treated  as the  owner,  for tax  purposes,  of the  portfolio  shares
underlying  your policy and  therefore  be subject to taxation on the income and
gains on those shares.  Moreover,  it is possible that the Treasury Department's
position,  when  announced,  may adversely  affect the tax treatment of existing
policies. We, therefore,  reserve the right to modify the policy as necessary to
attempt to prevent you from being  considered  the owner for tax purposes of the
underlying assets.

The remainder of this discussion assumes that the policy will be treated as life
insurance for federal tax purposes.

TAX TREATMENT OF LIFE INSURANCE DEATH BENEFIT PROCEEDS.  In general,  the amount
of the Death  Benefit  payable  under a policy is  excludable  from gross income
under the Code.  Certain  transfers  of the  policy,  however,  may  result in a
portion of the Death Benefit being taxable.

                                       30
<PAGE>

If the Death  Benefit is not  received  in a lump sum and is,  instead,  applied
under one of the payment  options,  payments  generally will be prorated between
amounts  attributable  to the Death Benefit,  which will be excludable  from the
beneficiary's  income, and amounts attributable to interest (occurring after the
Insured's death), which will be includable in the beneficiary's income.

TAX DEFERRAL DURING ACCUMULATION  PERIOD. Under existing provisions of the Code,
except as described  below,  any increase in your Policy Value is generally  not
taxable  to you unless you  receive  or are deemed to receive  amounts  from the
policy before the Insured dies. If you make a full withdrawal under your policy,
the Withdrawal  Value will be includable in your income to the extent the amount
received  exceeds the  "investment  in the  contract."  The  "investment  in the
contract"  generally is the total premium and other  consideration  paid for the
policy,  less the aggregate  amount received under the policy  previously to the
extent such amounts received were excludable from gross income.  Whether partial
withdrawals  (or  other  amounts  deemed  to be  distributed)  from  the  policy
constitute  income  depends,  in part,  upon whether the policy is  considered a
"modified endowment contract" ("MEC") for federal income tax purposes.

Policies Which Are MECs
- -----------------------

Characterization of a policy as a MEC. In general, this policy will constitute a
MEC unless (1) it was received in exchange for another life  insurance  contract
which was not a MEC,  (2) no  premium  or other  consideration  (other  than the
exchanged  contract)  are paid into the policy  during the first 7 Policy Years,
and (3) there is no  withdrawal  or  reduction in the death  benefit  during the
first 7 Policy Years. In addition, even if the policy initially is not a MEC, it
may,  in certain  circumstances,  become a MEC if there is a later  increase  in
benefits or any other "material  change" of the policy within the meaning of the
tax law.

Tax Treatment of Withdrawals, Loans, Assignments and Pledges under MECs. If your
policy  is a MEC,  withdrawals  from  your  policy  will  be  treated  first  as
withdrawals  of income and then as a recovery of premium.  Thus, you may realize
taxable  income upon a withdrawal if the Policy Value exceeds the  investment in
the policy.  You may also  realize  taxable  income when you take a policy loan,
because  any loan  (including  unpaid  loan  interest)  under the policy will be
treated as a withdrawal for tax purposes.  In addition,  if you assign or pledge
any  portion  of the value of your  policy  (or  agree to  assign or pledge  any
portion),  the assigned or pledged  portion of your Policy Value will be treated
as a withdrawal for tax purposes.  Before assigning,  pledging,  or requesting a
loan under a policy that is a MEC, you should consult a qualified tax adviser.

Penalty Tax.  Generally,  withdrawals (or the amount of any deemed  withdrawals)
from a MEC are  subject  to a  penalty  tax equal to 10% of the  portion  of the
withdrawal  that is includable in income,  unless the  withdrawals are made: (1)
after you reach age 59 1/2, (2) because you have become  disabled (as defined in
the tax law), or (3) as substantially  equal periodic payments over your life or
life  expectancy  (or the  joint  lives  or life  expectancies  of you and  your
beneficiary,  as defined in the tax law).  Certain  other  exceptions to the 10%
penalty tax may apply.

Aggregation of Policies.  All life insurance policies that are MECs and that are
purchased  by the same person from us or any of our  affiliates  within the same
calendar year will be aggregated  and treated as one life  insurance  policy for
purposes  of  determining  the  amount  of  a  withdrawal  (including  a  deemed
withdrawal) that is includable in taxable income.

Policies Which Are Not MECs
- ---------------------------

Tax Treatment of Withdrawals Generally.  If your policy is not a MEC, the amount
of any  withdrawal  from the  policy  will be  treated  first  as a  non-taxable
recovery of premium and then as income from the policy.  Thus,  only the portion
of a withdrawal that exceeds the investment in the policy immediately before the
withdrawal will be includable in taxable income.

Certain  Distributions  Required by the Tax Law in the First 15 Policy Years. As
indicated  above, the Code limits the amount of premium that may be made and the
Policy  Values that can  accumulate  relative to the Death  Benefit.  Where cash
distributions  are  required  under the Code in  connection  with a reduction in
benefits during the first 15 years after the policy is issued (or if withdrawals
are made in anticipation  of a reduction in benefits,  within the meaning of the
Code,  during this  period),  some or all of such amounts may be  includable  in
taxable income.

                                       31
<PAGE>

Tax Treatment of Loans.  If your policy is not a MEC, a loan received  under the
policy generally will be treated as indebtedness for tax purposes, rather than a
withdrawal of Policy Value. As a result,  you will not realize taxable income on
any part of the loan as long as the policy remains in force.  If you make a full
withdrawal  under your policy,  however,  any  outstanding  loan balance will be
treated  as an  amount  received  by  you  as  part  of  the  Withdrawal  Value.
Accordingly,  you may be subject to  taxation  on the loan  amount at that time.
Moreover,  if any portion of your policy loan is a preferred  loan, a portion of
your policy loan may be includable in your taxable  income.  Generally,  you may
not deduct  interest  paid on loans under the  policy,  even if you use the loan
proceeds in your trade or business.

SURVIVORSHIP  POLICY.  Although  we believe  that the  policy,  when issued as a
Survivorship  Policy,  meets the definition of life insurance contract under the
Code,  the  Code  does not  directly  address  how it  applies  to  Survivorship
Policies.  In the absence of final  regulations or other guidance under the Code
regarding this form of policy,  there is necessarily some uncertainty  whether a
Survivorship  Policy will meet the Code's  definition of life insurance.  If you
are considering purchasing a Survivorship Policy, you should consult a qualified
tax adviser.

If the Owner is the last surviving Insured,  the Death Benefit will generally be
includable in the Owner's estate on his or her death for purposes of the federal
estate tax. If the Owner dies and was not the last surviving  Insured,  the fair
market  value of the policy may be included in the Owner's  estate.  In general,
the Death Benefit is not included in the last surviving  Insured's  estate if he
or she  neither  retained  incidents  of  ownership  at death  nor had  given up
ownership within three years before death.

TREATMENT AT ATTAINED AGE 100. If an Insured  reaches age 100, we will  transfer
your value in the Separate  Account to the Guaranteed  Account and stop charging
the Daily  Deduction  and the cost of insurance  charge to your policy.  At that
time, the death benefit  provisions  under your policy will no longer apply.  We
believe the policies will continue to qualify as life insurance  under the Code,
however,  there is some  uncertainty  regarding this treatment.  It is possible,
therefore,  that you would be viewed as constructively  receiving the Withdrawal
Value when an Insured reaches age 100. If that occurs, you would realize taxable
income at that  time,  even  though  the value  under  your  policy had not been
distributed.

ACTIONS  TO ENSURE  COMPLIANCE  WITH THE TAX LAW.  We believe  that the  maximum
amount of premium we intend to permit for the policies will comply with the Code
definition of life insurance.  We will monitor the amount of your premium,  and,
if your total premium  during a Policy Year exceed those  permitted by the Code,
we will refund the excess  premium  within 60 days of the end of the Policy Year
and will pay interest and other  earnings  (which will be  includable in taxable
income) as  required  by law on the  amount  refunded.  We reserve  the right to
increase the Death Benefit  (which may result in larger  charges under a policy)
or to take any other action  deemed  necessary to ensure the  compliance  of the
policy with the federal tax definition of life insurance.

FEDERAL  INCOME  TAX  WITHHOLDING.  We will  withhold  and remit to the  federal
government  a part of the taxable  portion of  withdrawals  made under a policy,
unless the Owner  notifies us in writing at or before the time of the withdrawal
that  he or she  chooses  not  to  have  withholding.  As  Owner,  you  will  be
responsible for the payment of any taxes and early  distribution  penalties that
may be due on the amounts  received under the policy,  whether or not you choose
withholding.  You may also be required to pay penalties  under the estimated tax
rules,  if your  withholding  and  estimated  tax payments are  insufficient  to
satisfy your total tax liability.

TAX ADVICE.  This summary is not a complete  discussion  of the tax treatment of
the policy.  You should seek tax advice from an attorney who  specializes in tax
issues.

            DESCRIPTION OF JACKSON NATIONAL AND THE SEPARATE ACCOUNT

JACKSON  NATIONAL  LIFE  INSURANCE  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 in
London, England.

                                       32
<PAGE>
OFFICERS AND DIRECTORS OF JACKSON NATIONAL. Our directors and executive officers
are listed  below,  together  with  information  as to their  current  principal
business affiliation and principal occupations during the past five years. Where
no dates are given, the person has held that position for at least the past five
years.


Name and Business Address  Position with Company        Principal Occupations
                                                        During Past 5 Years
- -------------------------  ---------------------        ------------------------

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

Jonathan Bloomer                    Chairman and Director
Laurence Poutney Hill
London, England  EC4R 0EU

Connie J. (Dalton) Van Doorn        Vice President -Variable
8055 East Tufts Avenue              Annuity Administration
Suite 200
Denver, Colorado 80237

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

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

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

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

Victor Gallo                        Senior Vice President - Group Pension
5901 Executive Drive
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

                                       33
<PAGE>

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 - Financial
5901 Executive Drive                Operations and Treasurer
Lansing, Michigan 48911

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

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 and
5901 Executive Drive                Director
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

Jacky Morin                         Vice President - Group
5901 Executive Drive                Pension
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

                                       34
<PAGE>

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

Bradley J. Powell                   Vice President - Institutional
5901 Executive Drive                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

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

THE  SEPARATE  ACCOUNT.  The  Separate  Account  was  established  in  1999 as a
segregated  asset account of Jackson  National.  The Separate  Account meets the
definition  of a "separate  account"  under the federal  securities  laws and is
registered  with the  Securities  and Exchange  Commission as a unit  investment
trust  under the 1940 Act.  The  Securities  and  Exchange  Commission  does not
supervise the management of the Separate Account or Jackson National.

We own the assets of the Separate  Account,  but we hold them  separate from our
other assets.  To the extent that these assets are  attributable to the policies
offered by this  prospectus,  these assets are not chargeable  with  liabilities
arising out of any other  business we may conduct.  Income,  gains,  and losses,
whether or not  realized,  from assets  allocated  to the  Separate  Account are
credited to or charged against the Separate  Account without regard to our other
income, gains, or losses. Our obligations arising under the policies are general
corporate obligations of Jackson National.

The Separate  Account is divided into investment  divisions.  The assets of each
investment  division are invested in the shares of one of the portfolios.  We do
not guarantee the investment performance of the Separate Account, its investment
divisions, or the portfolios. Values allocated to the Separate Account will rise
and fall with the  values of shares of the  portfolios  and are also  reduced by
policy  charges.  In the future,  we may use the Separate  Account to fund other
variable life insurance  policies.  We will account  separately for each type of
variable life insurance policy funded by the Separate Account.

SAFEKEEPING OF THE SEPARATE ACCOUNT'S ASSETS. We hold the assets of the Separate
Account. We keep those assets physically  segregated and held separate and apart
from our general  account  assets.  We  maintain  records of all  purchases  and
redemptions of shares of the portfolios.

STATE REGULATION OF JACKSON NATIONAL. We are subject to the laws of Michigan and
regulated by the Michigan Department of Insurance.  Every year we file an annual
statement  with the  Department  of Insurance  covering our  operations  for the
previous  year and our  financial  condition  as of the end of the year.  We are
inspected  periodically  by the  Department  of Insurance to verify our contract
liabilities and reserves.  The National  Association of Insurance  Commissioners
also  examines us  periodically.  Our books and records are subject to review by
the  Department  of  Insurance at all times.  We are also subject to  regulation
under the insurance laws of every jurisdiction in which we operate.

                                       35
<PAGE>

                            DISTRIBUTION OF POLICIES

Jackson  National  Life  Distributors,  Inc.  (JNLD),  a  subsidiary  of Jackson
National, serves as distributor of the policies. JNLD is located at 401 Wilshire
Boulevard,  Suite 1200,  Santa Monica,  California  90401. It is registered as a
broker-dealer  under the Securities  Exchange Act of 1934, as amended,  and is a
member of the National Association of Securities Dealers, Inc.

Registered  representatives  of broker-dealers who are licensed insurance agents
appointed by Jackson  National,  either  individually or through an incorporated
insurance  agency sell the policies  described in this  prospectus.  JNLD enters
into selling  agreements with the  unaffiliated  broker-dealers  whose personnel
participate in the offer and sale of the policies. In some states,  policies may
be sold by representatives who may be acting as broker-dealers  without separate
registration under the Securities Exchange Act of 1934, as amended,  pursuant to
legal and regulatory exceptions.

The maximum sales compensation payable by Jackson National is not more than ___%
of premium paid. In addition, we may pay or permit other promotional incentives,
in cash, or credit or other compensation.

                                LEGAL PROCEEDINGS

There are no pending legal proceedings  affecting the Separate Account.  Jackson
National  has  been  named  as  a  defendant  in  civil  litigation  proceedings
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  purchasers of certain 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,  and is vigorously
defending these actions. A favorable outcome is anticipated, and 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. In addition,  JNL
is a defendant  in several  individual  actions  that  involve  similar  issues,
including  an August  1999  verdict  against  JNL for $32.5  million in punitive
damages.  JNL has appealed the verdict on the basis that it is not  supported by
the facts or the law, and a ruling reversing the judgment is being sought.

                                  LEGAL MATTERS

Patrick  W.  Garcy,  Esquire,  has  passed  upon all  matters  of  Michigan  law
pertaining to the policy,  including the validity of the policy and our right to
issue the policy under Michigan law. The law firm of Jorden Burt Boros Cicchetti
Berenson & Johnson LLP, 1025 Thomas  Jefferson St., Suite 400 East,  Washington,
D.C.  20007-5201,  serves as special counsel to Jackson  National with regard to
the federal securities laws.

                             REGISTRATION STATEMENT

We have  filed  a  registration  statement  with  the  Securities  and  Exchange
Commission  under the 1933 Act with  respect  to the  policies  offered  by this
prospectus.  This  prospectus  does not contain all the information set forth in
the  registration  statement and the exhibits filed as part of the  registration
statement.  You should refer to the registration  statement and the exhibits for
further information  concerning the policies,  the Separate Account, and Jackson
National.  The  descriptions  in this prospectus of the policies and other legal
instruments  are summaries.  You should refer to those  instruments as filed for
their precise terms.

                                     EXPERTS

The  financial  statements  for  Jackson  National  and  the  related  financial
statement schedule included in this prospectus for the year ended 1999 have been
audited  by KPMG LLP,  independent  auditors,  as stated in their  reports.  The
financial  statements for Jackson National and the related  financial  statement
schedule included in this prospectus for the years ended 1998 and 1997 have been
audited by PricewaterhouseCoopers  LLP, independent auditors, as stated in their
reports.  We have  included  those  financial  statements  and the  supplemental
schedule  in reliance  upon the  reports of KPMG LLP and  PricewaterhouseCoopers
LLP,  respectively,  given upon their  authority  as experts in  accounting  and
auditing.  Actuarial  matters  included in this prospectus and the  registration
statement  of  which  it  is  a  part,   including   the   hypothetical   policy
illustrations,  have been  examined  by  ________________,  and are  included in
reliance upon his opinion as to their reasonableness.

                                       36
<PAGE>

                              FINANCIAL STATEMENTS

The  consolidated  financial  statements for Jackson National as of December 31,
1999, 1998 and 1997, and the related financial  statement  schedule are included
in this  prospectus.  No  financial  statements  are  included  for the Separate
Account  because  it  has  not  yet  commenced  operations,  has  no  assets  or
liabilities,  and has received no income or incurred any expense.  The financial
statements of Jackson  National that are included  should be considered  only as
bearing  upon Jackson  National's  ability to meet its  contractual  obligations
under the policies.  Jackson National's  financial statements do not bear on the
investment experience of the assets held in the Separate Account.

                           [TO BE FILED BY AMENDMENT]


<PAGE>
                                  [BACK COVER]

The Securities and Exchange Commission  maintains a web site at www.sec.gov that
contains  additional  information  that may be of interest to you about  Jackson
National Life Insurance Company,  Jackson National Life Separate Account IV, and
the policies offered by this prospectus.  The web site also contains  additional
information about the portfolios underlying the policies.

<PAGE>
                           PART II - OTHER INFORMATION


                           UNDERTAKING TO FILE REPORTS

         Subject to the terms and  conditions of Section 15(d) of the Securities
Exchange Act of 1934, as amended,  the undersigned  registrant hereby undertakes
to file with the  Securities  and Exchange  Commission  such  supplementary  and
periodic information, documents, and reports as may be prescribed by any rule or
regulation of the Commission  heretofore or hereafter  duly adopted  pursuant to
authority conferred in that section.


                      REPRESENTATION AS TO FEES AND CHARGES

         Jackson National Life Insurance Company hereby represents that the fees
and  charges  deducted  under  the  policies  registered  by  this  registration
statement in the aggregate are reasonable in relation to the services  rendered,
the expenses expected to be incurred,  and the risks assumed by Jackson National
Life Insurance Company.


                     REPRESENTATION PURSUANT TO RULE 6E-3(T)

         Jackson  National Life  Insurance  Company hereby  represents  that the
policies are eligible for reliance on Rule 6e-3(T).


                        UNDERTAKING AS TO INDEMNIFICATION

         Insofar as  indemnification  for liability arising under the Securities
Act of 1933, as amended (the  "Securities  Act"), may be permitted to directors,
officers and  controlling  persons of the  registrant,  the  registrant has been
advised that, in the opinion of the  Securities  and Exchange  Commission,  such
indemnification  is against public policy as expressed in the Securities Act and
is,  therefore,  unenforceable.  In the event  that a claim for  indemnification
against such  liabilities  (other than the payment by the registrant of expenses
incurred or paid by a director,  officer or controlling person of the registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director,  officer or controlling person in connection with the securities being
registered, the registrant 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  Securities  Act and will be  governed by the final
adjudication of such issue.


                       CONTENTS OF REGISTRATION STATEMENT

This registration statement consists of the following papers and documents:

         Facing Sheet
         Prospectus consisting of 38 pages
         Undertaking to File Reports
         Representation As To Fees and Charges
         Representation Pursuant to Rule 6e-3(T)
         Undertaking As To Indemnification
         Signatures
         Exhibits



<PAGE>

                                    EXHIBITS

1.   Exhibits required by paragraph A of the instructions as to exhibits of Form
     N-8B-2:

          (1)  Resolution  of the Board of  Directors of Jackson  National  Life
               Insurance Company  authorizing  establishment of Jackson National
               Life Separate Account IV (filed herewith)

          (2)  Not applicable

          (3)       (a)  Form  of   Distribution   Agreement  (to  be  filed  by
                         pre-effective amendment)
                    (b)  Form  of  Selling  Group  Agreement  (to  be  filed  by
                         pre-effective amendment)
                    (c)  Schedule   of  Sales   Commissions   (to  be  filed  by
                         pre-effective amendment)

          (4)  Not applicable

          (5)       (a)  Form of Modified Single Premium Variable Life Insurance
                         Policy (filed herewith)
                    (b)  Form of Last Survivor  Modified Single Premium Variable
                         Life Insurance Policy (filed herewith)

          (6)       (a)  Articles  of  Incorporation  of Jackson  National  Life
                         Insurance Company (1)

                    (b)  By-laws of Jackson National Life Insurance Company (1)

          (7)  Not applicable

          (8)  Form of  Participation  Agreement  (to be filed by  pre-effective
               amendment)

          (9)  Not applicable

          (10) Form of Application (filed herewith)

2.   Opinion and Consent of Counsel (to be filed by pre-effective amendment)

3.   Not applicable

4.   Not applicable

5.   Consent of KPMG LLP (to be filed by pre-effective amendment)

6.   Consent  of  PricewaterhouseCoopers  LLP  (to  be  filed  by  pre-effective
     amendment)

7.   Consent of Jorden Burt Boros Cicchetti  Berenson & Johnson LLP (to be filed
     by pre-effective amendment)

8.   Actuarial Opinion and Consent (to be filed by pre-effective amendment)

9.   Procedures memorandum pursuant to Rule  6e-3(T)(b)(12)(iii) (to be filed by
     pre-effective amendment)

10.  Illustrations (to be filed by pre-effective amendment)

11.  Powers of Attorney (filed herewith)

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

(1)  Incorporated by reference to Pre-Effective  Amendment No. 1 to registration
     statement on Form N-4 (File Nos.  333-70697  and  811-09119) as filed on or
     about August 13, 1999.


<PAGE>
                                   SIGNATURES

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
registrant  has duly  caused  this  registration  statement  to be signed on its
behalf by the  undersigned  thereunto  duly  authorized  in the city of Lansing,
State of Michigan, on the 8th day of May, 2000.

                    JACKSON NATIONAL LIFE SEPARATE ACCOUNT IV

                   BY: JACKSON NATIONAL LIFE INSURANCE COMPANY


                                    By:  Andrew B. Hopping*
                                         ---------------------------------------
                                         Andrew B. Hopping, Executive Vice
                                         President and Chief Financial Officer


         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
registration  statement  has been signed below by the  following  persons in the
capacities and on the dates indicated.


Peter Davis*          Chairman and Director                       May 8, 2000
- -------------------
Peter Davis

Robert P. Saltzman*   President, Chief Executive Officer,         May 8, 2000
- -------------------   and Director
Robert P. Saltzman

Clark P. Manning*     Chief Operating Officer and Director        May 8, 2000
- -------------------
Clark P. Manning

Andrew B. Hopping*    Executive Vice President, Chief             May 8, 2000
- -------------------   Financial Officer, and Director
Andrew B. Hopping


*By:  /s/ Thomas J. Meyer
      ----------------------------
       Thomas J. Meyer
       Attorney-in-Fact

<PAGE>
                                  EXHIBIT INDEX

1.(1)     Resolution  of  the  Board  of  Directors  of  Jackson  National  Life
          Insurance Company  authorizing  establishment of Jackson National Life
          Separate Account IV

1.(5)     (a)     Form of Modified Single Premium Variable Life Insurance Policy

          (b)     Form of Last  Survivorship  Modified  Single Premium  Variable
                  Life Insurance Policy

1.(10)    Form of Application

11.       Powers of Attorney

                                                                        EX-99.A1

                            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 ("JNL"),  hereby
certifies that the attached is a full, true and correct copy of resolutions duly
adopted by the Board of  Directors  of JNL at a meeting  held on the 16th day of
December, 1997 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.

                               SEPARATE ACCOUNT IV

              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 life insurance products;

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

              FURTHER RESOLVED:  That the assets of Separate Account IV shall be
              derived solely from (a) sale of variable life insurance  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 IV;

              FURTHER  RESOLVED:  That this Company  shall  maintain in Separate
              Account IV assets with a fair  market  value at least equal to the
              statutory  valuation  reserves  for the  variable  life  insurance
              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 it may
              deem  appropriate from time to time, in accordance with applicable
              laws  and  regulations  (a) to  divide  Separate  Account  IV into
              divisions and  sub-divisions  with each  division or  sub-division
              investing in shares of  designated  investment  companies or other
              appropriate  securities,  (b) to  modify  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 IV to another designation;

                                       1
<PAGE>

              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 IV or in any division thereof
              as may be  deemed  necessary  or  appropriate  to  facilitate  the
              commencement  of the operations of Separate  Account IV 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
              IV as deemed  necessary or  appropriate  so long as such transfers
              are not prohibited by law and are consistent with the terms of the
              variable life insurance  policies issued by the Company  providing
              for allocations to Separate Account IV;

              FURTHER  RESOLVED:  That the income,  gains and losses (whether or
              not realized) from assets  allocated to Separate Account IV shall,
              in accordance with any variable life insurance  policies issued by
              the Company  providing for allocations to Separate  Account IV, be
              credited to or charged against  Separate Account IV without regard
              to the other income, gains or losses of the Company;

              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  life
              insurance policies issued by the Company, providing for allocation
              to  Separate  Account  IV  with  respect  to  the  shares  of  any
              investment companies which are held in Separate Account IV.

              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 IV to invest or
              reinvest the assets of Separate Account IV 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  life  insurance  policies  issued by the Company
              providing for allocations to Separate Account IV;

              FURTHER  RESOLVED:  That the fiscal  year of  Separate  Account IV
              shall end on the 31st day of December each year;

                                       2
<PAGE>

              FURTHER  RESOLVED:   That  the  Company  may  register  under  the
              Securities Act of 1933 variable life insurance policies,  or units
              of interest  thereunder,  under which amounts will be allocated by
              the Company to Separate  Account IV 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 IV 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 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.

                                       3
<PAGE>

              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 life  insurance  policies under which
              amounts will be allocated by the Company to Separate Account IV 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.

              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:   May 8, 2000       /s/ Thomas J. Meyer
                           --------------------------------------
                           Thomas J. Meyer, Secretary











                                       4

                    JACKSON NATIONAL LIFE INSURANCE COMPANY
                              5901 Executive Drive
                            Lansing, Michigan 48911

                                A Stock Company

                                     [LOGO]

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

     THIS MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE POLICY OFFERED BY
          JACKSON NATIONAL LIFE IS A LEGAL CONTRACT BETWEEN YOU AND US.
                           READ YOUR POLICY CAREFULLY.

We agree to pay to the  Beneficiary  the Death  Benefit  Proceeds  and any other
Policy  benefits  payable due to the  Insured's  death if the Insured dies while
this Policy is in force. This agreement is subject to the terms of this Policy.

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

THE POLICY'S FIXED ACCOUNT VALUE IN THE GENERAL ACCOUNT WILL EARN INTEREST DAILY
AT A  MINIMUM  GUARANTEED  EFFECTIVE  ANNUAL  RATE.  INTEREST  IN  EXCESS OF THE
GUARANTEED  RATE MAY BE APPLIED IN THE CALCULATION OF THE FIXED ACCOUNT VALUE AT
SUCH RATES AS THE COMPANY MAY DETERMINE.

- --------------------------------------------------------------------------------
                        NOTICE OF RIGHT TO EXAMINE POLICY
YOU MAY RETURN THIS POLICY TO THE SELLING  PRODUCER OR JACKSON  NATIONAL  WITHIN
[10] DAYS AFTER YOU RECEIVE IT. IF THIS POLICY WAS  PURCHASED  AS A  REPLACEMENT
YOU MAY RETURN THIS POLICY TO THE SELLING  PRODUCER OR JACKSON  NATIONAL  WITHIN
[20] DAYS AFTER YOU RECEIVE IT. THE COMPANY WILL REFUND THE PREMIUM  PAID,  LESS
ANY OUTSTANDING  POLICY LOANS AND/OR  WITHDRAWALS.  UPON SUCH REFUND, THE POLICY
SHALL BE VOID.

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


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

MODIFIED SINGLE PREMIUM VARIABLE         This Contracts is signed by the Company
LIFE INSURANCE POLICY. DEATH             /s/ Robert P. Saltzman
BENEFIT. PERIOD OF COVERAGE NOT                                      President
GUARANTEED. NONPARTICIPATING.            /s/ Thomas J. Meyer
                                                                     Secretary
<PAGE>
- --------------------------------------------------------------------------------
                                TABLE OF CONTENTS
- --------------------------------------------------------------------------------
                Provision                                            Page Number
                ---------                                            -----------

         POLICY DATA PAGE                                                [3

         DEFINITIONS                                                      4

         GENERAL PROVISIONS                                               7

         OWNERSHIP AND BENEFICIARY PROVISIONS                            12

         ACCUMULATION PROVISIONS                                         13

         TRANSFER PROVISIONS                                             15

         WITHDRAWAL PROVISIONS                                           16

         POLICY LOAN PROVISIONS                                          17

         DEATH BENEFIT PROVISIONS                                        19

         PAYMENT OPTION TABLE                                            22]

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









                                       2
<PAGE>
- --------------------------------------------------------------------------------
                                POLICY DATA PAGE
- --------------------------------------------------------------------------------
Policy Number:                                 [9876543210]

Insured:                                       [John Doe]

Insured's Actual Age:                          [35]

Insured's Issue Age/Sex:                       [35 Male]

Risk Classification:                           [Nontobacco]

Initial Premium Amount:                        [$10,000]

Initial Maximum Allowable Premium:             [$10,000]

Initial Death Benefit:                         [$25,000]

Issue Date:                                    [January 1, 2000]

Policy Date:                                   [January 1, 2000]

Allocation Date:                               [January 16, 2000]

Issue State:                                   [Michigan]

Owner:                                         [Jane Doe]

Joint Owner:                                   [John Doe]

Beneficiary(ies):                              [Daniel Doe]



                                       3a
<PAGE>
- --------------------------------------------------------------------------------
                            POLICY DATA PAGE (CONT'D)
- --------------------------------------------------------------------------------
                                 POLICY CHARGES

Annual Policy Maintenance Charge:   An Annual  Policy  Maintenance  Charge of no
                                    more than [$35.00] will be deducted annually
                                    from  Your   Policy   Value  on  the  Policy
                                    Anniversary.

                                    The  Annual  Policy  Maintenance  Charge  is
                                    applied to those  Policies  where the Policy
                                    Value is less than  [$50,000]  on the Policy
                                    Anniversary    when   the   Annual    Policy
                                    Maintenance Charge is due.

                                    On each Policy Anniversary the Annual Policy
                                    Maintenance  Charge  will be taken  from the
                                    Fixed Account and the  Investment  Divisions
                                    in proportion to their current value.

                                    If a total  Withdrawal is made on other than
                                    a Policy Anniversary,  any applicable Annual
                                    Policy Maintenance Charge will be deducted.

Mortality and Expense  Charge:      This charge is deducted on a daily basis and
                                    is equal to [.90%]  annually  during  Policy
                                    Years 1 - 10, and [.80%] annually afterward,
                                    of the Separate Account Policy Value.

Administrative                      Charge:  This  charge is deducted on a daily
                                    basis and is equal to [.30%] annually during
                                    Policy  Years 1 - 10,  and  [.15%]  annually
                                    afterward,  of the Separate  Account  Policy
                                    Value.

Tax Charge:                         This charge is deducted on a daily basis and
                                    is equal to [.40%]  annually of the Separate
                                    Account  Policy  Value  during  the first 10
                                    Policy Years.

Cost of Insurance Charge:           This  Charge is  effective  as of the Policy
                                    Date and is  deducted  on the Issue Date and
                                    each Monthly Anniversary thereafter.

                                    The  current  Cost of  Insurance  Charge  is
                                    determined  by  Us.  The  maximum  for  this
                                    charge,  on  a  monthly  basis,  equals  the
                                    Guaranteed Maximum Monthly Cost of Insurance
                                    Rate  multiplied  by the net  amount at risk
                                    (Death  Benefit  discounted  by one  month's
                                    interest,  minus  the  Policy  Value).  This
                                    charge  is  deducted  from  the   Investment
                                    Division(s)   and  the  Fixed   Account   in
                                    proportion to their current value.  See page
                                    3g of this  Policy for the  maximum  amounts
                                    that may be charged for insurance coverage.

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

Illustration Charge:                A fee of up to  [$25.00]  may be charged for
                                    each in-force  illustration in excess of one
                                    in any Policy Year.

Daily Deduction:                    The following  deductions  will be made on a
                                    daily basis:

                                    the Mortality and Expense Charge;
                                    the Administrative Charge;
                                    the Tax Charge (if any).

                                    The  Daily  Deduction  will  be  taken  on a
                                    proportional   basis  from  each  Investment
                                    Division.

Withdrawal Charge:                  The Company may assess a  Withdrawal  Charge
                                    upon withdrawal as follows:

                                        COMPLETED
                                       YEARS SINCE
                                       RECEIPT OF                PERCENT OF
                                         PREMIUM                   PREMIUM
                                            0                       9.00%
                                            1                       8.00%
                                            2                       7.00%
                                            3                       6.00%
                                            4                       5.00%
                                            5                       4.00%
                                            6                       3.00%
                                            7                       2.00%
                                            8                       1.00%
                                     9 and thereafter               0.00%

                                    The   Withdrawal   Charge  is   assessed  to
                                    compensate  Us for  sales  expenses  and any
                                    premium taxes incurred by Us on Your behalf.

                                    A specified  amount of the Withdrawal  Value
                                    may be withdrawn free of Withdrawal  Charges
                                    each    Policy    Year    (see    Withdrawal
                                    Provisions).

                                       3c
<PAGE>
- --------------------------------------------------------------------------------
                            POLICY DATA PAGE (CONT'D)
- --------------------------------------------------------------------------------

            TRANSFERS, PREMIUMS, LOANS, WITHDRAWALS, SEPARATE ACCOUNT

Transfers:                          FROM   INVESTMENT   DIVISION  TO  INVESTMENT
                                    DIVISION.  You may transfer all or a portion
                                    of Your value in one Investment  Division to
                                    another Investment Division.

                                    FROM   INVESTMENT   DIVISION  TO  THE  FIXED
                                    ACCOUNT.  You may  transfer all or a portion
                                    of Your value in the Investment  Division(s)
                                    to the Fixed Account.

                                    FROM  THE  FIXED  ACCOUNT  TO AN  INVESTMENT
                                    DIVISION.  You may only  make  one  transfer
                                    from the  Fixed  Account  to any  Investment
                                    Division(s)  during any Policy Year  (except
                                    in the case of dollar cost averaging).  This
                                    transfer  from  the  Fixed  Account  may not
                                    exceed  the  greater  of  [$5,000]  (or Your
                                    Fixed  Account  Value,  if less) or [25%] of
                                    Your Fixed Account Value (except in the case
                                    of dollar cost averaging).

     Premiums:                      The initial  Premium amount must be at least
                                    [$10,000].   Any  subsequent  Premiums,   if
                                    allowed  by Us,  must be at least  [$1,000].
                                    The Company may waive these  minimums at any
                                    time.

                                    The initial  Premium  will be allocated to a
                                    money  market  Investment  Division  on  the
                                    Issue Date of the Policy.  On the Allocation
                                    Date  the  amount  in  Your   money   market
                                    Investment Division will be allocated to the
                                    Fixed  Account  and  Investment  Division(s)
                                    according   to   the   Premium    allocation
                                    specified by You in the application, or Your
                                    most recent instructions  received by Us, if
                                    any.

                                    The Owner may allocate initial Premium among
                                    the  Fixed   Account   and  the   Investment
                                    Divisions.  Such  allocation  may be made in
                                    any  percentage  from  [0% to 100%] in whole
                                    percentages.

                                    Subject to the guideline premium  limitation
                                    as defined in the Internal  Revenue Code (as
                                    amended),  We will accept additional Premium
                                    at any time.  In order for this Policy to be
                                    treated as life insurance under the Internal
                                    Revenue  Code (as  amended),  the sum of all
                                    Premiums  paid may not  exceed  the  Maximum
                                    Allowable  Premium.  We reserve the right to
                                    refuse  any  Premium  that  would  cause the
                                    Policy to be  disqualified as life insurance
                                    under   the   Internal   Revenue   Code  (as
                                    amended).   Any   additional   Premium  that
                                    results in an increase in the Death Benefit

                                       3d
<PAGE>
- --------------------------------------------------------------------------------
                            POLICY DATA PAGE (CONT'D)
- --------------------------------------------------------------------------------
Premiums (Continued):               will be accepted by Us only after We receive
                                    acceptable  evidence of  insurability of the
                                    Insured. The actual amount of any additional
                                    Premium will affect the Policy Value and the
                                    amount  and  duration  of the Death  Benefit
                                    provided by this Policy.

                                    Any  additional  Premium  will be  allocated
                                    according to Your most recent instructions.

                                    The  entire  Premium  as paid will be deemed
                                    earned when received by Us. No refund of any
                                    portion of the  Premium  will be made as the
                                    result of a death claim.

Loans:                              The Policy Loan Rate is [6%].

                                    The rate of interest  credited to  Preferred
                                    Loans is [6%].

                                    The rate of  interest  credited  to  Regular
                                    Loans is [4%].

Withdrawals:                        Minimum  Partial  Withdrawal:  [$500] or the
                                    entire Policy Value if less.

Separate Account:                   Jackson National Life Separate Account IV.

                                 POLICY OPTIONS

An Owner may not allocate  Policy  Values to more than 21 Policy  Options at any
one time. The Company may waive this restriction at its discretion.

FIXED ACCOUNT:                      Earns an annually  declared rate of interest
                                    guaranteed to be at least 3%.

INVESTMENT DIVISIONS:               Investment  Divisions  as  indicated  on the
                                    application.

                                    The Company may  periodically  add or delete
                                    Investment Divisions.

                                       3e
<PAGE>
- --------------------------------------------------------------------------------
                            POLICY DATA PAGE (CONT'D)
- --------------------------------------------------------------------------------

                   TABLE OF MINIMUM DEATH BENEFIT PERCENTAGES


      ATTAINED              DEATH             ATTAINED                DEATH
         AGE               BENEFIT               AGE                 BENEFIT
                         PERCENTAGES                               PERCENTAGES

    [0 through 40           250%                 60                   130%
         41                 243%                 61                   128%
         42                 236%                 62                   126%
         43                 229%                 63                   124%
         44                 222%                 64                   122%
         45                 215%                 65                   120%
         46                 209%                 66                   119%
         47                 203%                 67                   118%
         48                 197%                 68                   117%
         49                 191%                 69                   116%
         50                 185%                 70                   115%
         51                 178%                 71                   113%
         52                 171%                 72                   111%
         53                 164%                 73                   109%
         54                 157%                 74                   107%
         55                 150%            75 through 90             105%
         56                 146%                 91                   104%
         57                 142%                 92                   103%
         58                 138%                 93                   102%
         59                 134%                 94+                  101%   ]

The Minimum Death Benefit  percentages  comply with Section 7702 of the Internal
Revenue Code (as amended).






                                       3f
<PAGE>
- --------------------------------------------------------------------------------
                            POLICY DATA PAGE (CONT'D)
- --------------------------------------------------------------------------------
           TABLE OF GUARANTEED MAXIMUM MONTHLY COST OF INSURANCE RATES
                         PER $1,000 NET AMOUNT AT RISK
<TABLE>
<CAPTION>

- ------------------------------ ---------------------------- --------------------------- ----------------------------
          ATTAINED              MAXIMUM MONTHLY COST PER             ATTAINED            MAXIMUM MONTHLY COST PER
             AGE                         $1,000                        AGE                        $1,000
- ------------------------------ ---------------------------- --------------------------- ----------------------------
<S>                                    <C>                            <C>                       <C>
            [35                          0.1443                         68                        2.5282
             36                          0.1518                         69                        2.7908
             37                          0.1618                         70                        3.0886
             38                          0.1727                         71                        3.4298
             39                          0.1844                         72                        3.8253
             40                          0.1986                         73                        4.2749
             41                          0.2136                         74                        4.7716
             42                          0.2295                         75                        5.3054
             43                          0.2470                         76                        5.8727
             44                          0.2662                         77                        6.4695
             45                          0.2880                         78                        7.1000
             46                          0.3114                         79                        7.7848
             47                          0.3365                         80                        8.5472
             48                          0.3641                         81                        9.4095
             49                          0.3942                         82                        10.3922
             50                          0.4285                         83                        11.4945
             51                          0.4679                         84                        12.6988
             52                          0.5131                         85                        13.9806
             53                          0.5651                         86                        15.3265
             54                          0.6230                         87                        16.7180
             55                          0.6876                         88                        18.1509
             56                          0.7582                         89                        19.6476
             57                          0.8330                         90                        21.2331
             58                          0.9163                         91                        22.9495
             59                          1.0098                         92                        24.8700
             60                          1.1143                         93                        27.2013
             61                          1.2308                         94                        30.4289
             62                          1.3652                         95                        35.4922
             63                          1.5176                         96                        44.5151
             64                          1.6872                         97                        62.8314
             65                          1.8733                         98                        73.0824
             66                          2.0752                         99+                       83.3333]
             67                          2.2920
- ------------------------------ ---------------------------- --------------------------- ----------------------------
</TABLE>

The Guaranteed Maximum Monthly Cost of Insurance Rates do not exceed rates based
on the 1980 Commissioner's Standard Ordinary table, age last birthday.


                                       3g
<PAGE>
- --------------------------------------------------------------------------------
                            POLICY 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 Policy is not sponsored, endorsed, sold or
promoted  by  Standard & Poor's and  Standard & Poor's  makes no  representation
regarding the advisability of purchasing this Policy.]

[This  Policy 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 Policy or any member of the public regarding the advisability of purchasing
this Policy.  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 Policy into consideration in determining, composing or
calculating the Dow Jones Industrial AverageSM. Dow Jones is not responsible for
and has not  participated  in the  determination  of the terms and conditions of
this Policy to be issued,  including the pricing or the amount payable under the
Policy.  Dow  Jones  has no  obligation  or  liability  in  connection  with the
administration or marketing of this Policy.

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  POLICY,  or any other  person or entity  from the use of the Dow
Jones  INDUSTRIAL  averageSM 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  averageSM 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]
- --------------------------------------------------------------------------------



                                       3h
<PAGE>
- --------------------------------------------------------------------------------
                                   DEFINITIONS
- --------------------------------------------------------------------------------
The  following  are key  words  used in  this  Policy.  They  are  important  in
describing both Your rights and Ours. When they are used, they are  capitalized.
As You read Your Policy, refer back to these definitions.

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

ALLOCATION  DATE: The date as shown on the Policy Data Page, on which the amount
in Your money market  Investment  Division is initially  allocated to the Policy
Options of Your choice.

ATTAINED  AGE. The  Insured's  rated age on the Policy Date,  plus the number of
full years since the Policy Date.

BENEFICIARY(IES).  The person(s) or entity(ies)  designated to receive the Death
Benefit Proceeds upon the death of the Insured.

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, usually 4:00 p.m.
Eastern time.

CONTESTABLE  PERIOD.  A two-year  period  which  begins on the Issue Date of the
Policy,  the date of Reinstatement of a lapsed Policy,  or the effective date of
an  increase  in  coverage  of the  Policy or a change  in risk  classification,
whichever occurs later.

DAILY DEDUCTION.  Those charges against the Investment Divisions made on a daily
basis as described on the Policy Data Page.

DEATH  BENEFIT.  Initial  Death  Benefit as shown on the  Policy  Data Page less
reductions due to any partial  withdrawals  plus any increase in coverage due to
additional premiums, or the Minimum Death Benefit, if greater.

DEATH BENEFIT PROCEEDS.  The amount that We will pay to the  Beneficiary(ies) on
the death of the Insured while this Policy is in force.

DEBT. All unpaid Policy loans plus accrued interest on such loans.

EARNINGS. Policy Value minus Remaining Premium.

FIXED ACCOUNT. A Policy Option that earns an annually declared rate of interest.
Allocations  made to the Fixed  Account are part of the  General  Account of the
Company.

FIXED  ACCOUNT  VALUE.  The Fixed  Account  Value is:  (1) the  Premium  and any
subsequent  amounts  allocated  to the  Fixed  Account;  plus  (2) any  interest
credited;  less (3) any amounts  canceled or  withdrawn  for  transfers,  Annual
Policy Maintenance Charges, Cost of Insurance Charges, or withdrawals.


                                       4
<PAGE>
- --------------------------------------------------------------------------------
                              DEFINITIONS (CONT'D)
- --------------------------------------------------------------------------------
GENERAL  ACCOUNT.  An  account  maintained  by the  Company  for all  assets not
allocated to a Separate Account or other segregated account.

INSURED(S). The person whose life is covered by this Policy.

INVESTMENT  DIVISION(S).  A Policy Option within the Separate Account. Values in
the Investment  Divisions will go up or down depending on the performance of the
underlying Portfolios.

ISSUE  DATE.  The date the  Policy was  issued by the  Company,  as shown on the
Policy Data Page, which begins the Contestable and Suicide periods.

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

LOAN ACCOUNT. An account that is part of the General Account in which funds from
Your Investment  Divisions and the Fixed Account are placed as security for Your
loan.

LOAN ACCOUNT VALUE.  The amount set aside in the Loan Account to secure any Debt
and interest credited thereon.

MAXIMUM ALLOWABLE  PREMIUM.  The maximum total Premium that We will permit to be
paid for this  Policy.  This amount is set to comply with the limit  required to
qualify  this  Policy as life  insurance  under the  Internal  Revenue  Code (as
amended). This amount may be adjusted due to Policy changes.

MINIMUM  DEATH  BENEFIT.  The  Policy  Value  multiplied  by the  death  benefit
percentage  based upon the Attained  Age of the Insured,  as shown on the Policy
Data Page.

MONTHLY ANNIVERSARY. The same date as the Policy Date for each succeeding month,
except  that for those  months not having such a day, it is the last day of that
month.

MORTALITY  AND EXPENSE  CHARGE.  This amount covers the risks assumed by Us that
the Cost of Insurance  Charge  specified in the Policy will be  insufficient  to
meet the actual claims incurred by Us. In addition,  this amount covers Our risk
that Our actual expenses for issuing and  administering  Your Policy will exceed
the Annual Policy Maintenance Charge.

OWNER ("YOU," "YOUR"). The person or entity shown on the Policy Data Page who is
entitled to  exercise  all rights and  privileges  under this  Policy.  If Joint
Owners are named all references to Owner shall mean Joint Owners.

POLICY.  This Modified Single Premium  Variable Life Insurance  contract between
You and Us.

POLICY ANNIVERSARY. An annual anniversary of the Policy Date.

                                       5
<PAGE>
- --------------------------------------------------------------------------------
                              DEFINITIONS (CONT'D)
- --------------------------------------------------------------------------------
POLICY DATE. The date Your coverage under this Policy begins.

POLICY LOAN RATE.  The  interest  rate  charged on Policy loans (see Policy Data
Page).

POLICY OPTION.  The Fixed Account or an Investment  Division offered by Us under
this Policy.  (Each Policy  Option is more fully  explained in the  Accumulation
Provisions.)

POLICY VALUE.  The sum of the Separate  Account Policy Value,  the Fixed Account
Value, and the Loan Account Value.

POLICY YEAR. The twelve-month  period  immediately  following the Policy Date or
any Policy Anniversary.

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

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

REMAINING  PREMIUM.  The total Premium in the Policy reduced due to withdrawals.
The Remaining  Premium will be reduced by the  withdrawal of Premiums that incur
Withdrawal  Charges,  as well as the  withdrawal  of Premiums that are no longer
subject to Withdrawal Charges.

RIDER.  A form  which  supplements  the  Policy  or  which  provides  additional
benefits. When a Rider is attached to the Policy it becomes a part of the Policy
and is subject to all the terms of the Policy  unless We state  otherwise in the
Rider.

SEPARATE ACCOUNT.  A segregated asset account  established and maintained by the
Company in which a portion of Our assets has been allocated for this and certain
other policies. It is shown in the Policy Data Page.

SEPARATE ACCOUNT POLICY VALUE. The current value of the amounts allocated to the
Investment Divisions within the Separate Account of the Policy.

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

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

WITHDRAWAL CHARGE. The charge assessed against certain withdrawals.  (Please see
Policy Data Page and Withdrawal Provisions.)

WITHDRAWAL VALUE. The Policy Value reduced by any applicable  Withdrawal Charge,
taxes payable, outstanding Annual Policy Maintenance Charge, and any Debt.

WRITTEN  REQUEST.  Information or instructions  given to Us in writing in a form
satisfactory  to Us. A Written  Request takes effect when We accept it and it is
recorded at Our Service Center.


                                       6
<PAGE>
- --------------------------------------------------------------------------------
                               GENERAL PROVISIONS
- --------------------------------------------------------------------------------
ASSIGNMENT.  The Owner may assign this Policy while it is in force,  but We will
not be bound by any 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 legal and/or tax advice.

BASIS OF VALUE. Values and reserves are determined in accordance with procedures
that recognize the variable  nature of the values  attributable  to the Separate
Account.  The  method  of  calculating  these  values  is  consistent  with  the
regulations of the State of Michigan.

CHANGES IN POLICY COST FACTORS.  Changes in Policy cost factors  (interest rates
We  credit  on the Fixed  Account  Value,  Cost of  Insurance  Charges)  will be
determined by class and on future  expectations for such elements as investments
earnings,  mortality,  persistency,  expenses,  and taxes. Any changes in Policy
cost factors will be determined in accordance  with  procedures and standards on
file  and,  if  required,   with  the  insurance  supervisory  official  of  the
jurisdiction in which this Policy is delivered.

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

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

CONTESTABILITY.  All statements made in the application  will, in the absence of
fraud, be deemed representations and not warranties. No statement will void this
Policy or be used as a defense to a claim  unless it is contained in the written
application.  This Policy may not be contested after it has been in force during
the  lifetime  of the  Insured  for two years  from the Issue  Date  except  for
nonpayment of any required Premium.

If the Insured dies during a Contestable Period, the Company may investigate the
circumstances surrounding the original application,  reinstatement  application,
or  application  for  increase in coverage or change in risk  classification.  A
reinstated  or modified  Policy may be  contested  only with respect to material
misrepresentations made in the application for such reinstatement or request for
Policy changes.  In the case of an increase in coverage,  only the amount of the
increase  over the  Death  Benefit  prior to the  application  for  increase  in
coverage may be contested  with respect to material  misrepresentations  made in
such application.

As  part  of  the  contestable  investigation,   the  Company  may  require  the
Beneficiary(ies) to sign certain authorizations necessary for release of medical
records and other information relating to the Insured.


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

DEFERMENT  OF  PAYMENTS.  We may  defer  making  payments  to You from the Fixed
Account for up to six months, subject to applicable state law. Interest, subject
to state requirements, will be credited during this deferral period.

DOLLAR COST  AVERAGING.  The Owner may arrange to have a regular amount of money
periodically  transferred  automatically  from the Fixed  Account  or one of the
Investment  Divisions  of the Policy to any other  Investment  Division(s).  Any
election  of  dollar  cost  averaging  must be for a period  of not less than 12
months.

ENTIRE CONTRACT. The Policy,  application,  supplemental  applications,  and any
applicable  riders,  endorsements  and  amendments  together  make up the entire
contract between You and the Company.

GRACE PERIOD.  This Policy will lapse 61 days after notice is mailed to You that
the  Withdrawal  Value of the Policy is below or equal to $0. This 61-day period
is the Grace Period.

If death occurs  during the Grace Period,  any overdue Cost of Insurance  Charge
and Annual  Policy  Maintenance  Charge will be deducted  from any Death Benefit
Proceeds payable.

At the  beginning  of the  Grace  Period  We will  mail to You and any  assignee
written notice of the amount  necessary to continue this Policy in force through
the end of the Grace Period.  The amount  required will be a minimum amount that
will pay at least two months of Cost of Insurance  Charge plus any Annual Policy
Maintenance Charge due before the end of the Grace Period. If that amount is not
paid by the end of the Grace  Period,  the Policy will lapse  without  value and
coverage will end.

ILLUSTRATIONS.  Upon request We will provide You with an illustration projecting
future  benefits under this Policy.  We reserve the right to charge You for such
illustration, as stated on the Policy Data Page.

MISSTATEMENT OF AGE OR SEX. If the age or sex of the Insured has been misstated,
the benefits  available  under this Policy will be those which the Premiums paid
would have purchased at the correct age and sex.

MODIFICATION  OF POLICY.  Any change or waiver of the  provisions of this Policy
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 Policy.

To the extent  permitted by  applicable  laws and  regulations,  We may amend or
waive any portion of this Policy  without  notice or Your consent to comply with
any applicable federal or state laws, including but not limited to, requirements
for life insurance  policies under the Internal  Revenue Code (as amended).  You
have the right to refuse any such changes.  However, in such an event, We cannot
accept responsibility for the tax treatment of this Policy.


                                       8
<PAGE>
- --------------------------------------------------------------------------------
                           GENERAL PROVISIONS (CONT'D)
- --------------------------------------------------------------------------------
NONPARTICIPATING.  This Policy does not pay  dividends  nor does it share in the
surplus or revenue of the Company.

PAYMENT OF  PREMIUMS.  The first  Premium must be paid at or before issue of the
Policy.  No coverage  under this Policy will be provided prior to the payment of
the required Premium.

PROOF OF AGE, SEX OR  SURVIVAL.  The Company may require  satisfactory  proof of
correct age or sex, as  applicable,  of the Insured at any time.  If any payment
under this Policy is contingent upon the Insured,  Owner,  or Beneficiary  being
alive, the Company may require satisfactory proof of such survival.

REINSTATEMENT.  If  this  Policy  lapses  for  any  reason  other  than  a  full
withdrawal,  it may be  reinstated  within  three  years of the date this Policy
lapsed, subject to the following:

1.   Your written request for reinstatement is received at Our Service Center;
2.   You provide Us with satisfactory evidence of the Insured's  insurability at
     the same risk classification as at the time of issuance of the Policy;
3.   You  provide  payment of Premium  sufficient  to cover the past due Cost of
     Insurance Charges and any Annual Policy Maintenance Charge for the coverage
     provided  by  Us  during  the  Grace  Period,  plus  an  additional  amount
     sufficient  to keep the Policy in force for three  months after the date of
     reinstatement; and
4.   You provide payment, or agree to the reinstatement of any loans against the
     Policy,  including all past due interest on the loan from the date of lapse
     of this Policy to the date of reinstatement. The total reinstated loan will
     be allocated at that time to the Loan Account.

The  effective  date of the  reinstatement  is the next  Business Day  following
approval by Us of Your application for reinstatement.

Any reinstatement will become  incontestable  during the lifetime of the Insured
after two years from the date of such  reinstatement.  The basis for  contesting
any  reinstatement  will  be  limited  to  any  misrepresentations  made  in the
application for such reinstatement.

Once  reinstated,  We will  maintain the Death Benefit under the Policy at least
until the end of the three-month period after the Policy is reinstated.

The Death  Benefit of the  reinstated  Policy cannot exceed the Death Benefit at
the time of lapse.

The Policy Value on the reinstatement date will equal:
1.       The Policy Value at the time of lapse; plus
2.    Any  additional  amounts  paid  into the  Policy  that are not  considered
      payment of past due charges or loan repayments.

The  portion  of the  Policy  Value not  allocated  to the Loan  Account  on the
reinstatement  date will be allocated to the Investment  Divisions and the Fixed
Account according to Your most recent Premium allocation instructions.

The Withdrawal Charge in effect upon reinstatement will be the Withdrawal Charge
that existed on the date the Policy lapsed.


                                       9
<PAGE>
- --------------------------------------------------------------------------------
                           GENERAL PROVISIONS (CONT'D)
- --------------------------------------------------------------------------------
REPORTS.  The Company  will send You a report  about Your Policy 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 or We determine it
is no longer appropriate for the purposes of the Policy. 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 Policy 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  Policy  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  (other than  customary  weekend and
     holiday closings);
2.   Trading on the New York Stock Exchange is restricted;
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 Policy Owners.

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

SUICIDE. If the Insured dies by suicide,  while sane or insane, within two years
(one year for residents of Colorado and North Dakota) from the Issue Date of the
Policy, Our liability with respect to this Policy will terminate. We will return
to  You  an  amount  equal  to the  Premiums  paid,  adjusted  for  any  partial
withdrawals and any Debt.

If the Insured dies by suicide,  while sane or insane, within two years from the
effective  date of any increase in coverage  (one year for residents of Colorado
and North Dakota), Our liability with respect to the increase will terminate. We
will return to You an amount  equal to the  Premiums  paid for such  increase in
coverage, adjusted for any partial withdrawals and any Debt associated with such
increase.

TAXABLE  STATUS.  If this Policy is not a modified  endowment  contract (MEC), a
request for a Policy change that would trigger a change to a MEC status will not
be processed unless You specify otherwise in writing. Such changes could include
a change in risk classification,  change in coverage,  withdrawal,  or any other
change specified in the Internal Revenue Code (as amended).


                                       10
<PAGE>
- --------------------------------------------------------------------------------
                           GENERAL PROVISIONS (CONT'D)
- --------------------------------------------------------------------------------
TAXES. The Company may deduct from the Policy Value any applicable taxes payable
to a state or other government entity because of this Policy.  Should We advance
any amount so due,  We are not  waiving  any right to collect  such  amount at a
later date. In addition,  the Company will deduct any withholding taxes required
by applicable law as a result of any withdrawals from this Policy.

WRITTEN NOTICE. 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.

































                                       11
<PAGE>
- --------------------------------------------------------------------------------
                      OWNERSHIP AND BENEFICIARY PROVISIONS
- --------------------------------------------------------------------------------

GENERAL. During the lifetime of the Insured, all rights under this Policy belong
to the Owner(s).  If the Policy has Joint  Owners,  the consent of all Owners is
required for Policy changes.  Upon the death of a Joint Owner,  all rights shall
be vested in the surviving Owner(s).

CHANGE OF OWNERSHIP. The ownership of this Policy may be changed by the Owner(s)
at any time during the  Insured's  lifetime.  Any change must be made by Written
Request to the Service Center.  A change will take effect on the date the notice
is signed.  However,  the change will not apply to any payments  made or actions
taken by Us before notice of such change is accepted and recorded at Our Service
Center.  If You change the  ownership,  You may have to pay income tax.  You are
encouraged to seek legal and/or tax advice.

BENEFICIARY.  The Owner may designate the Beneficiary(ies) to receive any amount
payable under this Policy on the Insured's death. The original  Beneficiary(ies)
will be named in the  application.  If two or more  persons are named as Primary
Beneficiary(ies),   those  surviving  the  Insured  will  share  equally  unless
otherwise stated.

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 the change.

DEATH OF  BENEFICIARY.  The  interest  of any  Beneficiary  who dies  before the
Insured  will  end  at  the  death  of  the  Beneficiary.  The  interest  of any
Beneficiary  who dies at the time of or within  ten days  after the death of the
Insured  will  also end if no  Death  Benefit  Proceeds  have  been  paid to the
Beneficiary.  If no Primary Beneficiary(ies) survives the Insured, benefits will
be paid to any surviving Contingent Beneficiary(ies), if named, in equal shares,
unless otherwise stated. If there are no surviving Beneficiaries at the death of
the  Insured,  the Death  Benefit  Proceeds  will be paid to the  Owner,  or the
Owner's estate if the Owner does not survive to receive payment.



<PAGE>
- --------------------------------------------------------------------------------
                             ACCUMULATION PROVISIONS
- --------------------------------------------------------------------------------
SEPARATE ACCOUNT. The Separate Account is designated on the Policy Data Page. It
consists of assets We have set aside and have kept separate from the rest of Our
assets and those of Our other  separate  accounts.  These  Policy  assets in the
Separate  Account 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 variable life insurance
policies  supported by the Separate Account,  and not against any other policies
or 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  life  insurance  policies  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 Policy,  but in no event will such  valuation be less  frequent
than monthly.

INVESTMENT  DIVISIONS.  The Policy offers Investment  Divisions.  The Investment
Divisions available at issue are shown on the application.

ACCUMULATION  UNITS.  The  Separate  Account  Policy  Value  will  go up or down
depending on the performance of the Investment Division(s).  In order to monitor
the Separate  Account Policy Value, 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 Separate Account Policy Value,
such as  withdrawals,  Withdrawal  Charges,  transfers,  allocations to the Loan
Account, Annual Policy Maintenance Charges, and Cost of Insurance Charges result
in a redemption of Accumulation Units. However,  these adjustments do not affect
the value of the Accumulation Units.

When You make an  allocation  or transfer  to the  Investment  Division(s),  the
Company credits Your Policy with Accumulation  Units. The number of Accumulation
Units   credited  is  determined  by  dividing  the  amount   allocated  by  the
Accumulation  Unit  Value  for  that  Investment  Division  at the  close of the
Business Day.

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  value of assets held in the  particular  Investment
     Division;
2.   Subtracting from the amount any Daily Deductions; and
3.   Dividing this amount by the number of outstanding Accumulation Units.

FIXED ACCOUNT.  You may allocate  Premium or make transfers to the Fixed Account
while the Policy is in force, subject to the provisions of the Policy.

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 Policy.
o    Subsequent  amounts may be allocated to the Fixed  Account  pursuant to the
     terms of the Policy.

                                       13
<PAGE>
- --------------------------------------------------------------------------------
                        ACCUMULATION PROVISIONS (CONT'D)
- --------------------------------------------------------------------------------
o    On each Monthly Anniversary, the Cost of Insurance Charge is deducted based
     on the  proportion  that the Fixed  Account Value bears to the Policy Value
     less the Loan Account Value.
o    On each  Policy  Anniversary,  the  Annual  Policy  Maintenance  Charge  is
     deducted based on the proportion  that the Fixed Account Value bears to the
     Policy Value less the Loan Account Value.
o    On  each  Business  Day,  amounts  are  deducted  to  reflect  any  partial
     withdrawals,  Withdrawal Charges,  transfers,  and amounts allocated to the
     Loan Account, 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 the Company
prospectively declares from time to time, at the sole discretion of the Company.
The rate in effect at the time an  allocation  is made will be  applied to those
funds allocated to the Fixed Account until the next Policy Anniversary. The then
current rate  declared by the Company  will be applied to the Fixed  Account for
the next 12 months.  The Company  guarantees that it will credit interest to the
Fixed Account at not less 3% annually.  Subsequent  interest rates may be higher
or lower than those rates previously set by the Company.












                                       14
<PAGE>
- --------------------------------------------------------------------------------
                               TRANSFER PROVISIONS
- --------------------------------------------------------------------------------
GENERAL. A transfer is subject to the following:

1.   The maximum  number of transfers  and number of transfers  that may be made
     and are not subject to a Transfer Charge are shown on the Policy Data Page.
2.   A Transfer  Charge is deducted  from the  transferred  amount  prior to the
     allocation  to the new Policy  Option if a  transfer  exceeds  the  maximum
     number of free transfers, as stated on the Policy Data Page.
3.   You may not make a transfer until after the Allocation Date.
4.   The minimum and maximum  amounts that may be  transferred  are shown on the
     Policy Data Page.
5.   A transfer  will be  effective  as of the end of the  Business  Day when We
     receive a transfer  request  acceptable  to Us which  contains all required
     information.
6.   We are not liable for a transfer made in accordance with Your instructions.
7.   We reserve the right to restrict  the number of  transfers  per year and to
     restrict transfers from being made on consecutive Business Days.
8.   Your right to make transfers is subject to modification if We determine, in
     Our sole opinion,  that the exercise by one or more Owners is, or would be,
     to the  disadvantage  of other Owners.  Restrictions  may be applied in any
     manner  reasonably  designed to prevent any use of the transfer right which
     is  considered  by Us to be to the  disadvantage  of the  other  Owners.  A
     modification  could be applied to  transfers  to or from one or more of the
     Investment Divisions and could include, but may not be limited to:
     a.   The requirement of a minimum time period between each transfer;
     b.   Not accepting  transfer requests of any person acting under a power of
          attorney on behalf of more than one Owner; or
     c.   Limiting the dollar amount that may be  transferred by an Owner at any
          one time.
9.   During times of drastic economic or market conditions,  We may suspend Your
     transfer rights temporarily  without notice. We will,  however,  make every
     attempt to process Your request in a timely fashion.


                                       15
<PAGE>
- --------------------------------------------------------------------------------
                              WITHDRAWAL PROVISIONS
- --------------------------------------------------------------------------------
GENERAL.  After the Allocation Date and while this Policy is in force, the Owner
may withdraw all or part of the Withdrawal  Value under this Policy by informing
Us at Our Service Center.

A withdrawal may give rise to taxable income to You, and it is recommended  that
You seek competent tax advice before making any such withdrawal.

FULL WITHDRAWAL. For a full withdrawal, this Policy, or a Lost Policy Affidavit,
must be returned to Our Service Center along with the withdrawal request.

Upon full withdrawal, the Owner will receive the Withdrawal Value.

PARTIAL  WITHDRAWAL.  If the  withdrawal  request  does not  specify  from which
Investment  Division(s)  or the 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 request is processed.

WITHDRAWAL CHARGES. Each withdrawal from the Policy may be subject to Withdrawal
Charges,  in  accordance  with the table shown on the Policy Data Page and other
provisions  of this Policy.  Earnings  withdrawn  are not subject to  Withdrawal
Charges.

For purposes of the Withdrawal  Charge,  withdrawals are treated as coming first
from  Earnings,  and  then  from the  oldest  Remaining  Premium.  Any part of a
withdrawal  consisting  of Earnings  does not reduce  Remaining  Premium for the
purpose of calculating Withdrawal Charges. The Withdrawal Charge is based on the
Remaining  Premiums  withdrawn.  We will deduct the  Withdrawal  Charge from the
remaining  value in Your  Policy.  However,  in no case  will the  total  amount
received upon withdrawal be more than the Withdrawal Value.

FREE WITHDRAWAL  CHARGE AMOUNT.  Each Policy Year an amount of up to the greater
of 10% of any Remaining Premium paid as of the Business Day that the request for
withdrawal is received,  less any previous  withdrawals taken during that Policy
Year,  or 100% of Earnings  may be  withdrawn  without  incurring  a  Withdrawal
Charge.  Withdrawals  during  the  Policy  Year in excess of this  amount may be
subject to a Withdrawal  Charge.  The amount available for withdrawal under this
provision is not cumulative, and expires at the end of each Policy Year.

EFFECT OF WITHDRAWAL ON DEATH  BENEFIT.  When a partial  withdrawal is made, the
Death  Benefit under the Policy is decreased by an amount  proportionate  to the
reduction  in the  Policy  Value  caused by the  partial  withdrawal  (see Death
Benefit Provisions for further details).

Partial  withdrawals will not be permitted if the Death Benefit  reduction would
cause the Policy to fail to qualify as life insurance for federal tax purposes.


                                       16
<PAGE>
- --------------------------------------------------------------------------------
                             POLICY LOAN PROVISIONS
- --------------------------------------------------------------------------------
GENERAL.  After the  Allocation  Date, You may receive a loan from the Policy as
long as the Policy:

1.   Is in force and is not in the Grace Period; and
2.   Is properly assigned to Us as the sole security for the loan.

We  reserve  the right to defer  granting  a loan for any  period  permitted  by
applicable law, but in no event will such period be more than six months.

A loan may give rise to taxable  income to You, and it is  recommended  that You
seek competent tax advice before the taking of any such loan.

LOAN AMOUNT AVAILABLE.  The maximum amount of any new loan taken is [90%] of the
Withdrawal Value in effect on the date We grant the loan.

LOAN  TYPES.  There are two types of loans  under  this  Policy.  Loans  against
Earnings  are  Preferred  Loans,  while all other loans are Regular  Loans.  For
purposes of  determining  the type of loan,  each loan will be treated as coming
first from Earnings, and then from Premium.

We will  determine  the  amount of a loan that is  Preferred  on the date of the
loan, and We will redetermine the total amount of Preferred Loans on each Policy
Anniversary.

LOAN ACCOUNT.  All amounts held as security for any loan will be  transferred to
an account known as the Loan Account.

Unless  otherwise  specified  by You,  the  loan  will be  processed  from  each
Investment  Division and Fixed  Account  proportionately  based on their current
value.

On each Policy  Anniversary,  if the Loan Account Value exceeds Debt, the excess
will be  transferred  from the Loan Account to the Fixed Account and  Investment
Division(s)  proportionately  based on their current value.  If Debt exceeds the
Loan Account Value,  the excess will be  transferred  from the Fixed Account and
Investment Division(s) on a proportionate basis to the Loan Account.

If at any time Debt  equals or  exceeds  the Policy  Value  less any  applicable
Withdrawal  Charge in effect  at that  time,  coverage  under  the  Policy  will
continue according to the terms of the Grace Period.

LOAN ACCOUNT VALUE.  On each Policy  Anniversary,  the Loan Account Value is set
equal to the Debt. During the Policy Year, the Loan Account Value on any date is
equal to the Loan Account  Value on the prior Policy  Anniversary,  plus any new
loans,  less any loan repayments  since the prior Policy  Anniversary,  plus any
credited interest.

LOAN  INTEREST  CHARGED.  Every loan on this Policy will accrue  interest at the
Policy Loan Rate as specified in the Policy Data Page.  Loan  interest is due on
the Policy  Anniversary.  Loan  interest  not paid when due will be added to the
loan principal.



                                       17
<PAGE>
- --------------------------------------------------------------------------------
                         POLICY LOAN PROVISIONS (CONT'D)
- --------------------------------------------------------------------------------
LOAN  INTEREST  CREDITED.  The Loan  Account  Value will be  credited  interest,
depending on the type of loan. See the Policy Data Page for the credited rates.

LOAN  REPAYMENT.  All or part of the Debt may be repaid at any time  while  this
Policy is in force.  To repay a loan in full,  the loan repayment must equal the
debt

Any payment received by Us which is intended as a loan repayment, rather than an
additional Premium payment, must be identified as such.

Loan Repayments will first be applied to all Regular Loans.

Upon receipt of any loan repayment amounts,  unless otherwise instructed,  funds
up to an amount equal to the Loan  Account  Value will be  transferred  from the
Loan Account to the Fixed  Account and  Investment  Division(s)  proportionately
based on their current value.

Failure to repay any loan or to pay any loan interest  will not  terminate  this
Policy  unless  the total  Debt  equals or  exceeds  the  Policy  Value less any
applicable Withdrawal Charges in effect at that time.












                                       18
<PAGE>
- --------------------------------------------------------------------------------
                            DEATH BENEFIT PROVISIONS
- --------------------------------------------------------------------------------
GENERAL.  If the  Insured  dies  while  this  Policy is in force,  and after the
expiration of all Contestable Periods, We will pay the Death Benefit Proceeds to
the Beneficiary  within 60 days after We receive at Our Service Center due proof
of the Insured's death, as well as all other requirements We deem necessary.

The Death Benefit  Proceeds are  calculated on the date of payment and are equal
to:
1.   The Death Benefit; plus
2.   Any Rider benefits payable as a result of the Insured's death; less
3.   Any Debt; less
4.   Any overdue Cost of Insurance Charge and Annual Policy  Maintenance  Charge
     if the Insured dies during the Grace Period.

If  the  Insured  dies  during  a  Contestable  Period,  We  will  complete  Our
investigation  and  determination of the validity of the Policy under applicable
law before any Death Benefit Proceeds are paid.

We will add interest to the  resulting  amount owed for the period from the date
of death to the date of payment,  as required by applicable law. We will compute
the  interest  at a rate We  determine,  but not less than the rate  required by
applicable law.

The  Death   Benefit   Proceeds   will  be  exempt   from  the   claims  of  the
Beneficiary's(ies') or assignees' creditors and from legal process to the extent
applicable law permits.

From the time of death of the Insured until the Death Benefit Proceeds are paid,
any amount  allocated to an  Investment  Division  will be subject to investment
risk. This investment risk is borne by the Beneficiary(ies).

DEATH  BENEFIT  CHANGES.  After the Policy is issued,  the Death  Benefit can be
increased or decreased at Your request. We reserve the right to limit the number
of changes which can be made to the Death Benefit each Policy Year.

To increase the coverage We will require additional Premium and may require:
1.   A new application requesting the increase; and
2.   Evidence of insurability of the Insured satisfactory to Us.

You may also request to decrease  coverage.  The decrease will be subject to the
guideline  premium  limitation  as  defined  in the  Internal  Revenue  Code (as
amended).  Any such decrease will be limited so that no additional  distribution
of the Policy Value is required to comply with the guideline premium limitation.

PROTECTION OF BENEFITS. No Beneficiary may commute, encumber, alienate or assign
any payment under this Policy 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 to attach the same for  payment
thereof.

EFFECT OF PARTIAL  WITHDRAWAL ON DEATH BENEFIT.  A partial withdrawal will cause
the Death  Benefit to  decrease in direct  proportion  to the  reduction  in the
Policy Value.


                                       19
<PAGE>
- --------------------------------------------------------------------------------
                        DEATH BENEFIT PROVISIONS (CONT'D)
- --------------------------------------------------------------------------------
PAYMENT OF BENEFITS.  Any amount  payable at the death of the Insured under this
Policy will be paid in a single sum unless otherwise agreed.

ELECTION OF PAYMENT  OPTIONS.  The Owner may elect or change any payment  option
during the  lifetime of the  Insured.  If no payment  option is in effect at the
Insured's  death,  a payment  option  may be  elected  by the  Beneficiary.  The
election or change can be made by Written Request to the Company.

PAYMENT  OPTIONS.  In lieu of a single  lump-sum  payment,  one of the following
payment options, or other options made available by the Company,  may be elected
if the amount payable exceeds [$2,000].

OPTION 1 - BENEFITS  AT  INTEREST.  Benefits  may  remain on deposit  during the
lifetime of the payee or for a specified  period.  Interest on the benefits will
be paid annually, semi-annually, quarterly or monthly. The rate of interest will
be no less than [4%] per year.  All or part of the  benefits may be withdrawn at
any time.

OPTION  2 -  PAYMENT  FOR A  FIXED  PERIOD.  Benefits  may be  paid  in  annual,
semi-annual,  quarterly or monthly  payments until the benefits,  plus interest,
have been paid in full. The rate per [$1,000] of the monthly payment is shown in
the Payment  Option  Table.  The  present  value of any unpaid  payments  may be
withdrawn  at any time and will be paid if a payee dies before the last  payment
is made. If the payee dies before the  guaranteed  payments have been paid,  the
present  value  of  the  remaining   guaranteed  payments  will  be  paid  to  a
Beneficiary(ies)  as designated by the payee.  If no  Beneficiary(ies)  has been
designated,  the present  value of the  remaining  guaranteed  payments  will be
payable to the payee's estate.

OPTION 3 - LIFE INCOME. Benefits may be paid in annual,  semi-annual,  quarterly
or monthly  payments  during the  lifetime  of the  payee.  A minimum  number of
payments  may be  guaranteed  if desired.  The rate per  [$1,000] of the monthly
payment is shown in the  Payment  Option  Table.  Payment  under this  option is
subject to  satisfactory  proof to the  Company of the age of the payee.  If the
payee dies before the  guaranteed  payments have been paid, the present value of
the  remaining  guaranteed  payments  will  be  paid  to a  Beneficiary(ies)  as
designated by the payee. If no Beneficiary(ies) has been designated, the present
value of the  remaining  guaranteed  payments  will be  payable  to the  payee's
estate.

MINIMUM  PAYMENTS.  The minimum  payment  under Option 1 is [$100].  The minimum
payment  under  Options 2 and 3 is [$50].  The frequency of the payments will be
reduced so as to meet the minimums.

EXCESS  INTEREST.  Excess  interest  as  declared  by the Company may be used to
increase payments.

AVAILABILITY  OF OPTIONS.  These options are not available if the Beneficiary is
an  assignee,   corporation,   partnership,   association,   trustee,  executor,
administrator, or any fiduciary.


                                       20
<PAGE>
- --------------------------------------------------------------------------------
                        DEATH BENEFIT PROVISIONS (CONT'D)
- --------------------------------------------------------------------------------
BASIS OF  COMPUTATION.  The actuarial  basis for the Payment Option Table is the
Annuity 2000 Mortality Table with interest at [3%].

FREQUENCIES  OF  PAYMENTS.  The payments  shown in the Payment  Option Table are
monthly payments. Payments may be made annually, semi-annually or quarterly, and
are calculated by the Company as follows:

          NUMBER OF PAYMENTS                     METHOD OF
               PER YEAR                          CALCULATION
                  One                          Monthly Payment
                                           Multiplied by [11.839]

                  Two                          Monthly Payment
                                            Multiplied by [5.963]

                 Four                         Monthly Payment
                                            Multiplied by [2.993]





                                       21
<PAGE>
- --------------------------------------------------------------------------------
                              PAYMENT OPTION TABLE
- --------------------------------------------------------------------------------

The  following  table is for a Policy whose net  benefits  are $1,000,  and will
apply pro rata to the amount payable under this Policy.
<TABLE>
<CAPTION>

    OPTION 2                                       MONTHLY INSTALLMENTS UNDER OPTION 3

  No. of  Monthly  Age      No. of Mos.     Age       No. of Mos.     Age     No. of Mos.     Age      No. of Mos.
  MonthlyInstall-  of         Certain       of          Certain       of        Certain       of         Certain
 Install-  ments  Payee                    Payee                     Payee                   Payee
   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>   <C>
    60    17.77    26     3.08 3.08  3.07   63     5.35  5.20  4.72   26   2.99  2.99 2.98    63    4.89  4.81  4.54
    72    15.02    27     3.10 3.10  3.09   64     5.50  5.32  4.79   27   3.01  3.01 3.00    64    5.02  4.93  4.61
    84    13.06    28     3.13 3.12  3.12   65     5.66  5.46  4.85   28   3.03  3.03 3.02    65    5.15  5.05  4.68
    96    11.59    29     3.15 3.15  3.14   66     5.83  5.59  4.91   29   3.05  3.05 3.04    66    5.30  5.17  4.75
   108    10.45    30     3.18 3.17  3.16   67     6.02  5.74  4.97   30   3.07  3.07 3.06    67    5.45  5.30  4.82
   120     9.54    31     3.20 3.20  3.19   68     6.21  5.89  5.03   31   3.09  3.09 3.09    68    5.61  5.45  4.89
   132     8.80    32     3.23 3.23  3.22   69     6.42  6.04  5.08   32   3.12  3.12 3.11    69    5.79  5.59  4.96
   144     8.18    33     3.26 3.26  3.24   70     6.65  6.20  5.13   33   3.14  3.14 3.13    70    5.98  5.75  5.02
   156     7.65    34     3.29 3.29  3.27   71     6.88  6.36  5.18   34   3.17  3.17 3.16    71    6.19  5.91  5.08
   168     7.20    35     3.33 3.32  3.30   72     7.14  6.53  5.22   35   3.20  3.19 3.18    72    6.41  6.08  5.13
   180     6.82    36     3.36 3.35  3.33   73     7.41  6.70  5.26   36   3.22  3.22 3.21    73    6.65  6.26  5.19
   192     6.48    37     3.40 3.39  3.37   74     7.70  6.87  5.29   37   3.25  3.25 3.24    74    6.92  6.44  5.23
   204     6.18    38     3.43 3.43  3.40   75     8.00  7.04  5.32   38   3.29  3.28 3.27    75    7.20  6.63  5.27
   216     5.92    39     3.47 3.47  3.44   76     8.33  7.22  5.35   39   3.32  3.31 3.30    76    7.51  6.83  5.31
   228     5.68    40     3.51 3.51  3.47   77     8.69  7.39  5.37   40   3.35  3.35 3.33    77    7.84  7.03  5.34
   240     5.47    41     3.56 3.55  3.51   78     9.07  7.57  5.39   41   3.39  3.38 3.37    78    8.20  7.23  5.37
   252     5.28    42     3.60 3.59  3.55   79     9.47  7.74  5.41   42   3.43  3.42 3.40    79    8.59  7.43  5.39
   264     5.11    43     3.65 3.64  3.59   80     9.91  7.91  5.42   43   3.47  3.46 3.44    80    9.01  7.62  5.41
   276     4.95    44     3.70 3.69  3.63   81    10.37  8.07  5.43   44   3.51  3.50 3.47    81    9.47  7.82  5.42
   288     4.81    45     3.75 3.74  3.68   82    10.87  8.22  5.44   45   3.55  3.54 3.51    82    9.96  8.00  5.43
   300     4.67    46     3.81 3.79  3.72   83    11.40  8.37  5.45   46   3.60  3.59 3.55    83   10.50  8.18  5.44
                   47     3.87 3.84  3.77   84    11.97  8.51  5.46   47   3.64  3.63 3.60    84   11.08  8.35  5.45
                   48     3.93 3.90  3.82   85    12.57  8.64  5.46   48   3.69  3.68 3.64    85   11.71  8.51  5.46
                   49     3.99 3.96  3.87   86    13.22  8.76  5.46   49   3.75  3.73 3.69    86   12.39  8.65  5.46
                   50     4.05 4.02  3.92   87    13.90  8.87  5.47   50   3.80  3.79 3.74    87   13.12  8.78  5.47
                   51     4.12 4.09  3.98   88    14.63  8.97  5.47   51   3.86  3.84 3.79    88   13.90  8.89  5.47
                   52     4.20 4.16  4.03   89    15.40  9.06  5.47   52   3.92  3.90 3.84    89   14.72  9.00  5.47
                   53     4.27 4.23  4.09   90    16.22  9.14  5.47   53   3.99  3.97 3.89    90   15.58  9.09  5.47
                   54     4.35 4.31  4.15   91    17.09  9.21  5.47   54   4.06  4.03 3.95    91   16.49  9.17  5.47
                   55     4.44 4.38  4.21   92    18.02  9.28  5.47   55   4.13  4.10 4.01    92   17.43  9.24  5.47
                   56     4.53 4.47  4.27   93    19.00   9.34 5.47   56   4.21  4.18 4.07    93   18.42  9.30  5.47
                   57     4.63 4.56  4.33   94    20.04  9.39  5.47   57   4.29  4.25 4.13    94   19.44  9.36  5.47
                   58     4.73 4.65  4.40   95    21.17  9.43  5.47   58   4.37  4.33 4.19    95   20.51  9.40  5.47
                   59     4.84 4.75  4.46   96    22.38  9.46  5.47   59   4.47  4.42 4.26    96   21.64  9.44  5.47
                   60     4.95 4.85  4.53   97    23.70  9.49  5.47   60   4.56  4.51 4.33    97   22.86  9.47  5.47
                   61     5.07 4.96  4.59   98    25.18  9.51  5.47   61   4.67  4.61 4.40    98   24.20  9.50  5.47
                   62     5.21 5.08  4.66   99    26.85  9.52  5.47   62   4.78  4.71 4.47    99   25.71  9.51  5.47
</TABLE>

                     JACKSON NATIONAL LIFE INSURANCE COMPANY
                              5901 Executive Drive
                            Lansing, Michigan 48911

                                A Stock Company

                                     [LOGO]
- --------------------------------------------------------------------------------

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

    THIS LAST SURVIVOR MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE POLICY
    OFFERED BY JACKSON NATIONAL LIFE IS A LEGAL CONTRACT BETWEEN YOU AND US.
                           READ YOUR POLICY CAREFULLY.

We agree to pay to the  Beneficiary  the Death  Benefit  Proceeds  and any other
Policy  benefits  payable  due to the  Last  Surviving  Insured's  death if both
Insureds  die while this Policy is in force.  This  agreement  is subject to the
terms of this Policy.

            NO BENEFIT IS PAYABLE ON THE DEATH OF THE FIRST INSURED.

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

THE POLICY'S FIXED ACCOUNT VALUE IN THE GENERAL ACCOUNT WILL EARN INTEREST DAILY
AT A  MINIMUM  GUARANTEED  EFFECTIVE  ANNUAL  RATE.  INTEREST  IN  EXCESS OF THE
GUARANTEED  RATE MAY BE APPLIED IN THE CALCULATION OF THE FIXED ACCOUNT VALUE AT
SUCH RATES AS THE COMPANY MAY DETERMINE.

- --------------------------------------------------------------------------------
                        NOTICE OF RIGHT TO EXAMINE POLICY

YOU MAY RETURN THIS POLICY TO THE SELLING  PRODUCER OR JACKSON  NATIONAL  WITHIN
[10] DAYS AFTER YOU RECEIVE IT. IF THIS POLICY WAS  PURCHASED  AS A  REPLACEMENT
YOU MAY RETURN THIS POLICY TO THE SELLING  PRODUCER OR JACKSON  NATIONAL  WITHIN
[20] DAYS AFTER YOU RECEIVE IT. THE COMPANY WILL REFUND THE PREMIUM  PAID,  LESS
ANY OUTSTANDING  POLICY LOANS AND/OR  WITHDRAWALS.  UPON SUCH REFUND, THE POLICY
SHALL BE VOID.
- --------------------------------------------------------------------------------

LAST SURVIVOR MODIFIED SINGLE             This Contract is signed by the Company
PREMIUM VARIABLE LIFE INSURANCE           /s/ Robert P. Saltzman
POLICY.  DEATH BENEFIT. PERIOD OF                                      President
COVERAGE NOT GUARANTEED.                  /s/ Thomas J. Meyer
NONPARTICIPATING.                                                      Secretary
<PAGE>
- --------------------------------------------------------------------------------
                                TABLE OF CONTENTS
- --------------------------------------------------------------------------------
                          Provision                             Page Number

         POLICY DATA PAGE                                             [3

         DEFINITIONS                                                   4

         GENERAL PROVISIONS                                            7

         OWNERSHIP AND BENEFICIARY PROVISIONS                         12

         ACCUMULATION PROVISIONS                                      13

         TRANSFER PROVISIONS                                          15

         WITHDRAWAL PROVISIONS                                        16

         POLICY LOAN PROVISIONS                                       17

         DEATH BENEFIT PROVISIONS                                     19

         PAYMENT OPTION TABLE                                         22]


                                       2
<PAGE>
- --------------------------------------------------------------------------------
                                POLICY DATA PAGE
- --------------------------------------------------------------------------------
Policy Number:                                 [9876543210]

Insured:                                       [John Doe]

Insured's Actual Age:                          [35]

Insured's Issue Age/Sex:                       [35 Male]

Insured's Risk Classification:                 [Nontobacco]

Second Insured:                                [Jane Doe]

Second Insured's Actual Age:                   [35]

Second Insured's Issue Age/Sex:                [35 Female]

Second Insured's Risk Classification:          [Nontobacco]

Initial Premium Amount:                        [$10,000]

Initial Maximum Allowable Premium:             [$10,000]

Initial Death Benefit:                         [$25,000]

Issue Date:                                    [January 1, 2000]

Policy Date:                                   [January 1, 2000]

Allocation Date:                               [January 16, 2000]

Issue State:                                   [Michigan]

Owner:                                         [John Doe]

Joint Owner:                                   [Jane Doe]

Beneficiary(ies):                              [Daniel Doe]



                                       3a
<PAGE>
- --------------------------------------------------------------------------------
                            POLICY DATA PAGE (CONT'D)
- --------------------------------------------------------------------------------
                                 POLICY CHARGES

Annual Policy Maintenance Charge:   An Annual  Policy  Maintenance  Charge of no
                                    more than [$35.00] will be deducted annually
                                    from  Your   Policy   Value  on  the  Policy
                                    Anniversary.

                                    The  Annual  Policy  Maintenance  Charge  is
                                    applied to those  Policies  where the Policy
                                    Value is less than  [$50,000]  on the Policy
                                    Anniversary    when   the   Annual    Policy
                                    Maintenance Charge is due.

                                    On each Policy Anniversary the Annual Policy
                                    Maintenance  Charge  will be taken  from the
                                    Fixed Account and the  Investment  Divisions
                                    in proportion to their current value.

                                    If a total  Withdrawal is made on other than
                                    a Policy Anniversary,  any applicable Annual
                                    Policy Maintenance Charge will be deducted.

Mortality and Expense Charge:       This charge is deducted on a daily basis and
                                    is equal to [.90%]  annually  during  Policy
                                    Years 1 - 10, and [.80%] annually afterward,
                                    of the Separate Account Policy Value.

Administrative Charge:              This charge is deducted on a daily basis and
                                    is equal to [.30%]  annually  during  Policy
                                    Years 1 - 10, and [.15%] annually afterward,
                                    of the Separate Account Policy Value.

Tax Charge:                         This charge is deducted on a daily basis and
                                    is equal to [.40%]  annually of the Separate
                                    Account  Policy  Value  during  the first 10
                                    Policy Years.

Cost of Insurance Charge:           This  charge is  effective  as of the Policy
                                    Date and is  deducted  on the Issue Date and
                                    each Monthly Anniversary thereafter.

                                    The  current  Cost of  Insurance  Charge  is
                                    determined  by  Us.  The  maximum  for  this
                                    charge,  on  a  monthly  basis,  equals  the
                                    Guaranteed Maximum Monthly Cost of Insurance
                                    Rate  multiplied  by the net  amount at risk
                                    (Death  Benefit  discounted  by one  month's
                                    interest,  minus  the  Policy  Value).  This
                                    charge  is  deducted  from  the   Investment
                                    Division(s)   and  the  Fixed   Account   in
                                    proportion to their current value.  See page
                                    3g of this  Policy for the  maximum  amounts
                                    that may be charged for insurance coverage.


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

Illustration Charge:                A fee of up to  [$25.00]  may be charged for
                                    each in-force  illustration in excess of one
                                    in any Policy Year.

Daily Deduction:                    The following  deductions  will be made on a
                                    daily basis:

                                    the Mortality and Expense Charge;
                                    the Administrative Charge;
                                    the Tax Charge (if any).

                                    The  Daily  Deduction  will  be  taken  on a
                                    proportional   basis  from  each  Investment
                                    Division.

Withdrawal Charge:                  The Company may assess a  Withdrawal  Charge
                                    upon withdrawal as follows:

                                         COMPLETED
                                        YEARS SINCE
                                        RECEIPT OF                PERCENT OF
                                          PREMIUM                   PREMIUM
                                             0                       9.00%
                                             1                       8.00%
                                             2                       7.00%
                                             3                       6.00%
                                             4                       5.00%
                                             5                       4.00%
                                             6                       3.00%
                                             7                       2.00%
                                             8                       1.00%
                                     9 and thereafter                0.00%

                                    The   Withdrawal   Charge  is   assessed  to
                                    compensate  Us for  sales  expenses  and any
                                    premium taxes incurred by Us on Your behalf.

                                    A specified  amount of the Withdrawal  Value
                                    may be withdrawn free of Withdrawal  Charges
                                    each    Policy    Year    (see    Withdrawal
                                    Provisions).


                                       3c
<PAGE>
- --------------------------------------------------------------------------------
                            POLICY DATA PAGE (CONT'D)
- --------------------------------------------------------------------------------
            TRANSFERS, PREMIUMS, LOANS, WITHDRAWALS, SEPARATE ACCOUNT

Transfers:                          FROM   INVESTMENT   DIVISION  TO  INVESTMENT
                                    DIVISION.  You may transfer all or a portion
                                    of Your value in one Investment  Division to
                                    another Investment Division.

                                    FROM   INVESTMENT   DIVISION  TO  THE  FIXED
                                    ACCOUNT.  You may  transfer all or a portion
                                    of Your value in the Investment  Division(s)
                                    to the Fixed Account.

                                    FROM  THE  FIXED  ACCOUNT  TO AN  INVESTMENT
                                    DIVISION.  You may only  make  one  transfer
                                    from the  Fixed  Account  to any  Investment
                                    Division(s)  during any Policy Year  (except
                                    in the case of dollar cost averaging).  This
                                    transfer  from  the  Fixed  Account  may not
                                    exceed  the  greater  of  [$5,000]  (or your
                                    Fixed  Account  Value,  if less) or [25%] of
                                    your Fixed Account Value (except in the case
                                    of dollar cost averaging).

Premiums:                           The initial  Premium amount must be at least
                                    [$10,000].   Any  subsequent  Premiums,   if
                                    allowed  by Us,  must be at least  [$1,000].
                                    The Company may waive these  minimums at any
                                    time.

                                    The initial  Premium  will be allocated to a
                                    money  market  Investment  Division  on  the
                                    Issue Date of the Policy.  On the Allocation
                                    Date  the  amount  in  Your   money   market
                                    Investment Division will be allocated to the
                                    Fixed  Account  and  Investment  Division(s)
                                    according   to   the   Premium    allocation
                                    specified by You in the application, or your
                                    most recent instructions  received by Us, if
                                    any.

                                    The Owner may allocate initial Premium among
                                    the  Fixed   Account   and  the   Investment
                                    Divisions.  Such  allocation  may be made in
                                    any  percentage  from  [0% to 100%] in whole
                                    percentages.

                                    Subject to the guideline premium  limitation
                                    as defined in the Internal  Revenue Code (as
                                    amended),  We will accept additional Premium
                                    at any time.  In order for this Policy to be
                                    treated as life insurance under the Internal
                                    Revenue  Code (as  amended),  the sum of all
                                    Premiums  paid may not  exceed  the  Maximum
                                    Allowable  Premium.  We reserve the right to
                                    refuse  any  Premium  that  would  cause the
                                    Policy to be  disqualified as life insurance
                                    under   the   Internal   Revenue   Code  (as
                                    amended).   Any   additional   Premium  that
                                    results in an increase in the Death Benefit


                                       3d
<PAGE>
- --------------------------------------------------------------------------------
                            POLICY DATA PAGE (CONT'D)
- --------------------------------------------------------------------------------
Premiums (Continued):               will be accepted by Us only after We receive
                                    acceptable  evidence of insurability of each
                                    Insured. The actual amount of any additional
                                    Premium will affect the Policy Value and the
                                    amount  and  duration  of the Death  Benefit
                                    provided by this Policy.

                                    Any  additional  Premium  will be  allocated
                                    according to Your most recent instructions.

                                    The  entire  Premium  as paid will be deemed
                                    earned when received by Us. No refund of any
                                    portion of the  Premium  will be made as the
                                    result of a death claim.

Loans:                              The Policy Loan Rate is [6%].

                                    The rate of interest  credited to  Preferred
                                    Loans is [6%].

                                    The rate of  interest  credited  to  Regular
                                    Loans is [4%].

Withdrawals:                        Minimum  Partial  Withdrawal:  [$500] or the
                                    entire Policy Value if less.

Separate Account:                   Jackson National Life Separate Account IV.

                                 POLICY OPTIONS

An Owner may not allocate  Policy  Values to more than 21 Policy  Options at any
one time. The Company may waive this restriction at its discretion.

FIXED ACCOUNT:                      Earns an annually  declared rate of interest
                                    guaranteed to be at least 3%.

INVESTMENT DIVISIONS:               Investment  Divisions  as  indicated  on the
                                    application.

                                    The Company may  periodically  add or delete
                                    Investment Divisions.


                                       3e
<PAGE>
- --------------------------------------------------------------------------------
                            POLICY DATA PAGE (CONT'D)
- --------------------------------------------------------------------------------

                   TABLE OF MINIMUM DEATH BENEFIT PERCENTAGES


  ATTAINED              DEATH             ATTAINED               DEATH
     AGE               BENEFIT               AGE                 BENEFIT
                     PERCENTAGE                                PERCENTAGE

[0 through 40           250%                 60                   130%
     41                 243%                 61                   128%
     42                 236%                 62                   126%
     43                 229%                 63                   124%
     44                 222%                 64                   122%
     45                 215%                 65                   120%
     46                 209%                 66                   119%
     47                 203%                 67                   118%
     48                 197%                 68                   117%
     49                 191%                 69                   116%
     50                 185%                 70                   115%
     51                 178%                 71                   113%
     52                 171%                 72                   111%
     53                 164%                 73                   109%
     54                 157%                 74                   107%
     55                 150%            75 through 90             105%
     56                 146%                 91                   104%
     57                 142%                 92                   103%
     58                 138%                 93                   102%
     59                 134%                 94+                  101%   ]

The Minimum Death Benefit  percentages  comply with Section 7702 of the Internal
Revenue Code (as amended).


<PAGE>
- --------------------------------------------------------------------------------
                            POLICY DATA PAGE (CONT'D)
- --------------------------------------------------------------------------------
TABLE OF  GUARANTEED  MAXIMUM  MONTHLY  COST OF  INSURANCE  RATES PER $1,000 NET
AMOUNT AT RISK

<TABLE>
<CAPTION>

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

           POLICY               MAXIMUM MONTHLY COST PER              POLICY             MAXIMUM MONTHLY COST PER
            YEAR                         $1,000                        YEAR                       $1,000
- ------------------------------ ---------------------------- --------------------------- ----------------------------
<S>                                       <C>                          <C>                         <C>
             [1                            0.0002167                    34                          0.7181333
              2                            0.0007000                    35                          0.8413833
              3                            0.0012917                    36                          0.9879167
              4                            0.0019917                    37                          1.1652417
              5                            0.0028333                    38                          1.3821417
              6                            0.0038750                    39                          1.6447083
              7                            0.0051167                    40                          1.9552333
              8                            0.0065750                    41                          2.3140417
              9                            0.0082917                    42                          2.7198667
             10                            0.0103000                    43                          3.1724417
             11                            0.0126833                    44                          3.6759917
             12                            0.0154750                    45                          4.2428000
             13                            0.0187417                    46                          4.8902167
             14                            0.0225583                    47                          5.6354917
             15                            0.0270667                    48                          6.4950333
             16                            0.0324250                    49                          7.4696083
             17                            0.0388333                    50                          8.5492167
             18                            0.0465917                    51                          9.7186333
             19                            0.0559333                    52                         10.9650333
             20                            0.0669083                    53                         12.2768167
             21                            0.0798917                    54                         13.6476417
             22                            0.0949167                    55                         15.0844500
             23                            0.1119667                    56                         16.5962750
             24                            0.1316167                    57                         18.2119333
             25                            0.1547917                    58                         19.9858917
             26                            0.1823667                    59                         22.0471750
             27                            0.2156083                    60                         24.6879583
             28                            0.2565250                    61                         28.4788750
             29                            0.3068333                    62                         34.5195750
             30                            0.3670417                    63                         44.7758750
             31                            0.4378250                    64                         61.9954083
             32                            0.5194417                    65+                        83.3333333 ]
             33                            0.6123000
- ------------------------------ ---------------------------- --------------------------- ----------------------------
</TABLE>

The Guaranteed Maximum Monthly Cost of Insurance Rates do not exceed rates based
on the 1980 Commissioner's Standard Ordinary table, age last birthday.


                                       3g
<PAGE>
- --------------------------------------------------------------------------------
                            POLICY 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 Policy is not sponsored, endorsed, sold or
promoted  by  Standard & Poor's and  Standard & Poor's  makes no  representation
regarding the advisability of purchasing this Policy.]

[This  Policy 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 Policy or any member of the public regarding the advisability of purchasing
this Policy.  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 Policy into consideration in determining, composing or
calculating the Dow Jones Industrial AverageSM. Dow Jones is not responsible for
and has not  participated  in the  determination  of the terms and conditions of
this Policy to be issued,  including the pricing or the amount payable under the
Policy.  Dow  Jones  has no  obligation  or  liability  in  connection  with the
administration or marketing of this Policy.

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  POLICY,  or any other  person or entity  from the use of the Dow
Jones  INDUSTRIAL  averageSM 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  averageSM 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]


                                       3h
<PAGE>
- --------------------------------------------------------------------------------
                                   DEFINITIONS
- --------------------------------------------------------------------------------
The  following  are key  words  used in  this  Policy.  They  are  important  in
describing both Your rights and Ours. When they are used, they are  capitalized.
As You read Your Policy, refer back to these definitions.

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

ALLOCATION  DATE: The date as shown on the Policy Data Page, on which the amount
in your money market  Investment  Division is initially  allocated to the Policy
Options of Your choice.

ATTAINED  AGE. The  youngest  Insured's  rated age on the Policy Date,  plus the
number of full years since the Policy Date.

BENEFICIARY(IES).  The person(s) or entity(ies)  designated to receive the Death
Benefit Proceeds upon the death of the Last Surviving Insured.

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, usually 4:00 p.m.
Eastern time.

CONTESTABLE  PERIOD.  A two-year  period  which  begins on the Issue Date of the
Policy,  the date of Reinstatement of a lapsed Policy,  or the effective date of
an  increase in  coverage  of the Policy or a change in risk  classification  of
either Insured, whichever occurs later.

DAILY DEDUCTION.  Those charges against the Investment Divisions made on a daily
basis as described on the Policy Data Page.

DEATH  BENEFIT.  Initial  Death  Benefit as shown on the  Policy  Data Page less
reductions due to any partial  withdrawals  plus any increase in coverage due to
additional premiums, or the Minimum Death Benefit, if greater.

DEATH BENEFIT PROCEEDS.  The amount that We will pay to the  Beneficiary(ies) on
the death of the Last Surviving Insured while this Policy is in force.

DEBT. All unpaid Policy loans plus accrued interest on such loans.

EARNINGS. Policy Value minus Remaining Premium.

FIXED ACCOUNT. A Policy Option that earns an annually declared rate of interest.
Allocations  made to the Fixed  Account are part of the  General  Account of the
Company.

FIXED  ACCOUNT  VALUE.  The Fixed  Account  Value is:  (1) the  Premium  and any
subsequent  amounts  allocated  to the  Fixed  Account;  plus  (2) any  interest
credited;  less (3) any amounts  canceled or  withdrawn  for  transfers,  Annual
Policy Maintenance Charges, Cost of Insurance Charges, or withdrawals.


                                       4
<PAGE>
- --------------------------------------------------------------------------------
                              DEFINITIONS (CONT'D)
- --------------------------------------------------------------------------------
GENERAL  ACCOUNT.  An  account  maintained  by the  Company  for all  assets not
allocated to a Separate Account or other segregated account.

INSURED(S). The persons whose lives are covered by this Policy.

INVESTMENT  DIVISION(S).  A Policy Option within the Separate Account. Values in
the Investment  Divisions will go up or down depending on the performance of the
underlying Portfolios.

ISSUE  DATE.  The date the  Policy was  issued by the  Company,  as shown on the
Policy Data Page, which begins the Contestable and Suicide periods.

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

LAST SURVIVING  INSURED.  The Insured who survives after the death of one of the
Insureds.  If both Insureds die simultaneously,  the Last Surviving Insured will
be the younger of the Insureds.

LOAN ACCOUNT. An account that is part of the General Account in which funds from
Your Investment  Divisions and the Fixed Account are placed as security for Your
loan.

LOAN ACCOUNT VALUE.  The amount set aside in the Loan Account to secure any Debt
and interest credited thereon.

MAXIMUM ALLOWABLE  PREMIUM.  The maximum total Premium that We will permit to be
paid for this  Policy.  This amount is set to comply with the limit  required to
qualify  this  Policy as life  insurance  under the  Internal  Revenue  Code (as
amended). This amount may be adjusted due to Policy changes.

MINIMUM  DEATH  BENEFIT.  The  Policy  Value  multiplied  by the  death  benefit
percentage based upon the Attained Age, as shown on the Policy Data Page.

MONTHLY ANNIVERSARY. The same date as the Policy Date for each succeeding month,
except  that for those  months not having such a day, it is the last day of that
month.

MORTALITY  AND EXPENSE  CHARGE.  This amount covers the risks assumed by Us that
the Cost of Insurance  Charge  specified in the Policy will be  insufficient  to
meet the actual claims incurred by Us. In addition,  this amount covers Our risk
that Our actual expenses for issuing and  administering  Your Policy will exceed
the Annual Policy Maintenance Charge.

OWNER ("YOU," "YOUR"). The person or entity shown on the Policy Data Page who is
entitled to  exercise  all rights and  privileges  under this  Policy.  If Joint
Owners are named all references to Owner shall mean Joint Owners.

POLICY.  This Last Survivor  Modified  Single  Premium  Variable Life  Insurance
contract between You and Us.

                                       5
<PAGE>
- --------------------------------------------------------------------------------
                              DEFINITIONS (CONT'D)
- --------------------------------------------------------------------------------
POLICY ANNIVERSARY. An annual anniversary of the Policy Date.

POLICY DATE. The date Your coverage under this Policy begins.

POLICY LOAN RATE.  The  interest  rate  charged on Policy loans (see Policy Data
Page).

POLICY OPTION.  The Fixed Account or an Investment  Division offered by Us under
this Policy.  (Each Policy  Option is more fully  explained in the  Accumulation
Provisions.)

POLICY VALUE.  The sum of the Separate  Account Policy Value,  the Fixed Account
Value, and the Loan Account Value.

POLICY YEAR. The twelve-month  period  immediately  following the Policy Date or
any Policy Anniversary.

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

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

REMAINING  PREMIUM.  The total Premium in the Policy reduced due to withdrawals.
The Remaining  Premium will be reduced by the  withdrawal of Premiums that incur
Withdrawal  Charges,  as well as the  withdrawal  of Premiums that are no longer
subject to Withdrawal Charges.

RIDER.  A form  which  supplements  the  Policy  or  which  provides  additional
benefits. When a Rider is attached to the Policy it becomes a part of the Policy
and is subject to all the terms of the Policy  unless We state  otherwise in the
Rider.

SEPARATE ACCOUNT.  A segregated asset account  established and maintained by the
Company in which a portion of Our assets has been allocated for this and certain
other policies. It is shown in the Policy Data Page.

SEPARATE ACCOUNT POLICY VALUE. The current value of the amounts allocated to the
Investment Divisions within the Separate Account of the Policy.

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

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

WITHDRAWAL CHARGE. The charge assessed against certain withdrawals.  (Please see
Policy Data Page and Withdrawal Provisions.)

WITHDRAWAL VALUE. The Policy Value reduced by any applicable  Withdrawal Charge,
taxes payable, outstanding Annual Policy Maintenance Charge, and any Debt.

WRITTEN  REQUEST.  Information or instructions  given to Us in writing in a form
satisfactory  to Us. A Written  Request takes effect when We accept it and it is
recorded at Our Service Center.

                                       6
<PAGE>
- --------------------------------------------------------------------------------
                               GENERAL PROVISIONS
- --------------------------------------------------------------------------------
ASSIGNMENT.  The Owner may assign this Policy while it is in force,  but We will
not be bound by any 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 legal and/or tax advice.

BASIS OF VALUE. Values and reserves are determined in accordance with procedures
that recognize the variable  nature of the values  attributable  to the Separate
Account.  The  method  of  calculating  these  values  is  consistent  with  the
regulations of the State of Michigan.

CHANGES IN POLICY COST FACTORS.  Changes in Policy cost factors  (interest rates
We  credit  on the Fixed  Account  Value,  Cost of  Insurance  Charges)  will be
determined by class and on future  expectations for such elements as investments
earnings,  mortality,  persistency,  expenses,  and taxes. Any changes in Policy
cost factors will be determined in accordance  with  procedures and standards on
file  and,  if  required,   with  the  insurance  supervisory  official  of  the
jurisdiction in which this Policy is delivered.

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

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

CONTESTABILITY.  All statements made in the application  will, in the absence of
fraud, be deemed representations and not warranties. No statement will void this
Policy or be used as a defense to a claim  unless it is contained in the written
application.  This Policy may not be contested after it has been in force during
the  lifetime  of both  Insureds  for two years from the Issue  Date  except for
nonpayment of any required Premium.

If an Insured dies during a Contestable  Period, the Company may investigate the
circumstances surrounding the original application,  reinstatement  application,
or  application  for  increase in coverage or change in risk  classification.  A
reinstated  or modified  Policy may be  contested  only with respect to material
misrepresentations made in the application for such reinstatement or request for
Policy changes.  In the case of an increase in coverage,  only the amount of the
increase  over the  Death  Benefit  prior to the  application  for  increase  in
coverage may be contested  with respect to material  misrepresentations  made in
such application.

As  part  of  the  contestable  investigation,   the  Company  may  require  the
Beneficiary(ies) to sign certain authorizations necessary for release of medical
records and other information relating to an Insured.


                                       7
<PAGE>
- --------------------------------------------------------------------------------
                           GENERAL PROVISIONS (CONT'D)
- --------------------------------------------------------------------------------
DEFERMENT  OF  PAYMENTS.  We may  defer  making  payments  to You from the Fixed
Account for up to six months, subject to applicable state law. Interest, subject
to state requirements, will be credited during this deferral period.

DOLLAR COST  AVERAGING.  The Owner may arrange to have a regular amount of money
periodically  transferred  automatically  from the Fixed  Account  or one of the
Investment  Divisions  of the Policy to any other  Investment  Division(s).  Any
election  of  dollar  cost  averaging  must be for a period  of not less than 12
months.

ENTIRE CONTRACT. The Policy,  application,  supplemental  applications,  and any
applicable  riders,  endorsements  and  amendments  together  make up the entire
contract between You and the Company.

GRACE PERIOD.  This Policy will lapse 61 days after notice is mailed to You that
the  Withdrawal  Value of the Policy is below or equal to $0. This 61-day period
is the Grace Period.

If the Last Surviving Insured dies during the Grace Period,  any overdue Cost of
Insurance Charge and Annual Policy  Maintenance Charge will be deducted from any
Death Benefit Proceeds payable.

At the  beginning  of the  Grace  Period  We will  mail to You and any  assignee
written notice of the amount  necessary to continue this Policy in force through
the end of the Grace Period.  The amount  required will be a minimum amount that
will pay at least two months of Cost of Insurance  Charge plus any Annual Policy
Maintenance Charge due before the end of the Grace Period. If that amount is not
paid by the end of the Grace  Period,  the Policy will lapse  without  value and
coverage will end.

ILLUSTRATIONS.  Upon request We will provide You with an illustration projecting
future  benefits under this Policy.  We reserve the right to charge You for such
illustration, as stated on the Policy Data Page.

MISSTATEMENT  OF AGE OR  SEX.  If the  age or sex of  either  Insured  has  been
misstated,  the  benefits  available  under this  Policy will be those which the
Premiums paid would have purchased at the correct age and sex.

If the age of either  Insured is misstated in such a way that either Insured was
not eligible for coverage under this Policy,  Our liability under this Policy is
limited to a return of Premium(s)  paid, less any Debt and  withdrawals,  or the
Policy Value less any Debt, whichever is less.

MODIFICATION  OF POLICY.  Any change or waiver of the  provisions of this Policy
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 Policy.



                                       8
<PAGE>
- --------------------------------------------------------------------------------
                           GENERAL PROVISIONS (CONT'D)
- --------------------------------------------------------------------------------
To the extent  permitted by  applicable  laws and  regulations,  We may amend or
waive any portion of this Policy  without  notice or Your consent to comply with
any applicable federal or state laws, including but not limited to, requirements
for life insurance  policies under the Internal  Revenue Code (as amended).  You
have the right to refuse any such changes.  However, in such an event, We cannot
accept responsibility for the tax treatment of this Policy.

NONPARTICIPATING.  This Policy does not pay  dividends  nor does it share in the
surplus or revenue of the Company.

PAYMENT OF  PREMIUMS.  The first  Premium must be paid at or before issue of the
Policy.  No coverage  under this Policy will be provided prior to the payment of
the required Premium.

PROOF OF AGE, SEX OR  SURVIVAL.  The Company may require  satisfactory  proof of
correct age or sex,  as  applicable,  of an Insured at any time.  If any payment
under this Policy is contingent  upon an Insured,  Owner,  or Beneficiary  being
alive, the Company may require satisfactory proof of such survival.

REINSTATEMENT.  If  this  Policy  lapses  for  any  reason  other  than  a  full
withdrawal,  it may be  reinstated  within  three  years of the date this Policy
lapsed, subject to the following:

1.   Your written request for reinstatement is received at Our Service Center;
2.   You provide Us with satisfactory evidence of each Insureds' insurability at
     the same risk classification as at the time of issuance of the Policy;
3.   You  provide  payment of Premium  sufficient  to cover the past due Cost of
     Insurance Charges and any Annual Policy Maintenance Charge for the coverage
     provided  by  Us  during  the  Grace  Period,  plus  an  additional  amount
     sufficient  to keep the Policy in force for three  months after the date of
     reinstatement; and
4.   You provide payment, or agree to the reinstatement of any loans against the
     Policy,  including all past due interest on the loan from the date of lapse
     of this Policy to the date of reinstatement. The total reinstated Loan will
     be allocated at that time to the Loan Account.

The  effective  date of the  reinstatement  is the next  Business Day  following
approval by Us of Your application for reinstatement.

Any reinstatement will become incontestable during the lifetime of both Insureds
after two years from the date of such  reinstatement.  The basis for  contesting
any  reinstatement  will  be  limited  to  any  misrepresentations  made  in the
application for such reinstatement.

Once  reinstated,  We will  maintain the Death Benefit under the Policy at least
until the end of the three-month period after the Policy is reinstated.

The Death  Benefit of the  reinstated  Policy cannot exceed the Death Benefit at
the time of lapse.

                                       9
<PAGE>
- --------------------------------------------------------------------------------
                           GENERAL PROVISIONS (CONT'D)
- --------------------------------------------------------------------------------
The Policy Value on the reinstatement date will equal:
1.   The Policy Value at the time of lapse; plus
2.    Any  additional  amounts  paid  into the  Policy  that are not  considered
      payment of past due charges or loan repayments.

The  portion  of the  Policy  Value not  allocated  to the Loan  Account  on the
reinstatement  date will be allocated to the Investment  Divisions and the Fixed
Account according to Your most recent Premium allocation instructions.

The Withdrawal Charge in effect upon reinstatement will be the Withdrawal Charge
that existed on the date the Policy lapsed.

REPORTS.  The Company  will send You a report  about Your Policy 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 or We determine it
is no longer appropriate for the purposes of the Policy. 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 Policy 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  Policy  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  (other than  customary  weekend and
     holiday closings);
2.   Trading on the New York Stock Exchange is restricted;
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 Policy Owners.

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

SUICIDE. If either of the Insureds die by suicide,  while sane or insane, within
two years (one year for  residents of Colorado and North  Dakota) from the Issue
Date of the Policy, Our liability with respect to this Policy will terminate. We
will  return to You an  amount  equal to the  Premiums  paid,  adjusted  for any
partial withdrawals and any Debt.

If either of the Insureds die by suicide, while sane or insane, within two years
from the  effective  date of any increase in coverage (one year for residents of
Colorado and North  Dakota),  Our  liability  with respect to the increase  will
terminate.  We will return to You an amount equal to the Premiums  paid for such
increase  in  coverage,  adjusted  for any  partial  withdrawals  and  any  Debt
associated with such increase.

                                       10
<PAGE>
- --------------------------------------------------------------------------------
                           GENERAL PROVISIONS (CONT'D)
- --------------------------------------------------------------------------------
TAXABLE  STATUS.  If this Policy is not a modified  endowment  contract (MEC), a
request for a Policy change that would trigger a change to a MEC status will not
be processed unless You specify otherwise in writing. Such changes could include
a change in risk classification,  change in coverage,  withdrawal,  or any other
change specified in the Internal Revenue Code (as amended).

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

WRITTEN NOTICE. 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.












                                       11
<PAGE>
- --------------------------------------------------------------------------------
                      OWNERSHIP AND BENEFICIARY PROVISIONS
- --------------------------------------------------------------------------------
GENERAL.  During the  lifetime  of the  Insureds,  all rights  under this Policy
belong to the  Owner(s).  If the Policy  has Joint  Owners,  the  consent of all
Owners is required  for Policy  changes.  Upon the death of a Joint  Owner,  all
rights shall be vested in the surviving Owner(s).

CHANGE OF OWNERSHIP. The ownership of this Policy may be changed by the Owner(s)
at any time during either Insured's lifetime. Any change must be made by Written
Request to the Service Center.  A change will take effect on the date the notice
is signed.  However,  the change will not apply to any payments  made or actions
taken by Us before notice of such change is accepted and recorded at Our Service
Center.  If You change the  ownership,  you may have to pay income tax.  You are
encouraged to seek legal and/or tax advice.

BENEFICIARY.  The Owner may designate the Beneficiary(ies) to receive any amount
payable under this Policy on the Last Surviving  Insured's  death.  The original
Beneficiary(ies)  will be named in the  application.  If two or more persons are
named as Primary  Beneficiary(ies),  those surviving the Last Surviving  Insured
will share equally unless otherwise stated.

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 the change.

DEATH OF  BENEFICIARY.  The interest of any Beneficiary who dies before the Last
Surviving Insured will end at the death of the Beneficiary.  The interest of any
Beneficiary  who dies at the time of or within  ten days  after the death of the
Last Surviving Insured will also end if no Death Benefit Proceeds have been paid
to the Beneficiary.  If no Primary Beneficiary(ies)  survives the Last Surviving
Insured, benefits will be paid to any surviving Contingent Beneficiary(ies),  if
named,  in equal  shares,  unless  otherwise  stated.  If there are no surviving
Beneficiaries  at the death of the Last  Surviving  Insured,  the Death  Benefit
Proceeds will be paid to the Owner,  or the Owner's estate if the Owner does not
survive to receive payment.









                                       12
<PAGE>
- --------------------------------------------------------------------------------
                             ACCUMULATION PROVISIONS
- --------------------------------------------------------------------------------
SEPARATE ACCOUNT. The Separate Account is designated on the Policy Data Page. It
consists of assets We have set aside and have kept separate from the rest of Our
assets and those of Our other  separate  accounts.  These  Policy  assets in the
Separate  Account 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 variable life insurance
policies  supported by the Separate Account,  and not against any other policies
or 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  life  insurance  policies  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 Policy,  but in no event will such  valuation be less  frequent
than monthly.

INVESTMENT  DIVISIONS.  The Policy offers Investment  Divisions.  The Investment
Divisions available at issue are shown on the application.

ACCUMULATION  UNITS.  The  Separate  Account  Policy  Value  will  go up or down
depending on the performance of the Investment Division(s).  In order to monitor
the Separate  Account Policy Value, 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 Separate Account Policy Value,
such as  withdrawals,  Withdrawal  Charges,  transfers,  allocations to the Loan
Account, Annual Policy Maintenance Charges, and Cost of Insurance Charges result
in a redemption of Accumulation Units. However,  these adjustments do not affect
the value of the Accumulation Units.

When You make an  allocation  or transfer  to the  Investment  Division(s),  the
Company credits Your Policy with Accumulation  Units. The number of Accumulation
Units   credited  is  determined  by  dividing  the  amount   allocated  by  the
Accumulation  Unit  Value  for  that  Investment  Division  at the  close of the
Business Day.

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  value of assets held in the  particular  Investment
     Division;
2.   Subtracting from the amount any Daily Deductions; and
3.   Dividing this amount by the number of outstanding Accumulation Units.

FIXED ACCOUNT.  You may allocate  Premium or make transfers to the Fixed Account
while the Policy is in force, subject to the provisions of the Policy.

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 Policy.
o    Subsequent  amounts may be allocated to the Fixed  Account  pursuant to the
     terms of the Policy.

                                       13
<PAGE>
- --------------------------------------------------------------------------------
                        ACCUMULATION PROVISIONS (CONT'D)
- --------------------------------------------------------------------------------
o    On each Monthly Anniversary, the Cost of Insurance Charge is deducted based
     on the  proportion  that the Fixed  Account Value bears to the Policy Value
     less the Loan Account Value.
o    On each  Policy  Anniversary,  the  Annual  Policy  Maintenance  Charge  is
     deducted based on the proportion  that the Fixed Account Value bears to the
     Policy Value less the Loan Account Value.
o    On  each  Business  Day,  amounts  are  deducted  to  reflect  any  partial
     withdrawals,  Withdrawal Charges,  transfers,  and amounts allocated to the
     Loan Account, 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 the Company
prospectively declares from time to time, at the sole discretion of the Company.
The rate in effect at the time an  allocation  is made will be  applied to those
funds allocated to the Fixed Account until the next Policy Anniversary. The then
current rate  declared by the Company  will be applied to the Fixed  Account for
the next 12 months.  The Company  guarantees that it will credit interest to the
Fixed Account at not less 3% annually.  Subsequent  interest rates may be higher
or lower than those rates previously set by the Company.















                                       14
<PAGE>
- --------------------------------------------------------------------------------
                               TRANSFER PROVISIONS
- --------------------------------------------------------------------------------
GENERAL. A transfer is subject to the following:

1.   The maximum  number of transfers  and number of transfers  that may be made
     and are not subject to a Transfer Charge are shown on the Policy Data Page.
2.   A Transfer  Charge is deducted  from the  transferred  amount  prior to the
     allocation  to the new Policy  Option if a  transfer  exceeds  the  maximum
     number of free transfers, as stated on the Policy Data Page.
3.   You may not make a transfer until after the Allocation Date.
4.   The minimum and maximum  amounts that may be  transferred  are shown on the
     Policy Data Page.
5.   A transfer  will be  effective  as of the end of the  Business  Day when We
     receive a transfer  request  acceptable  to Us which  contains all required
     information.
6.   We are not liable for a transfer made in accordance with Your instructions.
7.   We reserve the right to restrict  the number of  transfers  per year and to
     restrict transfers from being made on consecutive Business Days.
8.   Your right to make transfers is subject to modification if We determine, in
     Our sole opinion,  that the exercise by one or more Owners is, or would be,
     to the  disadvantage  of other Owners.  Restrictions  may be applied in any
     manner  reasonably  designed to prevent any use of the transfer right which
     is  considered  by Us to be to the  disadvantage  of the  other  Owners.  A
     modification  could be applied to  transfers  to or from one or more of the
     Investment Divisions and could include, but may not be limited to:
     a.   The requirement of a minimum time period between each transfer;
     b.   Not accepting  transfer requests of any person acting under a power of
          attorney on behalf of more than one Owner; or
     c.   Limiting the dollar amount that may be  transferred by an Owner at any
          one time.
9.   During times of drastic economic or market conditions,  We may suspend Your
     transfer rights temporarily  without notice. We will,  however,  make every
     attempt to process Your request in a timely fashion.





                                       15
<PAGE>
- --------------------------------------------------------------------------------
                              WITHDRAWAL PROVISIONS
- --------------------------------------------------------------------------------
GENERAL.  After the Allocation Date and while this Policy is in force, the Owner
may withdraw all or part of the Withdrawal  Value under this Policy by informing
Us at Our Service Center.

A withdrawal may give rise to taxable income to You, and it is recommended  that
You seek competent tax advice before making any such withdrawal.

FULL WITHDRAWAL. For a full withdrawal, this Policy, or a Lost Policy Affidavit,
must be returned to Our Service Center along with the withdrawal request.

Upon full withdrawal, the Owner will receive the Withdrawal Value.

PARTIAL  WITHDRAWAL.  If the  withdrawal  request  does not  specify  from which
Investment  Division(s)  or the 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 request is processed.

WITHDRAWAL CHARGES. Each withdrawal from the Policy may be subject to Withdrawal
Charges,  in  accordance  with the table shown on the Policy Data Page and other
provisions  of this Policy.  Earnings  withdrawn  are not subject to  Withdrawal
Charges.

For purposes of the Withdrawal  Charge,  withdrawals are treated as coming first
from  Earnings,  and  then  from the  oldest  Remaining  Premium.  Any part of a
withdrawal  consisting  of Earnings  does not reduce  Remaining  Premium for the
purpose of calculating Withdrawal Charges. The Withdrawal Charge is based on the
Remaining  Premiums  withdrawn.  We will deduct the  Withdrawal  Charge from the
remaining  value in Your  Policy.  However,  in no case  will the  total  amount
received upon withdrawal be more than the Withdrawal Value.

FREE WITHDRAWAL  CHARGE AMOUNT.  Each Policy Year an amount of up to the greater
of 10% of any Remaining Premium paid as of the Business Day that the request for
withdrawal is received,  less any previous  withdrawals taken during that Policy
Year,  or 100% of Earnings  may be  withdrawn  without  incurring  a  Withdrawal
Charge.  Withdrawals  during  the  Policy  Year in excess of this  amount may be
subject to a Withdrawal  Charge.  The amount available for withdrawal under this
provision is not cumulative, and expires at the end of each Policy Year.

EFFECT OF WITHDRAWAL ON DEATH  BENEFIT.  When a partial  withdrawal is made, the
Death  Benefit under the Policy is decreased by an amount  proportionate  to the
reduction  in the  Policy  Value  caused by the  partial  withdrawal  (see Death
Benefit Provisions for further details).

Partial  withdrawals will not be permitted if the Death Benefit  reduction would
cause the Policy to fail to qualify as life insurance for federal tax purposes.


                                       16
<PAGE>
- --------------------------------------------------------------------------------
                             POLICY LOAN PROVISIONS
- --------------------------------------------------------------------------------
GENERAL.  After the  Allocation  Date, You may receive a loan from the Policy as
long as the Policy:

1. Is in force and is not in the Grace Period; and 2. Is properly assigned to Us
as the sole security for the loan.

We  reserve  the right to defer  granting  a loan for any  period  permitted  by
applicable law, but in no event will such period be more than six months.

A loan may give rise to taxable  income to You, and it is  recommended  that You
seek competent tax advice before the taking of any such loan.

LOAN AMOUNT AVAILABLE.  The maximum amount of any new loan taken is [90%] of the
Withdrawal Value in effect on the date We grant the loan.

LOAN  TYPES.  There are two types of loans  under  this  Policy.  Loans  against
Earnings  are  Preferred  Loans,  while all other loans are Regular  Loans.  For
purposes of  determining  the type of loan,  each loan will be treated as coming
first from Earnings, and then from Premium.

We will  determine  the  amount of a loan that is  Preferred  on the date of the
loan, and We will redetermine the total amount of Preferred Loans on each Policy
Anniversary.

LOAN ACCOUNT.  All amounts held as security for any loan will be  transferred to
an account known as the Loan Account.

Unless  otherwise  specified  by You,  the  loan  will be  processed  from  each
Investment  Division and Fixed  Account  proportionately  based on their current
value.

On each Policy  Anniversary,  if the Loan Account Value exceeds Debt, the excess
will be  transferred  from the Loan Account to the Fixed Account and  Investment
Division(s)  proportionately  based on their current value.  If Debt exceeds the
Loan Account Value,  the excess will be  transferred  from the Fixed Account and
Investment Division(s) on a proportionate basis to the Loan Account.

If at any time Debt  equals or  exceeds  the Policy  Value  less any  applicable
Withdrawal  Charge in effect  at that  time,  coverage  under  the  Policy  will
continue according to the terms of the Grace Period.

LOAN ACCOUNT VALUE.  On each Policy  Anniversary,  the Loan Account Value is set
equal to the Debt. During the Policy Year, the Loan Account Value on any date is
equal to the Loan Account  Value on the prior Policy  Anniversary,  plus any new
loans,  less any loan repayments  since the prior Policy  Anniversary,  plus any
credited interest.

LOAN  INTEREST  CHARGED.  Every loan on this Policy will accrue  interest at the
Policy Loan Rate as specified in the Policy Data Page.  Loan  interest is due on
the Policy  Anniversary.  Loan  interest  not paid when due will be added to the
loan principal.

                                       17
<PAGE>
- --------------------------------------------------------------------------------
                         POLICY LOAN PROVISIONS (CONT'D)
- --------------------------------------------------------------------------------
LOAN  INTEREST  CREDITED.  The Loan  Account  Value will be  credited  interest,
depending on the type of loan. See the Policy Data Page for the credited rates.

LOAN  REPAYMENT.  All or part of the Debt may be repaid at any time  while  this
Policy is in force.  To repay a loan in full,  the loan repayment must equal the
Debt.

Any payment received by Us which is intended as a loan repayment, rather than an
additional Premium payment, must be identified as such.

Loan Repayments will first be applied to all Regular Loans.

Upon receipt of any loan repayment amounts,  unless otherwise instructed,  funds
up to an amount equal to the Loan  Account  Value will be  transferred  from the
Loan Account to the Fixed  Account and  Investment  Division(s)  proportionately
based on their current value.

Failure to repay any loan or to pay any loan interest  will not  terminate  this
Policy  unless  the total  Debt  equals or  exceeds  the  Policy  Value less any
applicable Withdrawal Charges in effect at that time.







                                       18
<PAGE>
- --------------------------------------------------------------------------------
                            DEATH BENEFIT PROVISIONS
- --------------------------------------------------------------------------------
GENERAL.  If the Last Surviving  Insured dies while this Policy is in force, and
after the expiration of all Contestable  Periods,  We will pay the Death Benefit
Proceeds  to the  Beneficiary  within 60 days after We  receive  at Our  Service
Center due proof of the Last  Surviving  Insured's  death,  as well as all other
requirements We deem necessary.

The Death Benefit  Proceeds are  calculated on the date of payment and are equal
to:
1.   The Death Benefit; plus
2.   Any Rider  benefits  payable  as a result of the Last  Surviving  Insured's
     death; less
3.   Any Debt; less
4.   Any overdue Cost of Insurance Charge and Annual Policy  Maintenance  Charge
     if the Last Surviving Insured dies during the Grace Period.

If the Last Surviving Insured dies during a Contestable Period, We will complete
Our  investigation  and  determination  of  the  validity  of the  Policy  under
applicable law before any Death Benefit Proceeds are paid.

We will add interest to the  resulting  amount owed for the period from the date
of death to the date of payment,  as required by applicable law. We will compute
the  interest  at a rate We  determine,  but not less than the rate  required by
applicable law.

The  Death   Benefit   Proceeds   will  be  exempt   from  the   claims  of  the
Beneficiary's(ies') or assignees' creditors and from legal process to the extent
applicable law permits.

From the time of death of the Last  Surviving  Insured  until the Death  Benefit
Proceeds  are paid,  any amount  allocated  to an  Investment  Division  will be
subject   to   investment   risk.   This   investment   risk  is  borne  by  the
Beneficiary(ies).

DEATH  BENEFIT  CHANGES.  After the Policy is issued and while both Insureds are
alive, the Death Benefit can be increased at Your request.  We reserve the right
to limit the  number of  changes  which  can be made to the Death  Benefit  each
Policy Year.

To increase the coverage We will require additional Premium and may require:
1.   A new application requesting the increase; and
2.   Evidence of insurability of each Insured satisfactory to Us.

While either Insured is alive,  You may also request to decrease  coverage.  The
decrease will be subject to the guideline  premium  limitation as defined in the
Internal Revenue Code (as amended). Any such decrease will be limited so that no
additional  distribution  of the Policy  Value is  required  to comply  with the
guideline premium limitation.

PROTECTION OF BENEFITS. No Beneficiary may commute, encumber, alienate or assign
any payment under this Policy 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 to attach the same for  payment
thereof.

EFFECT OF PARTIAL  WITHDRAWAL ON DEATH BENEFIT.  A partial withdrawal will cause
the Death  Benefit to  decrease in direct  proportion  to the  reduction  in the
Policy Value.


                                       19
<PAGE>
- --------------------------------------------------------------------------------
                        DEATH BENEFIT PROVISIONS (CONT'D)
- --------------------------------------------------------------------------------
PAYMENT  OF  BENEFITS.  Any amount  payable  at the death of the Last  Surviving
Insured under this Policy will be paid in a single sum unless otherwise agreed.

NOTIFICATION  OF FIRST DEATH OF THE INSUREDS.  You must notify Us in writing and
give Us due proof of the first  death of an  Insured as soon as  possible  after
such death.

ELECTION OF PAYMENT  OPTIONS.  The Owner may elect or change any payment  option
during the lifetime of either Insured.  If no payment option is in effect at the
Last  Surviving  Insured's  death,  a  payment  option  may  be  elected  by the
Beneficiary.  The  election  or change  can be made by  Written  Request  to the
Company.

PAYMENT  OPTIONS.  In lieu of a single  lump-sum  payment,  one of the following
payment options, or other options made available by the Company,  may be elected
if the amount payable exceeds [$2,000].

OPTION 1 - BENEFITS  AT  INTEREST.  Benefits  may  remain on deposit  during the
lifetime of the payee or for a specified  period.  Interest on the benefits will
be paid annually, semi-annually, quarterly or monthly. The rate of interest will
be no less than [4%] per year.  All or part of the  benefits may be withdrawn at
any time.

OPTION  2 -  PAYMENT  FOR A  FIXED  PERIOD.  Benefits  may be  paid  in  annual,
semi-annual,  quarterly or monthly  payments until the benefits,  plus interest,
have been paid in full. The rate per [$1,000] of the monthly payment is shown in
the Payment  Option  Table.  The  present  value of any unpaid  payments  may be
withdrawn  at any time and will be paid if a payee dies before the last  payment
is made. If the payee dies before the  guaranteed  payments have been paid,  the
present  value  of  the  remaining   guaranteed  payments  will  be  paid  to  a
Beneficiary(ies)  as designated by the payee.  If no  Beneficiary(ies)  has been
designated,  the present  value of the  remaining  guaranteed  payments  will be
payable to the payee's estate.

OPTION 3 - LIFE INCOME. Benefits may be paid in annual,  semi-annual,  quarterly
or monthly  payments  during the  lifetime  of the  payee.  A minimum  number of
payments  may be  guaranteed  if desired.  The rate per  [$1,000] of the monthly
payment is shown in the  Payment  Option  Table.  Payment  under this  option is
subject to  satisfactory  proof to the  Company of the age of the payee.  If the
payee dies before the  guaranteed  payments have been paid, the present value of
the  remaining  guaranteed  payments  will  be  paid  to a  Beneficiary(ies)  as
designated by the payee. If no Beneficiary(ies) has been designated, the present
value of the  remaining  guaranteed  payments  will be  payable  to the  payee's
estate.

MINIMUM  PAYMENTS.  The minimum  payment  under Option 1 is [$100].  The minimum
payment  under  Options 2 and 3 is [$50].  The frequency of the payments will be
reduced so as to meet the minimums.

EXCESS  INTEREST.  Excess  interest  as  declared  by the Company may be used to
increase payments.


                                       20
<PAGE>
- --------------------------------------------------------------------------------
                        DEATH BENEFIT PROVISIONS (CONT'D)
- --------------------------------------------------------------------------------

AVAILABILITY  OF OPTIONS.  These options are not available if the Beneficiary is
an  assignee,   corporation,   partnership,   association,   trustee,  executor,
administrator, or any fiduciary.

BASIS OF  COMPUTATION.  The actuarial  basis for the Payment Option Table is the
Annuity 2000 Mortality Table with interest at [3%].

FREQUENCIES  OF  PAYMENTS.  The payments  shown in the Payment  Option Table are
monthly payments. Payments may be made annually, semi-annually or quarterly, and
are calculated by the Company as follows:

      NUMBER OF PAYMENTS                     METHOD OF
           PER YEAR                          CALCULATION
              One                          Monthly Payment
                                       Multiplied by [11.839]

              Two                          Monthly Payment
                                        Multiplied by [5.963]

             Four                         Monthly Payment
                                        Multiplied by [2.993]










                                       21
<PAGE>
- --------------------------------------------------------------------------------
                              PAYMENT OPTION TABLE
- --------------------------------------------------------------------------------
The  following  table is for a Policy whose net  benefits  are $1,000,  and will
apply pro rata to the amount payable under this Policy.

<TABLE>
<CAPTION>

    OPTION 2                                       MONTHLY INSTALLMENTS UNDER OPTION 3

  No. of  Monthly  Age      No. of Mos.     Age       No. of Mos.     Age     No. of Mos.     Age      No. of Mos.
  MonthlyInstall-  of         Certain       of          Certain       of        Certain       of         Certain
 Install-  ments  Payee                    Payee                     Payee                   Payee
   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>   <C>
    60    17.77    26     3.08 3.08  3.07   63     5.35  5.20  4.72   26   2.99  2.99 2.98    63    4.89  4.81  4.54
    72    15.02    27     3.10 3.10  3.09   64     5.50  5.32  4.79   27   3.01  3.01 3.00    64    5.02  4.93  4.61
    84    13.06    28     3.13 3.12  3.12   65     5.66  5.46  4.85   28   3.03  3.03 3.02    65    5.15  5.05  4.68
    96    11.59    29     3.15 3.15  3.14   66     5.83  5.59  4.91   29   3.05  3.05 3.04    66    5.30  5.17  4.75
   108    10.45    30     3.18 3.17  3.16   67     6.02  5.74  4.97   30   3.07  3.07 3.06    67    5.45  5.30  4.82
   120     9.54    31     3.20 3.20  3.19   68     6.21  5.89  5.03   31   3.09  3.09 3.09    68    5.61  5.45  4.89
   132     8.80    32     3.23 3.23  3.22   69     6.42  6.04  5.08   32   3.12  3.12 3.11    69    5.79  5.59  4.96
   144     8.18    33     3.26 3.26  3.24   70     6.65  6.20  5.13   33   3.14  3.14 3.13    70    5.98  5.75  5.02
   156     7.65    34     3.29 3.29  3.27   71     6.88  6.36  5.18   34   3.17  3.17 3.16    71    6.19  5.91  5.08
   168     7.20    35     3.33 3.32  3.30   72     7.14  6.53  5.22   35   3.20  3.19 3.18    72    6.41  6.08  5.13
   180     6.82    36     3.36 3.35  3.33   73     7.41  6.70  5.26   36   3.22  3.22 3.21    73    6.65  6.26  5.19
   192     6.48    37     3.40 3.39  3.37   74     7.70  6.87  5.29   37   3.25  3.25 3.24    74    6.92  6.44  5.23
   204     6.18    38     3.43 3.43  3.40   75     8.00  7.04  5.32   38   3.29  3.28 3.27    75    7.20  6.63  5.27
   216     5.92    39     3.47 3.47  3.44   76     8.33  7.22  5.35   39   3.32  3.31 3.30    76    7.51  6.83  5.31
   228     5.68    40     3.51 3.51  3.47   77     8.69  7.39  5.37   40   3.35  3.35 3.33    77    7.84  7.03  5.34
   240     5.47    41     3.56 3.55  3.51   78     9.07  7.57  5.39   41   3.39  3.38 3.37    78    8.20  7.23  5.37
   252     5.28    42     3.60 3.59  3.55   79     9.47  7.74  5.41   42   3.43  3.42 3.40    79    8.59  7.43  5.39
   264     5.11    43     3.65 3.64  3.59   80     9.91  7.91  5.42   43   3.47  3.46 3.44    80    9.01  7.62  5.41
   276     4.95    44     3.70 3.69  3.63   81    10.37  8.07  5.43   44   3.51  3.50 3.47    81    9.47  7.82  5.42
   288     4.81    45     3.75 3.74  3.68   82    10.87  8.22  5.44   45   3.55  3.54 3.51    82    9.96  8.00  5.43
   300     4.67    46     3.81 3.79  3.72   83    11.40  8.37  5.45   46   3.60  3.59 3.55    83   10.50  8.18  5.44
                   47     3.87 3.84  3.77   84    11.97  8.51  5.46   47   3.64  3.63 3.60    84   11.08  8.35  5.45
                   48     3.93 3.90  3.82   85    12.57  8.64  5.46   48   3.69  3.68 3.64    85   11.71  8.51  5.46
                   49     3.99 3.96  3.87   86    13.22  8.76  5.46   49   3.75  3.73 3.69    86   12.39  8.65  5.46
                   50     4.05 4.02  3.92   87    13.90  8.87  5.47   50   3.80  3.79 3.74    87   13.12  8.78  5.47
                   51     4.12 4.09  3.98   88    14.63  8.97  5.47   51   3.86  3.84 3.79    88   13.90  8.89  5.47
                   52     4.20 4.16  4.03   89    15.40  9.06  5.47   52   3.92  3.90 3.84    89   14.72  9.00  5.47
                   53     4.27 4.23  4.09   90    16.22  9.14  5.47   53   3.99  3.97 3.89    90   15.58  9.09  5.47
                   54     4.35 4.31  4.15   91    17.09  9.21  5.47   54   4.06  4.03 3.95    91   16.49  9.17  5.47
                   55     4.44 4.38  4.21   92    18.02  9.28  5.47   55   4.13  4.10 4.01    92   17.43  9.24  5.47
                   56     4.53 4.47  4.27   93    19.00   9.34 5.47   56   4.21  4.18 4.07    93   18.42  9.30  5.47
                   57     4.63 4.56  4.33   94    20.04  9.39  5.47   57   4.29  4.25 4.13    94   19.44  9.36  5.47
                   58     4.73 4.65  4.40   95    21.17  9.43  5.47   58   4.37  4.33 4.19    95   20.51  9.40  5.47
                   59     4.84 4.75  4.46   96    22.38  9.46  5.47   59   4.47  4.42 4.26    96   21.64  9.44  5.47
                   60     4.95 4.85  4.53   97    23.70  9.49  5.47   60   4.56  4.51 4.33    97   22.86  9.47  5.47
                   61     5.07 4.96  4.59   98    25.18  9.51  5.47   61   4.67  4.61 4.40    98   24.20  9.50  5.47
                   62     5.21 5.08  4.66   99    26.85  9.52  5.47   62   4.78  4.71 4.47    99   25.71  9.51  5.47
</TABLE>

LAST SURVIVOR MODIFIED SINGLE
PREMIUM VARIABLE LIFE INSURANCE
POLICY. DEATH BENEFIT. PERIOD OF
COVER NOT GUARANTEED.
NONPARTICIPATING.

                                       22

                                                                       EX-99.A10

Jackson National Life Insurance Company
For application questions or assistance,
please call 800/766-4683 (7:00 a.m. to 6:00 p.m. MT).

Application for
Perspective Lifesm
USE DARK INK ONLY



         1.       Proposed Insured
Name (first, middle initial, and last)
Street Address             Apt. No.
City, State, and ZIP
Date of Birth     State of Birth    Sex
         /        /        n M      n F
Social Security Number
     /      /

         2.       Proposed Second Insured (Complete if applicable.)


Name (first, middle initial, and last)
Street Address             Apt. No.
City, State, and ZIP
Date of Birth     State of Birth    Sex
         /        /        n M      n F
Social Security Number
     /      /

         3.  Owner  (If  other  than  Proposed  Insured[s].)  (If  there are two
Insureds, the policy will be owned jointly unless otherwise specified below.)

Name (first, middle initial, and last)
Street Address             Apt. No.
City, State, and ZIP
Relationship to Proposed Insured(s)         E-mail Address

Social Security Number or Tax I.D. No.

         4.       Beneficiary -- Indicate % share

The  beneficiary  of the Second  Insured (if  applicable)  shall be the Insured,
unless specified otherwise in Section 5.

Name of Primary Beneficiary(ies)    Relationship(s)  %

Name of Contingent Beneficiary(ies)         Relationship(s)   %


         5. Special  Requests and Remarks (Not  applicable in  Pennsylvania  and
West Virginia.)



         6.       Insurance Applied for
         Amount of Insurance                Premium
6a.      $        6b.      $
6c.      Will the proposed policy replace any existing annuity or life insurance
policy?  n Yes     n No
         If "Yes," list the following:
         Name of transferring company
         Policy number
         Approximate amount $
         My Request for Transfer
         or Exchange of Assets form is attached.     n Yes
6d.      Please check one if applicable.
         n I have enclosed a check for my initial payment of $ , and I have read
and received a copy of the Temporary Insurance Agreement.
         n My initial payment will be transferred from the company named in 6c.

         7.       Premium Allocation (Whole percentages -- must total 100%)
Separate Account Investment Division Options
         %        JNL(R)/Janus Aggressive Growth
         %        JNL/Janus Capital Growth
         %        JNL/Janus Global Equities
         %        JNL/Alger Growth
         %        JNL/Eagle Core Equity
         %        JNL/Eagle SmallCap Equity
         %        JNL/J.P. Morgan Enhanced S&P 500(R)Index
         %        JNL/Putnam Growth
         %        JNL/Putnam Value Equity
         %        PPM America/JNL Balanced
         %        PPM America/JNL High Yield Bond
         %        PPM America/JNL Money Market
         %        Salomon Brothers/JNL Global Bond
         %        Salomon Brothers/JNL U.S. Government & Quality Bond
         %        T. Rowe Price/JNL Established Growth
         %        T. Rowe Price/JNL International Equity Investment
         %        T. Rowe Price/JNL Mid-Cap Growth
         %        JNL/First Trust The DowSM Target 10
         %        JNL/S&P  Conservative  Growth I
         %        JNL/S&P Moderate Growth I
         %        JNL/S&P Aggressive Growth I
         %        JNL/S&P Very Aggressive Growth I
         %        JNL/S&P Equity Growth I
         %        JNL/S&P Equity Aggressive Growth I
Fixed Account Option                %

         8.       Rebalancing
I  (We)  authorize  the  Company  to  rebalance  our  accounts  to  the  current
allocation.
Rebalancing should occur (choose one):
n Monthly   n Quarterly   n Semiannually   n Annually
Beginning on ____/____/____ (mm/dd/yyyy)
         9.       Dollar-Cost Averaging

I (We)  authorize  the Company to transfer  the  following  amount as  indicated
below. Transfers are available from all accounts. Minimum transfer is $100.
Transfer Frequency (choose one):
n Monthly   n Quarterly   n Semiannually   n Annually
Make the first transfer on ____/____/____ (mm/dd/yyyy)
         From     To       Amount
                                    $
                                    $
                                    $
                                    $
         10.      Authorization for
                  Electronic Transactions (Please initial)
I (We) hereby authorize electronic  transactions,  subject to the conditions set
forth below: (If election is left blank, the Company

         Yes      No       will assume "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.
         11.      Proposed Insureds' Information
0
11a.     Insured's Employer
11b.     Insured's Annual Income    11c.    Insured's Net Worth
         $                 $
11d.     Second Insured's Employer (if applicable)

11e.     Second Insured's Annual Income     11f.     Second Insured's Net Worth
         $                 $

11g.     Have you ever been declined for life insurance?
                  Insured  n Yes    n No    2nd Insured       n Yes    n No
         11h.     Have you ever had, or been treated by a member of the
medical profession for, cancer (other than basal cell skin
cancer),  melanoma, any immunodeficiency disease, diabetes treated with insulin,
heart attack or disease, stroke, or any disorder of the central nervous system?
                  Insured  n Yes    n No    2nd Insured       n Yes    n No
         11i.  Have you within the past 5 years had or been  treated by a member
of the  medical  profession  for kidney  failure,  liver  disorder,  respiratory
disease, muscular disorder, mental or nervous disorder,  Alzheimer's disease, or
alcohol or drug abuse?
                  Insured  n Yes    n No    2nd Insured       n Yes    n No
         11j. To the best of your knowledge and belief, do you have, or have you
ever been told you have, or been treated (by a member of the medical profession)
for acquired immune deficiency syndrome (AIDS),  AIDS-Related  Complex (ARC), or
AIDS related conditions?
                  Insured n Yes n No 2nd Insured n Yes n No 11k. Have you smoked
         cigarettes within the past 12 months?
                  Insured  n Yes    n No    2nd Insured       n Yes    n No
Details to any "Yes"  answers above  (including  diagnosis,  treatment,  result,
date, duration, and physician's name and address).



11l. If we are unable to issue a life insurance  policy,  do you wish to receive
information about an annuity contract?
                  Insured  n Yes    n No    2nd Insured       n Yes    n No

         12. Suitability To be completed by the Owner(s).
12a. Do you believe that the policy  applied for in this  application  will meet
your insurance and financial objectives?
                  n Yes    n No
12b. Do you  understand  that the death  benefit,  policy value,  and withdrawal
value may increase or decrease, depending on the experience of the Fixed Account
and Separate Accounts?
                  n Yes    n No
12c. Do you understand  that the initial  premium will be allocated to the money
market account upon issue of the policy until the Allocation Date?
                  n Yes    n No
12d.     Did you receive a copy of the prospectus?
                  n Yes    n No
Date of prospectus _____/_____/_____ (mm/dd/yyyy)

         13.    Acknowledgement, Agreements, Representations, and Authorizations
13a.     Owner's Statement
         By signing this  Application,  I acknowledge that (please check the one
         that  applies):  n I did  receive  an  illustration  that  matches  the
         coverage  applied  for. n The  coverage  applied for  differs  from the
         coverage illustrated.
         n I did not receive an illustration.
13b.     Agreements and Representations
         General
         I represent to the best of my knowledge and belief that all information
in this Application,  and all additions to this Application  including,  but not
limited  to,  examination  reports,  questionnaires,  and  amendments  are true,
complete and correctly  recorded.  I  acknowledge  that the Company will rely on
this information to determine  whether,  and on what terms, to issue a policy. I
understand that if any information is false, incomplete or incorrectly recorded,
any  policy  issued  may be  void.  I have  received  and  read  the  Notice  of
Disclosure,  Insurance  Information  Practices,  Fair Credit  Reporting Act, and
Medical  Information  Bureau  Notice.  I have  received and read the  Disclosure
Statement for terminal  illness rider. I (We) certify the Social Security or Tax
Identification number shown in this application is correct.
         Limits of Authority
         I understand  that no sales  producer/representative  is  authorized to
accept risks or bind coverage,  decide  insurability,  modify the Application or
the policy, or waive any of the Company's rights or requirements.
         When Coverage Takes Effect
         I agree that insurance coverage under the policy I am applying for will
not take  effect  until  the  Policy  Issue  Date,  and then  only if all of the
information  provided in the Application,  and all additions to the Application,
continues to be true and complete as of the Issue Date. However, commencement of
coverage is subject to the  following  conditions:  (1)  Coverage  will not take
effect until the date the premium is received by the  Company,  and then only if
all of the  information  provided in the  Application,  and any additions to the
Application  continue to be true and  complete as of that date;  (2) If a Health
Certificate is required, coverage will not take effect until the Certificate has
been truthfully and accurately  completed and signed by the Proposed Insured(s),
and  reviewed  and  approved by the  Company.  I  understand  that if any of the
information  provided in the  Application,  or any additions to the Application,
changes prior to coverage  becoming  effective as set forth above, I must inform
the Company in  writing,  and no  coverage  will be in effect  until the Company
determines whether to provide coverage and on what terms.
         Authorization
         I authorize any physician, medical practitioner,  hospital or medically
related facility,  insurance  company,  the Medical  Information Bureau ("MIB"),
credit  bureau(s),  employers,  or any other institution or person to release to
Jackson National Life Insurance Company, or to its reinsurers, if they choose to
request such information,  any records or knowledge of conditions related to the
following:
         My  mental  or  physical  health,   including,   but  not  limited  to,
information  regarding  my HIV status,  including  all test records and results;
other insurance coverage;  hazardous activities;  character; general reputation;
mode of living; finances; vocation; and other personal traits for the purpose of
verifying  information sworn on this application,  and to determine  eligibility
for insurance.  I understand that information  obtained will only be released to
reinsurers,  the  MIB,  or  those  performing  services  in  connection  with my
Application or claim or as lawfully required. I agree that this authorization is
valid for 26 months,  that a photocopy  of it is as valid as the  original,  and
that I or an authorized representative may request a copy of this authorization.

Signed at (city/state)              Date    Signature of Parent or Guardian
                                            (if necessary)
Signature of Proposed Insured               Producer/Representative's Name
                                            (please print)
Signature of Proposed Second Insured        Signature of Producer/Representative
Signature of Owner(s) (if other than Proposed Insured)

PLEASE NOTE (NOT APPLICABLE IN OREGON, AND VIRGINIA):  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 an Owner(s) or claimant
for the  purpose of  defrauding,  or  attempting  to  defraud,  the  Owner(s) 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.  NEW JERSEY RESIDENTS:  Any person who
includes any false or misleading  information on an insurance  policy is subject
to criminal and civil penalties.

         14.      Contact Information

A representative of Jackson National Life(R) may contact you for an interview to
help determine your  eligibility  for this coverage.  For future  communication,
please provide the following information:
         Proposed Insured  Proposed Second Insured
         Best Time to Call
         Next Best Time
         Best Day to Call
         Next Best Day
         Please Call at    n Home   n Business       n Home    n Business
         Home Phone
         Business Phone
         Fax Number
         E-Mail Address

         15. Producer/Representative Use Only

15a.     Does the  policy  applied  for  replace  an  existing  annuity  or life
         insurance  policy?  n Yes n No If "Yes,"  attach  replacement  forms as
         required.
15b.     Producer/Representative's Statement
         By signing this  Application,  I acknowledge that (please check the one
         that applies):  n The coverage illustrated matches the coverage applied
         for. n The coverage applied for differs from the coverage illustrated.
         n I did not provide an illustration.
I acknowledge and represent that: (1) I read each question on the Application in
English,  or in another  language  understood  by the Proposed  Insured(s),  and
accurately  recorded  his/her  responses;  (2) I am not  aware of any  requested
information that was not disclosed or was misrepresented on the Application; and
(3) all information provided on this Report, or in response to Company inquiries
about the Application or the Proposed Insured(s) is true and correct to the best
of my knowledge and belief.  I have given the Proposed  Insured(s) the Notice of
Disclosure  of  Information.  I certify that I am  authorized  and  qualified to
discuss the Policy herein applied for. I have determined that this is a suitable
transaction for the Proposed Insured(s).

Signature of Producer/Representative                 Date     Broker/Dealer Name
Printed Name of Producer/Representative     Producer/Representative No.
                                            Broker/Dealer No.
Telephone No.     Fax No.  E-Mail Address   Option (please check one)
(      ) (      )          n A      n B     n C

Temporary Insurance Agreement
MAKE CHECKS PAYABLE ONLY TO JACKSON NATIONAL LIFE INSURANCE COMPANY

PREMIUM CANNOT BE ACCEPTED if any Proposed Insured is over age 80.
Received from              the sum of $              on this date____/____/____.
________

(Any reference in this Temporary Insurance Agreement to the Proposed Insured(s),
the policy,  or an amount applied for,  refers to the Proposed  Insured(s),  the
policy and the amount  applied for on the  Application  to which this  Temporary
Insurance  was  originally   attached.)
(producer's  initials)
COVERAGE
This Agreement  provides life insurance  coverage on a temporary basis, but only
if all conditions are met and then only to the extent of the LIMITS OF COVERAGE.
Upon due  proof of death of the  Proposed  Insured  while  coverage  under  this
Agreement is in force,  the Company will pay the benefits due the  beneficiaries
listed on the  Application to which this  Agreement was attached.
CONDITIONS
1. The  answers  in all parts of the  Application  and any  medical  examination
report, Application supplement or amendment, must be true and complete as to all
material facts.
2. You must never have been  treated  for,  or been  advised by, a member of the
medical  profession  to seek  treatment  for:  shortness  of breath,  emphysema,
chronic respiratory disorder, chest pains, discomfort or tightness of the chest,
palpitations, heart attack, any disorder of the heart, lymph glands, enlargement
of lymph nodes (glands),  a tumor, cancer, any immunological  disorder,  drug or
alcohol abuse, or acquired immune deficiency syndrome (AIDS).

3. A check or money order for the premium,  for the plan  applied  for,  must be
submitted with the Application to which this Temporary  Insurance  Agreement was
attached.  A check or money order returned for insufficient  funds, or otherwise
uncollectable,  will  void this  Agreement.
IF the above CONDITIONS are met, Temporary  Insurance shall begin on the date of
this Agreement.
LIMITS  OF COVERAGE -- $500,000 OR LESS
Temporary  Insurance based on this Agreement,  and all other Temporary Insurance
Agreements  issued by the Company insuring the life of the Proposed  Insured(s),
is limited to $500,000 or the amount applied for in the  Application,  WHICHEVER
IS LESS. If more than one Temporary  Insurance Agreement insures the life of the
Proposed  Insured(s),  and the total amount  applied for exceeds  $500,000,  the
beneficiaries  under each Agreement shall receive a  proportionate  share of the
total limit of $500,000 based on the amounts applied for in each Application.
If the premium  submitted with the Application  and any other  Application for a
policy on the life of the Proposed  Insured(s) would purchase more than $500,000
of coverage  based on the plan and premium  mode  applied  for, and the Proposed
Insured(s)  dies while this  Agreement is in force,  the Company will refund the
portion of the premium that would have purchased coverage in excess of $500,000.
Last  Survivor  Policy  -- If the  Application  is for a Last  Survivor  policy,
Temporary  Insurance  benefits  will be  payable  only  upon  the  death of both
Proposed Insureds while coverage under this Agreement is in force.
Suicide -- If the  Proposed  Insured(s)  dies by  suicide  while sane or insane,
while  coverage  under this  Agreement  is in force,  the amount  payable by the
Company will be equal to the premium(s) paid.

WHEN
COVERAGE TERMINATES  Temporary Insurance shall terminate  automatically,  and no
coverage will be provided on the earliest of:
1. The date the Company offers to issue a policy on a substandard basis;
2.  The date the  Applicant  advises  the  Company  that he or she is no  longer
interested in obtaining the policy applied for;
3. The date the  Company  returns any  premium  paid and/or  declines to issue a
policy;
4. The date the  coverage  under the policy  becomes  effective  pursuant to the
terms of the Application;
5. The date the  Applicant  fails or  refuses to
accept  delivery of a policy which has not become  effective;  or
6. Ninety (90) days after the date of this Agreement.

THIS  AGREEMENT IS NOT A BINDER.  NO  PRODUCER/REPRESENTATIVE  IS  AUTHORIZED TO
ACCEPT RISKS OR BIND  COVERAGE,  DECIDE  INSURABILITY,  MODIFY THE TERMS OF THIS
AGREEMENT, OR WAIVE ANY OF THE COMPANY'S RIGHTS OR REQUIREMENTS.

Signed at (city/state)              Date    Signature of Parent or Guardian
                                            (if necessary)
Signature of Proposed Insured               Producer/Representative's Name
                                            (please print)
Signature of Proposed Second Insured        Signature of Producer/Representative
Signature of Owner(s) (if other than Proposed Insured)
V3402    12/99

Jackson National Life Insurance Company
For application questions or assistance,
please call 800/766-4683 (7:00 a.m. to 6:00 p.m. MT).0

(Leave with applicant)

DISCLOSURE STATEMENT FOR TERMINAL ILLNESS BENEFIT RIDER

DEATH BENEFITS WILL BE REDUCED IF A TERMINAL ILLNESS BENEFIT IS PAID

This  Disclosure  Statement  is  intended  to provide  you with a summary of the
Terminal Illness Benefit feature. This feature provides a benefit payment to the
Owner(s), in the event the Proposed Insured(s) incurs a terminal illness,  equal
to any  requested  amount from 25% to 100% (or  $250,000 if less) of your policy
death benefit less 1) an interest  discount for 12 months and 2) any outstanding
policy loan and loan interest due and unpaid, multiplied by a benefit ratio; and
3) any amount due and unpaid  during a policy's  grace period which applies to a
period before the date of entitlement;  and 4) an administrative  expense charge
not to exceed $100. After the payment of a Terminal Illness Benefit,  the policy
will be subject to the following adjustments:
         1) The death  benefit,  gross  premium,  policy  value,  and  remaining
premium  will be  reduced  by a benefit  ratio  equal to the  requested  benefit
divided by the policy death benefit.
         2) Any  outstanding  loan  and loan  interest  will be  reduced  by the
portion of the loan repaid by any payment of a benefit under this rider.

                       Remaining        Policy   Death    Outstanding
                       Premium Value    Benefit  Loan
    Example: Before Terminal Illness Benefit    $1,000   $5,000   $100,000$2,000
             After Terminal Illness Benefit     $  800   $4,000   $ 80,000$1,600
Requested         Interest         Admin.   Benefit
Benefit  Discount Loan     Fee     Amount
$20,000           - $1,481         - $400            - $100   =        $18,019
This example assumes a benefit request of 20% of the death benefit or $20,000, a
discounted interest rate of 8% and administrative fee of $100.

PLEASE NOTE THE FOLLOWING:
       1) No  producer/representative  has the  authority to alter or add to the
provisions set forth above.
       2) The  Terminal  Illness  Benefit does not become  effective  unless the
Proposed  Insured's(s')  terminal illness first manifests itself on or after the
30th day following the policy issue date.
       3) This Terminal Illness Benefit is payable only once.
       4) Payment of a Terminal  Illness  Benefit  could  adversely  affect your
eligibility for Medicaid or other government  benefits or entitlements.  Because
Terminal Illness Benefits may be taxable,  you should consult with your personal
tax adviser.

V2047    12/99

NOTICE OF DISCLOSURE OF INFORMATION

Information  regarding your insurability will be treated as confidential  except
that Jackson National Life Insurance Company or its reinsurers, may make a brief
report to the Medical Information Bureau, a nonprofit membership organization of
life insurance companies which operates an information exchange on behalf of its
members.  Upon  request by another  member  insurance  company to which you have
applied  for life or health  insurance,  or to which a claim is  submitted,  the
Medical  Information Bureau will supply such company with the information it may
have in its files. Jackson National Life Insurance Company or its reinsurers may
also  release  information  in its  file to its  reinsurers  and to  other  life
insurance  companies to which you may apply for life or health insurance,  or to
which a claim is  submitted.  Upon  receipt of a request  from you,  the Medical
Information  Bureau will arrange  disclosure of any  information  it may have in
your file. If you question the accuracy of information in the Bureau's file, you
may seek  correction in accordance  with the procedures set forth in the Federal
Fair Credit  Reporting  Act. The address of the Bureau's  information  office is
Post Office Box 105, Essex Station, Boston, Massachusetts 02112; telephone (617)
426-3660.  Federal law requires you to be advised that in  connection  with your
application  for insurance,  an  investigative  consumer  report may be prepared
whereby information is obtained through personal interviews with your neighbors,
friends or others with whom you are acquainted. Such reports are usually part of
the process of evaluating  risks for life and health  insurance.  Inquiry may be
made into your character, general reputation, personal characteristics, and mode
of living.  It is possible that a representative of a firm employed to make such
reports may call upon you in person. You have the right to request disclosure of
the nature and scope of the investigation  upon your written request made within
a reasonable time after receipt of this notice. Information obtained through the
above  inquiries  is not  designed  to  establish  the sexual  orientation  of a
Proposed Insured(s), and no such inquiry will be made.

V3403    12/99

V3400A   12/99

Temporary Insurance Agreement
(Leave with applicant)

MAKE CHECKS PAYABLE ONLY TO JACKSON NATIONAL LIFE INSURANCE COMPANY


PREMIUM CANNOT BE ACCEPTED if any Proposed Insured is over age 80.

Received from       the sum of $        on this date____/____/____.
________

(Any reference in this Temporary Insurance Agreement to the Proposed Insured(s),
the policy,  or an amount applied for,  refers to the Proposed  Insured(s),  the
policy and the amount  applied for on the  Application  to which this  Temporary
Insurance was originally attached.)


COVERAGE
This Agreement  provides life insurance  coverage on a temporary basis, but only
if all conditions are met and then only to the extent of the LIMITS OF COVERAGE.
Upon due  proof of death of the  Proposed  Insured  while  coverage  under  this
Agreement is in force,  the Company will pay the benefits due the  beneficiaries
listed on the  Application to which this  Agreement was attached.
CONDITIONS
1. The  answers  in all parts of the  Application  and any  medical  examination
report, Application supplement or amendment, must be true and complete as to all
material facts.
2. You must never have been  treated  for,  or been  advised by, a member of the
medical  profession  to seek  treatment  for:  shortness  of breath,  emphysema,
chronic respiratory disorder, chest pains, discomfort or tightness of the chest,
palpitations, heart attack, any disorder of the heart, lymph glands, enlargement
of lymph nodes (glands),  a tumor, cancer, any immunological  disorder,  drug or
alcohol abuse, or acquired immune deficiency syndrome (AIDS).
3. A check or money order for the premium,  for the plan  applied  for,  must be
submitted with the Application to which this Temporary  Insurance  Agreement was
attached.  A check or money order returned for insufficient  funds, or otherwise
uncollectable,  will  void this  Agreement.  IF the  above  CONDITIONS  are met,
Temporary  Insurance  shall  begin  on the  date of this  Agreement.
LIMITS  OF COVERAGE -- $500,000 OR LESS
Temporary  Insurance based on this Agreement,  and all other Temporary Insurance
Agreements  issued by the Company insuring the life of the Proposed  Insured(s),
is limited to $500,000 or the amount applied for in the  Application,  WHICHEVER
IS LESS. If more than one Temporary  Insurance Agreement insures the life of the
Proposed  Insured(s),  and the total amount  applied for exceeds  $500,000,  the
beneficiaries  under each Agreement shall receive a  proportionate  share of the
total limit of $500,000 based on the amounts applied for in each Application.
If the premium  submitted with the Application  and any other  Application for a
policy on the life of the Proposed  Insured(s) would purchase more than $500,000
of coverage  based on the plan and premium  mode  applied  for, and the Proposed
Insured(s)  dies while this  Agreement is in force,  the Company will refund the
portion of the premium that would have purchased coverage in excess of $500,000.
Last  Survivor  Policy  -- If the  Application  is for a Last  Survivor  policy,
Temporary  Insurance  benefits  will be  payable  only  upon  the  death of both
Proposed Insureds while coverage under this Agreement is in force.
Suicide -- If the  Proposed  Insured(s)  dies by  suicide  while sane or insane,
while  coverage  under this  Agreement  is in force,  the amount  payable by the
Company will be equal to the premium(s) paid.
WHEN COVERAGE TERMINATES
Temporary  Insurance  shall  terminate  automatically,  and no coverage  will be
provided on the earliest of:
1. The date the Company offers to issue a policy on a substandard basis;
2.  The date the  Applicant  advises  the  Company  that he or she is no  longer
interested in obtaining the policy applied for;
3. The date the  Company  returns any  premium  paid and/or  declines to issue a
policy;
4. The date the  coverage  under the policy  becomes  effective  pursuant to the
terms of the Application;
5. The date the Applicant  fails or refuses to accept delivery of a policy which
has not  become  effective;  or 6.  Ninety  (90)  days  after  the  date of this
Agreement.

THIS  AGREEMENT IS NOT A BINDER.  NO  PRODUCER/REPRESENTATIVE  IS  AUTHORIZED TO
ACCEPT RISKS OR BIND  COVERAGE,  DECIDE  INSURABILITY,  MODIFY THE TERMS OF THIS
AGREEMENT, OR WAIVE ANY OF THE COMPANY'S RIGHTS OR REQUIREMENTS.

V3402    12/99

                                                                       EX-99.A11

                                POWER OF ATTORNEY

         KNOW ALL MEN BY  THESE  PRESENTS,  that  each of the  undersigned  as a
director  and/or  officer  of  JACKSON  NATIONAL  LIFE  INSURANCE  COMPANY  (the
Depositor), a Michigan corporation, hereby appoints Andrew B. Hopping, Thomas J.
Meyer and Robert P. Saltzman  (with full power to each of them to act alone) his
attorney-in-fact   and  agent,   each  with  full  power  of  substitution   and
resubstitution, for and in his name, place and stead, in any and all capacities,
to  execute,  deliver  and  file in the  names  of the  undersigned,  any of the
documents  referred to below  relating to the  registration  statements  on Form
N-8B2, under the Investment Company Act of 1940, as amended,  and Form S-6 under
the  Securities  Act of 1933, as amended,  or any successor  form adopted by the
Securities and Exchange  Commission covering the registration of a Variable Life
Insurance   Policy  issued  by  Jackson   National   Separate  Account  IV  (the
Registrant),  including the initial  registration  statements,  any amendment or
amendments  thereto,  with all exhibits and any and all documents required to be
filed  with  respect  thereto  with  any  regulatory  authority.   Each  of  the
undersigned grants to each of said attorney-in-fact and agent, full authority to
do every act necessary to be done in order to effectuate  the same as fully,  to
all intents and purposes as he could do in person,  thereby  ratifying  all that
said  attorney-in-fact  and agent, may lawfully do or cause to be done by virtue
hereof.

         This Power of Attorney  may be  executed  in one or more  counterparts,
each of which  shall be  deemed  to be an  original,  and all of which  shall be
deemed to be a single document.

         IN WITNESS  WHEREOF,  each of the  undersigned  director and/or officer
hereby executes this Power of Attorney as of the 31st day of March 2000.

/s/ Jonathan Bloomer
- --------------------------------------
Jonathan Bloomer, Director

/s/ Robert P. Saltzman
- --------------------------------------
Robert P. Saltzman, President, Chief
Executive Officer and Director

/s/ Clark P. Manning
- --------------------------------------
Clark P. Manning, Chief Operating Officer
and Director

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


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