MONY VARIABLE ACCOUNT A, 485BPOS, 1995-04-27

MONY VARIABLE ACCOUNT A
485BPOS, 1995-04-27

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<PAGE> 1

REGISTRATION NOS. 33-37722
811-6216

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

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

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

FORM N-4
REGISTRATION STATEMENT UNDER THE
SECURITIES ACT OF 1933 / /

POST-EFFECTIVE AMENDMENT NO. 14 /X/

REGISTRATION STATEMENT UNDER THE
INVESTMENT COMPANY ACT OF 1940 /X/

AMENDMENT NO. 22

(Check appropriate box or boxes.)

MONY VARIABLE ACCOUNT A
(Exact Name of the Registrant)

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK
(Name of Depositor)

1740 BROADWAY
NEW YORK, NEW YORK 10019
(Address of Depositor's Principal Executive Offices)(Zip Code)

DEPOSITOR'S TELEPHONE NUMBER, INCLUDING AREA CODE (212) 708-2000

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

EDWARD P. BANK
VICE PRESIDENT AND DEPUTY GENERAL COUNSEL

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK
1740 BROADWAY
NEW YORK, NEW YORK 10019
(Name and Address of Agent for Service)

APPROXIMATE DATE OF PROPOSED PUBLIC OFFERING:

It is proposed that this filing will become effective on May 1, 1995 pursuant to
paragraph (b) of Rule 485.

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

The Registrant has registered an indefinite amount of securities pursuant
to Rule 24f-2 under the Investment Company Act of 1940. The Rule 24f-2 Notice
was filed on February 24, 1995.
<PAGE> 2

CROSS REFERENCE SHEET
------------------------

(Required by Rule 495)

PART A

<TABLE>
<CAPTION>
ITEM NO. LOCATION
- -------- --------
<S> <C> <C>
1. Cover Page............................... Cover Page
2. Definitions.............................. Definitions
3. Synopsis................................. Synopsis
4. Condensed Financial Information.......... Condensed Financial Information
5. General Description of Registrant,
Depositor and Portfolio Companies........ The Mutual Life Insurance Company of New
York; MONY Variable Account A;
The Funds
6. Deductions and Expenses.................. Charges and Deductions
7. General Description of Variable Annuity
Contracts................................ Payment and Allocation of Premiums;
Other Provisions
8. Annuity Period........................... Annuity Provisions
9. Death Benefit............................ Death Benefit; Annuity Provisions
10. Purchases and Contract Value............. Payment and Allocation of Premiums
11. Redemptions.............................. Surrenders
12. Taxes.................................... Federal Tax Status
13. Legal Proceedings........................ Legal Proceedings
14. Table of Contents of Statement of
Additional Information................... Table of Contents of Statement of
Additional Information
PART B
15. Cover Page............................... Cover Page
16. Table of Contents........................ Table of Contents
17. General Information and History.......... The Mutual Life Insurance Company of
New York
18. Services................................. Not Applicable
19. Purchases of Securities Being Offered.... Not Applicable
20. Underwriters............................. Prospectus -- The Mutual Life Insurance
Company of New York
21. Calculation of Performance Data.......... Performance Data
22. Annuity Payments......................... Not Applicable
23. Financial Statements..................... Financial Statements
</TABLE>

PART C

Information related to the following Items is set forth under the
appropriate Item, so numbered, in Part C to this Registration Statement.

<TABLE>
<S> <C> <C>
24. Financial Statements and Exhibits........
25. Directors and Officers of Depositor......
26. Persons Controlled by or Under Common
Control with the Depositor or
Registrant...............................
27. Number of Contractowners.................
28. Indemnification..........................
29. Principal Underwriters...................
30. Location of Accounts and Records.........
31. Management Services......................
32. Undertakings.............................
</TABLE>
<PAGE> 3

PROSPECTUS

DATED MAY 1, 1995

INDIVIDUAL FLEXIBLE PAYMENT VARIABLE ANNUITY CONTRACTS

ISSUED BY

MONY VARIABLE ACCOUNT A
THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

The Individual Flexible Payment Variable Annuity Contracts (the
"Contracts") described in this Prospectus provide for accumulation of cash value
on a variable basis and payment of annuity benefits. The Contracts are designed
for use by individuals in retirement plans that may or may not qualify for
special federal income tax treatment. The types of pension plans that may
purchase the Contracts are retirement plans which receive favorable tax
treatment under Sections 401, 403, 408, or 457 of the Internal Revenue Code.
(See "Definitions--Qualified Plans" at page 2.)

At the election of the Contractholder, purchase payments for the Contracts
will be allocated to either (i) a segregated investment account of The Mutual
Life Insurance Company of New York (the "Company"), which account has been
designated MONY Variable Account A (the "Variable Account"), or (ii) the
Guaranteed Interest Account, which is a part of the Company's General Account or
to both as the Contractholder may determine. The Variable Account invests in
shares of MONY Series Fund, Inc. and The Enterprise Accumulation Trust at their
net asset value. (See "The Funds" at page 10.) Upon the issuance of the
Contract, purchase payments for the Contracts will be allocated to the Money
Market Subaccount of the Variable Account and will be held there pending
expiration of the Free Look Period. After expiration of the Free Look Period,
the Cash Value of the Contract will automatically be transferred to one or more
of the Subaccounts of the Variable Account in accordance with the instructions
of the Contractholder. (See "PAYMENT AND ALLOCATION OF NET PURCHASE PAYMENTS" at
page 13.) Contractholders bear the complete investment risk for all amounts
allocated to the Variable Account. This Prospectus generally describes only the
variable features of the Contract. (For a summary of the Guaranteed Interest
Account, see "Guaranteed Interest Account" at page 12.) This Prospectus sets
forth the basic information that a prospective purchaser should know before
investing. Please keep this Prospectus for future reference.

A Statement of Additional Information dated May 1, 1995, incorporated
herein by reference, and containing additional information about the Contracts,
has been filed with the Securities and Exchange Commission. The Statement of
Additional Information is available from the Company without charge upon written
request to the address shown on the request form on page 34 of this Prospectus
or by telephoning 1-800-487-6669. The Table of Contents of the Statement of
Additional Information can be found on page 34 of this Prospectus.

This Prospectus does not constitute an offer to sell or a solicitation of
an offer to buy the Contracts in any jurisdiction in which such may not be
lawfully made.

In pursuing its investment objective, the High-Yield Bond Subaccount
purchases shares of the High Yield Bond Portfolio which may invest significantly
in lower rated bonds, commonly referred to as "Junk Bonds". Bonds of this type
are considered to be speculative with regard to the payment of interest and
return of principal. Investment in these types of securities have special risks
and therefore, may not be suitable for all investors. Investors should carefully
assess the risks associated with allocating purchase payments to this
subaccount.
------------------------
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION, NOR HAS THE
COMMISSION, OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY
OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS
A CRIMINAL OFFENSE. THIS PROSPECTUS IS VALID ONLY WHEN ACCOMPANIED
(OR PRECEDED) BY A CURRENT PROSPECTUS FOR MONY SERIES FUND, INC.
AND THE ENTERPRISE ACCUMULATION TRUST.
------------------------

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK
1740 BROADWAY
NEW YORK, NEW YORK 10019
1-800-487-6669
<PAGE> 4

TABLE OF CONTENTS

<TABLE>
<CAPTION>
PAGE
-----
<S> <C>
Definitions........................................................................... 1
Synopsis.............................................................................. 3
The Company and the Variable Account.................................................. 10
The Mutual Life Insurance Company of New York......................................... 10
MONY Variable Account A............................................................... 10
The Funds............................................................................. 10
Guaranteed Interest Account........................................................... 12
Payment and Allocation of Net Purchase Payments....................................... 13
Issuance of the Contract.............................................................. 13
Free Look Privilege................................................................... 14
Allocation of Net Purchase Payments and Cash Value.................................... 14
Termination of the Contract........................................................... 17
Surrenders............................................................................ 17
Death Benefit......................................................................... 18
Death Benefit Provided by the Contract................................................ 18
Election and Effective Date of Election............................................... 19
Payment of Death Benefit.............................................................. 19
Charges and Deductions................................................................ 19
Deductions from Payments.............................................................. 19
Charges Against Cash Value............................................................ 19
Mortality and Expense Risk Charge..................................................... 22
Taxes................................................................................. 22
Investment Advisory Fee............................................................... 22
Annuity Provisions.................................................................... 23
Annuity Commencement Date............................................................. 23
Election and Change of Settlement Option.............................................. 24
Settlement Options.................................................................... 24
Frequency of Annuity Payments......................................................... 25
Additional Provisions................................................................. 25
Other Provisions...................................................................... 25
Ownership............................................................................. 25
Provision Required by Section 72(s) of the Code....................................... 25
Provision Required by Section 401(a)(9) of the Code................................... 26
Contingent Annuitant.................................................................. 26
Assignment............................................................................ 27
Change of Beneficiary................................................................. 27
Substitution of Securities............................................................ 27
Modification of the Contracts......................................................... 28
Change in Operation of Variable Accounts.............................................. 28
Voting Rights......................................................................... 28
Distribution of the Contracts......................................................... 29
Federal Tax Status.................................................................... 29
Introduction.......................................................................... 29
Tax Treatment of the Company.......................................................... 30
Taxation of Annuities in General...................................................... 30
Annuity Contracts Covered by Section 403(b) of the Code............................... 30
Retirement Plans...................................................................... 31
Performance Data...................................................................... 31
Additional Information................................................................ 32
Legal Proceedings..................................................................... 32
Financial Statements.................................................................. 33
Table of Contents of Statement of Additional Information.............................. 34
Calculation of Surrender Charge....................................................... A-1
</TABLE>

i
<PAGE> 5

DEFINITIONS

ANNUITANT -- The person upon whose continuation of life any annuity payment
depends.

ANNUITY COMMENCEMENT DATE -- The date on which annuity payments are to
commence.

BENEFICIARY -- The party entitled to receive benefits payable at the death
of the Annuitant or (if applicable) the Contingent Annuitant.

CASH VALUE -- The dollar value as of any Valuation Date of all amounts
accumulated under the Contract.

COMPANY -- The Mutual Life Insurance Company of New York.

CONTINGENT ANNUITANT -- The party designated by the Contractholder to
become the Annuitant, subject to certain conditions, on the death of the
Annuitant.

CONTRACT -- The Flexible Payment Variable Annuity Contract offered by the
Company and described in this Prospectus.

CONTRACT ANNIVERSARY -- An anniversary of the Contract Date of the
Contract.

CONTRACTHOLDER -- The person so designated in the application. If a
Contract has been absolutely assigned, the assignee becomes the Contractholder.
A collateral assignee is not the Contractholder.

CONTRACT DATE -- The date shown as the Contract Date in the Contract.

CONTRACT YEAR -- Any period of twelve (12) months commencing with the
Contract Date and each Contract Anniversary thereafter.

THE ENTERPRISE ACCUMULATION TRUST -- The Enterprise Accumulation Trust, a
Massachusetts business trust formerly Quest for Value Accumulation Trust, a
Massachusetts business trust.

FREE LOOK PERIOD -- A period which follows the application for the Contract
and its issuance to the Contractholder. The period runs to the date which 10
days (or longer in certain states) after the Contractholder receives the
Contract. (The Free Look Period is referred to in the Contract as the "Right to
Return Contract" period.) During the Free Look Period, the Contractholder may
cancel the Contract and receive a refund.

FUNDS -- MONY Series Fund, Inc. and The Enterprise Accumulation Trust.

GUARANTEED FREE SURRENDER AMOUNT --

For Non-Qualified Contract -- An amount, up to 10 percent of the Contract's
Cash Value on the date the first partial surrender request is received during a
Contract Year, that may be surrendered without the imposition of a Surrender
Charge. For the purposes of the Guaranteed Free Surrender Amount only, Non-
Qualified Contracts include Contracts issued for IRAs and SEP-IRAs.

For Qualified Contract -- An amount, up to the greater of $10,000 (but not
more than the Contract's Cash Value) or 10 percent of the Contract's Cash Value
(on the date the first partial surrender request is received during a Contract
Year), that may be surrendered without the imposition of a Surrender Charge. For
the purposes of the Guaranteed Free Surrender Amount only, Qualified Contracts
exclude Contracts issued for IRAs and SEP-IRAs.

GUARANTEED INTEREST ACCOUNT -- A part of the Company's general account, the
Guaranteed Interest Account pays interest at a rate declared by the Company,
which the Company guarantees will not be less than 4%. For Contracts issued on
or after May 1, 1994 (or on or after such later date as approval required in
certain states is obtained), the rate declared by the Company is guaranteed to
be not less than 3.5%.

HOME OFFICE -- The Company's administrative office at 1740 Broadway, New
York, N.Y. 10019. "Home Office" also includes the Company's Operations Center at
1 MONY Plaza, Syracuse, N.Y. 13202.

MONY SERIES FUND -- MONY Series Fund, Inc., a Maryland corporation.

1
<PAGE> 6

NET PURCHASE PAYMENT -- An amount equal to a Purchase Payment, less any
deduction for premium or similar taxes.

NON-QUALIFIED CONTRACTS -- Contracts issued under Non-Qualified Plans.

NON-QUALIFIED PLANS -- Retirement Plans that do not receive favorable tax
treatment under Sections 401, 403, or 408 of the Internal Revenue Code.

OPERATIONS CENTER -- The administrative office of the Company located at 1
MONY Plaza, Syracuse, New York 13202.

PORTFOLIO -- A separate investment portfolio of the Funds.

PURCHASE PAYMENT (PAYMENT) -- An amount paid to the Company by the
Contractholder or on the Contractholder's behalf as consideration for the
benefits provided by the Contract.

QUALIFIED CONTRACTS -- Contracts issued under Qualified Plans.

QUALIFIED PLANS -- Retirement plans that receive favorable tax treatment
under Sections 401, 403, 408, or 457 of the Internal Revenue Code.

SUBACCOUNT -- A subdivision of the Variable Account. Each Subaccount
invests exclusively in the shares of a corresponding Portfolio of the Funds.

SUCCESSOR CONTRACTHOLDER -- The living person who, at the death of the
Contractholder, becomes the new Contractholder.

SURRENDER CHARGE -- A contingent deferred sales charge that may be applied
against amounts surrendered. (See "Charges Against Cash Value--Surrender Charge"
at page 19.)

SURRENDER VALUE -- The Contract's Cash Value, less (1) any applicable
Surrender Charge and (2) any applicable Annual Contract Charge.

UNIT -- The measure by which the Contract's interest in each Subaccount is
determined.

VALUATION DATE -- Each day that the New York Stock Exchange is open for
trading or any other day on which there is sufficient trading in the securities
of a Portfolio of the Fund to affect materially the value of the Units of the
corresponding Subaccount.

VARIABLE ACCOUNT -- A separate investment account of the Company,
designated as MONY Variable Account A, into which Net Purchase Payments will be
allocated.

2
<PAGE> 7

SYNOPSIS

THE CONTRACTS

The Individual Flexible Payment Variable Annuity Contracts (the
"Contracts") described in this Prospectus provide for the accumulation of values
on a variable basis or a guaranteed interest basis or a combination of both and
the payment of annuity benefits. The Contracts are designed for use in
connection with personal retirement plans, some of which (the "Qualified Plans")
may qualify for federal income tax advantages available under Sections 401, 403,
408 and 457 of the Internal Revenue Code (the "Code").

Effective January 1, 1989, the Contracts offered by this Prospectus have
been withdrawn from sale in connection with Qualified Plans which intend to
qualify for federal income tax advantages available under Section 403(b) of the
Code.

THE VARIABLE ACCOUNT

Net Purchase Payments for the Contracts will be allocated at the
Contractholder's option to Sub-accounts, made available therefor in accordance
with the terms of the Contracts, of a segregated investment account of The
Mutual Life Insurance Company of New York (the "Company"), which account has
been designated MONY Variable Account A (the "Variable Account") or to the
Guaranteed Interest Account, which is a part of the Company's general account
and consists of all the Company's assets other than assets allocated to
segregated investment accounts of the Company, including the Variable Account.
The Sub-accounts of the Variable Account invest in shares of MONY Series Fund,
Inc. (the "MONY Series Fund") and The Enterprise Accumulation Trust (the
"Accumulation Trust") (the MONY Series Fund and the Accumulation Trust are
collectively called the "Funds") at their net asset value. (See "The Funds" at
page 10). Contractholders bear the entire investment risk for all amounts
allocated to the Variable Account. Net Purchase Payments allocated to the
Guaranteed Interest Account will be credited with interest at rates guaranteed
by the Company for specified periods. (See "Guaranteed Interest Account" at page
12.)

PURCHASE PAYMENTS

For Non-Qualified Plans and individual retirement accounts and annuities
purchased by individuals under Section 408 of the Code (other than Simplified
Employee Pensions), the minimum initial Purchase Payment for the Contract is
$2,000, except that, on and after May 1, 1992, the minimum initial Purchase
Payment for individuals is $600 if Purchase Payments are made through automatic
checking account withdrawals. For H.R. 10 plans, certain corporate or
association retirement plans, Simplified Employee Pensions under Section 408 of
the Code, and annuity purchase plans sponsored by certain tax-exempt
organizations, governmental entities, or public school systems, the minimum
initial Purchase Payment is $600. Additional Purchase Payments of at least $100
may be made at any time. Different limits apply where certain automatic payment
plans are used. (See "Issuance of the Contract" at page 13.) The Company may
change any of these requirements in the future.

DEDUCTIONS FROM PURCHASE PAYMENTS

Deductions may be made from Purchase Payments for premium or similar taxes.
Currently, the Company makes no such deduction, but may do so with respect to
future payments. The amount of the deduction will vary from state to state, but
will generally range from 0 percent to 3.5 percent of Payments. Residents of the
Commonwealth of Pennsylvania should be aware that a tax on Purchase Payments has
been adopted; however, the Company currently is assuming responsibility for
payment of this tax. In the event that the Company will begin to make deductions
for such tax from future Purchase Payments, it will give notice to each affected
Contractholder.

FREE LOOK PRIVILEGE

Within ten days (or longer in certain states) of the day the Contract is
delivered to the Contractholder, it may be returned to the Company or to the
agent through whom it was purchased. When the Contract is

3
<PAGE> 8

received by the Company, it will be voided as if it had never been in force.
Except for Contracts entered into in the Commonwealth of Pennsylvania, the
amount to be refunded is equal to the greater of: (i) all Purchase Payments; and
(ii) the Cash Value of the Contract (as of the date the returned Contract is
received at the Home Office or a local office of the Company, or by the agent
who sold the Contract, or, if returned by mail, upon being postmarked, properly
addressed, and postage prepaid) plus any deductions from Purchase Payments for
taxes applicable to annuity considerations that may have been deducted, any
mortality and expense risk charges deducted in determining the Unit value of the
Variable Account, and asset charges deducted in determining the share value of
the Fund. For Contracts entered into in the Commonwealth of Pennsylvania, the
amount to be refunded is described in clause (ii) of the immediately preceding
sentence.

SURRENDER CHARGE

A contingent deferred sales charge (called a "Surrender Charge") will be
imposed upon requests for surrenders or commencement of annuity benefits where
the amount requested exceeds the amount of Net Purchase Payments during the
Contract Year when the surrender or commencement of annuity benefits is
requested and during the seven preceding Contract Years.

The Surrender Charge, which otherwise would have been deducted, will not be
deducted to the extent necessary to permit the Contractholder to obtain, for
Qualified Contracts (other than Contracts issued for IRA and SEP-IRA) an amount
up to the greater of $10,000 (but not more than the Contract's Cash Value) or 10
percent of the Contract's Cash Value on the date the first partial surrender
request is received, and for Non-Qualified Contracts (and Contracts issued for
IRA and SEP-IRA), an amount up to 10% of the Cash Value of the Contract on the
date the first partial surrender request is received. The Company reserves the
right to limit the number of partial surrenders under this provision to 12
during any Contract Year. In addition, the Contract details certain other
circumstances under which a surrender charge will not be imposed. The Surrender
Charge is intended to reimburse the Company for expenses incurred that are
related to sales of the Contract. In no event will the aggregate Surrender
Charge exceed 7 percent of the total Purchase Payments made in the Contract Year
of the surrender and during the 7 preceding Contract Years. (See "Charges
Against Cash Value -- Surrender Charge" at page 19.)

MORTALITY AND EXPENSE RISK CHARGE

A Mortality and Expense Risk Charge is deducted daily from the net assets
of the Variable Account for mortality and expense risks assumed by the Company.
This daily charge is equal to a charge on an annual basis of 1.25 percent of the
net assets of the Variable Account. (See "Mortality and Expense Risk Charge" at
page 22.)

TRANSFER CHARGE

Contract value may be transferred without charge as many as 4 times in any
Contract Year. For any additional transfer during a Contract Year, a transfer
charge is not currently imposed, but the Company has reserved the right to
impose a charge for each transfer in excess of 4, which will not exceed $25 per
transfer. If imposed, the transfer charge will be deducted from the Contract's
Cash Value. (See "Charges Against Cash Value -- Transfer Charge" at page 22.)

ANNUAL CONTRACT CHARGE

On each Contract Anniversary prior to the Annuity Commencement Date, on the
Annuity Commencement Date, and on full surrender of the Contract, the Company
deducts an Annual Contract Charge from the Cash Value, to reimburse the Company
for administrative expenses relating to the maintenance of the Contract. The
charge is currently $30, but the Company may in the future change the amount of
the charge. The charge will never, however, exceed $50. (See "Charges Against
Cash Value -- Annual Contract Charge" at page 21.)

4
<PAGE> 9

DEATH BENEFIT

In the event of death of the Annuitant (and the Contingent Annuitant, if
one has been named) prior to the Annuity Commencement Date, the Company will pay
a death benefit to the Beneficiary. If death of the Annuitant occurs after the
Annuity Commencement Date, no death benefit will be payable except as may be
payable under the settlement option selected. (See "Death Benefit" at page 18.)

TAX UPON SURRENDER

Amounts withdrawn may be subject to income tax. In addition, a penalty tax
may be payable pursuant to the Internal Revenue Code on withdrawal of amounts
accumulated under any annuity contract. (See "Federal Tax Status" at page 29.)

THE MERGER

Pursuant to an Agreement and Plan of Merger, entered into between MONY
Legacy Life Insurance Company ("MONY Legacy") and the Company, MONY Legacy was
merged ("Merger") into the Company on February 28, 1991. As a result of the
Merger, the Company became the depositor of, and became obligated under,
contracts issued by MONY Legacy ("Legacy Contracts") which are substantially
similar to the Contracts, and the assets, reserves, and other liabilities
allocated to the MONY Legacy Variable Account A (to which purchase payments made
for the Legacy Contracts were allocated prior to the Merger) became the assets,
reserves, and other liabilities of the Variable Account.

5
<PAGE> 10

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

MONY VARIABLE ACCOUNT A

TABLE OF FEES FOR THE YEAR ENDED DECEMBER 31, 1994

CONTRACTOWNER TRANSACTION EXPENSES:

<TABLE>
<S> <C>
Maximum Deferred Sales Load (Surrender Charge) (as a percentage of amount
surrendered)................................................................... 7%*
ANNUAL CONTRACT CHARGE.............................................................. $30
SEPARATE ACCOUNT ANNUAL EXPENSES:
Mortality and Expense Risk Fees................................................... 1.25%**
</TABLE>

ANNUAL EXPENSES OF MONY SERIES FUND, INC. AND THE ENTERPRISE ACCUMULATION TRUST:

MONY SERIES FUND, INC.

ANNUAL EXPENSES FOR THE YEAR ENDED DECEMBER 31, 1994
(AS A PERCENTAGE OF AVERAGE NET ASSETS)

<TABLE>
<CAPTION>
INTERMEDIATE LONG TERM GOVERNMENT MONEY
TERM BOND BOND SECURITIES MARKET
PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO
------------ --------- ---------- ---------
<S> <C> <C> <C> <C>
Management Fees.................................. .40% .40% .40% .40%
Other Expenses................................... .12% .09% .17% .09%
--- --- --- ---
Total MONY Series Fund, Inc. Annual Expenses..... .52% .49% .57% .49%
=== === === ===
</TABLE>

THE ENTERPRISE ACCUMULATION TRUST

ANNUAL EXPENSES FOR THE YEAR ENDED DECEMBER 31, 1994
(AS A PERCENTAGE OF AVERAGE NET ASSETS)

<TABLE>
<CAPTION>
SMALL INTERNATIONAL HIGH YIELD
EQUITY CAP MANAGED GROWTH BOND
PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO+ PORTFOLIO+
--------- --------- ------- ------------- ----------
<S> <C> <C> <C> <C> <C>
Management Fees........................... .60% .60% .60% .85% .60%
Expenses.................................. .07% .06% .04% .70%++ .25%++
--- --- --- --- ---
Total Accumulation Trust Annual Expenses
After Expense Reimbursement............. .67% .66% .64% 1.55%++ .85%++
=== === === ==== ===
</TABLE>

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

* The Surrender Charge percentage, which reduces to zero as shown in the table
below, is determined by the number of Contract Anniversaries since a
purchase payment was received.

6
<PAGE> 11

SURRENDER CHARGE PERCENTAGE TABLE

<TABLE>
<CAPTION>
NUMBER OF CONTRACT SURRENDER
ANNIVERSARIES SINCE CHARGE
PURCHASE PAYMENT RECEIVED PERCENTAGE
- ------------------------- ----------
<S> <C>
0............................................................... 7%
1............................................................... 7
2............................................................... 6
3............................................................... 6
4............................................................... 5
5............................................................... 4
6............................................................... 3
7............................................................... 2
8(or more)...................................................... 0
</TABLE>

The Surrender Charge may be reduced under certain circumstances which
include reduction in order to guarantee that certain amounts may be received
free of surrender charge. (See "Charges against Cash Value -- Guaranteed Free
Surrender Amount" at page 21.)

** The Mortality and Expense Risk charge is deducted at a daily rate which is
equivalent to an annual rate of 1.25 percent from the value of the net
assets of the Separate Account.

+ The Sub-accounts corresponding to these Portfolios first became available
for allocation in November 1994.

++ These expenses reflect expense reimbursements in effect on May 1, 1994.
Absent these expense reimbursements, expenses would have been as follows:
International Growth -- 8.85% and High Yield Bond -- 7.80%.

The purpose of the Table of Fees beginning on page 6 is to assist the
Contractholder in understanding the various costs and expenses that the
Contractholder will bear, directly or indirectly. The table reflects the
expenses of the separate account as well as of MONY Series Fund, Inc. and The
Enterprise Accumulation Trust. The expenses borne by the Separate Account are
explained under the caption "CHARGES AND DEDUCTIONS" at page 19 of this
Prospectus. The expenses borne by the MONY Series Fund, Inc. are explained under
the caption "INVESTMENT MANAGEMENT ARRANGEMENTS AND EXPENSES" at page 12 of the
accompanying prospectus for MONY Series Fund, Inc. The expenses borne by The
Enterprise Accumulation Trust assumes that the expense reimbursements in effect
on and after May 1, 1990 for the Equity, Small Cap, and Managed Portfolios which
limit the total annual expenses to 1.00% of average net assets and expense
reimbursements which limit the total annual expenses of the International Growth
Portfolio to 1.55% of average net assets and the High Yield Bond Portfolio to
..85% of average net assets, will continue throughout the period shown and are
explained under the caption "MANAGEMENT OF THE FUND" at page 16 of the
accompanying prospectus for The Enterprise Accumulation Trust. The table does
not reflect income taxes or penalty taxes which may become payable under the
Internal Revenue Code or premium or other taxes which may be imposed under state
or local laws.

7
<PAGE> 12

EXAMPLE

If you surrender your Contract at the end of the time periods shown below,
you would pay the following expenses on a $1,000 investment, assuming 5% annual
return on assets:

<TABLE>
<CAPTION>
AFTER AFTER AFTER AFTER
SUB-ACCOUNT 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- ----------- ------ ------- ------- --------
<S> <C> <C> <C> <C>
Equity................................................. $ 84 $ 118 $ 156 $240
Small Cap.............................................. $ 84 $ 118 $ 155 $239
Managed................................................ $ 83 $ 117 $ 154 $237
International Growth................................... $ 93 $ 145 -- --
High Yield Bond........................................ $ 86 $ 124 -- --
Intermediate Term Bond................................. $ 82 $ 114 $ 148 $224
Long Term Bond......................................... $ 82 $ 113 $ 146 $221
Government Securities.................................. $ 83 $ 115 $ 150 $230
Money Market........................................... $ 82 $ 113 $ 146 $221
</TABLE>

If you annuitize at the end of the time periods shown below, you would pay
the following expenses on a $1,000 investment, assuming 5% annual return on
assets:

<TABLE>
<CAPTION>
AFTER AFTER AFTER AFTER
1 YEAR 3 YEARS 5 YEARS 10 YEARS
------ ------- ------- --------
<S> <C> <C> <C> <C>
Equity................................................. $ 84 $ 118 $ 111 $240
Small Cap.............................................. $ 84 $ 118 $ 111 $239
Managed................................................ $ 83 $ 117 $ 110 $237
International Growth................................... $ 93 $ 145 -- --
High Yield Bond........................................ $ 86 $ 124 -- --
Intermediate Term Bond................................. $ 82 $ 114 $ 104 $224
Long Term Bond......................................... $ 82 $ 113 $ 102 $221
Government Securities.................................. $ 83 $ 115 $ 106 $230
Money Market........................................... $ 82 $ 113 $ 102 $221
</TABLE>

If you do not surrender your Contract at the end of the time periods shown
below, you would pay the following expenses on a $1,000 investment, assuming 5%
annual return on assets:

<TABLE>
<CAPTION>
AFTER AFTER AFTER AFTER
1 YEAR 3 YEARS 5 YEARS 10 YEARS
------ ------- ------- --------
<S> <C> <C> <C> <C>
Equity................................................. $ 21 $ 65 $ 111 $240
Small Cap.............................................. $ 21 $ 65 $ 111 $239
Managed................................................ $ 21 $ 64 $ 110 $237
International Growth................................... $ 30 $ 91 -- --
High Yield Bond........................................ $ 23 $ 70 -- --
Intermediate Term Bond................................. $ 20 $ 60 $ 104 $224
Long Term Bond......................................... $ 19 $ 59 $ 102 $221
Government Securities.................................. $ 20 $ 62 $ 106 $230
Money Market........................................... $ 19 $ 59 $ 102 $221
</TABLE>

The examples above should not be considered a representation of past or
future expenses, and actual expenses may be greater or lesser than those shown.
All Variable Account expenses as well as portfolio company (MONY Series Fund and
The Enterprise Accumulation Trust) expenses, net of expense reimbursements, are
reflected in the examples. Not reflected in the examples which assume redemption
at the end of each time period are income taxes and penalty taxes which may
become payable under the Internal Revenue Code or premium or other taxes which
may be imposed under state or local laws. The International Growth, Government
Securities, and High Yield Bond Sub-accounts first became available for
allocation in November 1994.

8
<PAGE> 13

CONDENSED FINANCIAL INFORMATION

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

MONY VARIABLE ACCOUNT A

ACCUMULATION UNIT VALUES*
<TABLE>
<CAPTION>
UNIT VALUE
-----------------------------------------------------------------------------------------------------------
DEC. 31, DEC. 31, DEC. 31, DEC. 31, DEC. 31, DEC. 31, DEC. 31, DEC. 31.
SUB-ACCOUNT INCEPTION** 1987 1988 1989 1990 1991 1992 1993 1994
- ------------------- ----------- -------- -------- -------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Equity............. $ 10.00 -- $10.15 $12.30 $11.88 $15.40 $17.94 $19.11 $19.60
Small Cap.......... 10.00 -- 10.16 11.88 10.58 15.49 18.60 21.96 21.69
Intermediate Term
Bond.............. 10.00 -- 10.09 11.13 11.76 13.40 14.15 15.07 14.66
Long Term Bond..... 10.00 -- 10.24 11.83 12.41 14.43 15.50 17.49 16.21
Government
Securities........ 10.00 -- -- -- -- -- -- -- 9.99
High Yield Bond.... 10.00 -- -- -- -- -- -- -- 10.04
International
Growth............ 10.00 -- -- -- -- -- -- -- 9.91
Managed............ 10.00 -- 10.39 13.61 12.96 18.70 21.92 23.90 24.21
Money Market....... 10.00 $10.00 10.56 11.32 12.08 12.62 12.88 13.08 13.42

<CAPTION>
UNITS OUTSTANDING
--------------------------------------------------------------------------------------------
DEC. 31, DEC. 31, DEC. 31, DEC. 31, DEC. 31, DEC. 31, DEC. 31, DEC. 31,
SUB-ACCOUNT 1987 1988 1989 1990 1991 1992 1993 1994
- ------------------- -------- -------- -------- -------- -------- -------- -------- --------
<S> <<C> <C> <C> <C> <C> <C> <C> <C>
Equity............. -- 19,831 81,273 137,731 185,946 315,372 496,795 651,102
Small Cap.......... -- 4,653 34,030 53,185 80,022 198,539 529,142 742,341
Intermediate Term
Bond.............. -- 31,007 84,415 129,272 186,026 243,826 354,965 398,645
Long Term Bond..... -- 7,680 75,208 215,001 276,879 377,464 499,364 476,335
Government
Securities........ -- -- -- -- -- -- -- 2,571
High Yield Bond.... -- -- -- -- -- -- -- 14,621
International
Growth............ -- -- -- -- -- -- -- 19,197
Managed............ -- 42,537 471,771 813,411 972,640 1,571,876 2,941,211 3,528,618
Money Market....... 11,301 123,834 218,778 299,411 456,647 570,819 620,100 872,441
</TABLE>

* This table reflects the Accumulation Unit Values for the Contracts prior to
the merger of MONY Legacy Life Insurance Company into the Company, which
became effective on February 28, 1991, as well as Accumulation Unit Values
resulting from operations thereafter. As a result of the merger, all assets,
reserves, and other liabilities, and, therefore, all Accumulation Unit
Values, became assets, reserves, and other liabilities, and accumulation
unit values of the MONY Variable Account A. The table reflects historical
performance and is not indicative of future results.

** MONY Legacy Variable Account A commenced operations on December 30, 1987.
The Intermediate Term Bond, Long Term Bond, and Money Market Subaccounts
became available for allocation on that date, however, only the Money Market
Subaccount had operations in 1987. The Equity, Small Cap, and Managed
Subaccounts became available for allocation on August 1, 1988, and the
Government Securities, International Growth, and High Yield Bond Subaccounts
became available for allocation on November 16, 1994.

9
<PAGE> 14

THE COMPANY AND THE VARIABLE ACCOUNT

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

The Mutual Life Insurance Company of New York (the "Company") is a mutual
life insurance company organized in the state of New York in 1842. The Company
is currently licensed to sell life insurance and annuities in all states of the
United States, the District of Columbia, Puerto Rico, the Virgin Islands, and
all Provinces of Canada. The Company's financial statements may be found in the
Statement of Additional Information. The principal offices of the Company are at
1740 Broadway, New York, New York 10019.

MONY VARIABLE ACCOUNT A

The Company established MONY Variable Account A (the "Variable Account") on
November 28, 1990, under New York law as a separate investment account. The
Variable Account holds assets that are segregated from all of the Company's
other assets and at present is used only to support individual flexible payment
variable annuity contracts. As a result of the Merger, the Variable Account
received the assets, reserves, and other liabilities of the MONY Legacy Variable
Account A, the separate account to which purchase payments made pursuant to the
Contracts were allocated prior to the Merger.

The Company is the legal holder of the assets in the Variable Account and
will at all times maintain assets in the Variable Account with a total market
value at least equal to the contract liabilities for the Variable Account. The
obligations under the Contracts are obligations of the Company. Income, gains,
and losses, whether or not realized, from assets allocated to the Variable
Account, are, in accordance with the Contracts, credited to or charged against
the Variable Account without regard to other income, gains, or losses of the
Company. The assets in the Variable Account may not be charged with liabilities
which arise from any other business the Company conducts. The Variable Account's
assets may include accumulations of the charges the Company makes against
Contracts participating in the Variable Account. From time to time, any such
additional assets may be transferred in cash to the Company's General Account.

The Variable Account is registered with the Securities and Exchange
Commission ("SEC") under the Investment Company Act of 1940 ("1940 Act") as a
unit investment trust, which is a type of investment company. This does not
involve any supervision by the SEC of the management or investment policies or
practices of the Variable Account. For state law purposes, the Variable Account
is treated as a part or division of the Company. There are currently 14
Sub-accounts within the Variable Account. Not all Subaccounts are available to
the Contractholder.

THE FUNDS

Each available Subaccount of the Variable Account will invest only in the
shares of a corresponding Portfolio of MONY Series Fund, Inc. (the "MONY Series
Fund") or The Enterprise Accumulation Trust (the "Accumulation Trust") (the MONY
Series Fund and the Accumulation Trust are collectively called the "Funds"). The
Funds are registered with the SEC under the 1940 Act as open-end diversified
management investment companies. These registrations do not involve supervision
by the SEC of the management or investment practices or policies of the Funds.
Shares of the MONY Series Fund are currently sold to separate accounts of the
Company and to a life insurance company affiliate of the Company that were
established to fund certain Flexible Payment Variable Annuity contracts,
individual variable annuity contracts, Flexible Premium Variable Life Insurance
contracts, and Variable Life Insurance with Additional Premium Option contracts.
Until the close of business on June 24, 1994, shares of the MONY Series Fund
were also sold to Keynote Series Account, a separate account of the Company to
fund certain group variable annuity contracts issued by the Company. Shares of
the Accumulation Trust are currently sold to a separate account of a life
insurance company affiliate of the Company that was established to fund certain
Flexible Payment Variable Annuity contracts. Shares of the Funds may in the
future be sold to other separate accounts, and the Funds may in the future
create new Portfolios. In addition, the Company may make available additional
Subaccounts with differing or similar investment objectives. The Funds, or
either of them, may withdraw from sale any or all of the respective Portfolios
in accordance with applicable law.

10
<PAGE> 15

The Board of Directors of the MONY Series Fund and the Board of Trustees of
the Accumulation Trust each have undertaken to monitor the respective Fund for
the existence of any material irreconcilable conflict between the interests of
variable annuity contractholders and variable life insurance contractholders and
shall report any such conflict to the boards of the Company and its affiliates.
The Boards of Directors of the Company and its affiliates have agreed to be
responsible for reporting any potential or existing conflicts to the Directors
and Trustees, respectively, of each of the Funds and, at their own cost, to
remedy such conflict up to and including establishing a new registered
management investment company and segregating the assets underlying the variable
annuity contracts and the variable life insurance contracts.

The Variable Account will purchase and redeem shares from the Funds at net
asset value. Shares will be redeemed to the extent necessary for the Company to
collect charges under the Contracts, to pay Surrender Value upon full surrenders
of the Contracts, to fund partial surrenders, to provide benefits under the
Contracts, and to transfer assets from one Subaccount to another or between one
or more Subaccounts of the Variable Account and the Guaranteed Interest Account
as requested by Contractholders. Any dividend or capital gain distribution
received from a Portfolio of a Fund will be reinvested immediately at net asset
value in shares of that Portfolio and retained as assets of the corresponding
Subaccount.

Investment Advisers. The MONY Series Fund at present receives investment
advice with respect to each of its Portfolios from MONY Life Insurance Company
of America ("MONY America"), which acts as investment adviser to the MONY Series
Fund.

Effective September 16, 1994, the investment adviser with respect to the
Equity, Small Cap, and Managed Portfolios of the Accumulation Trust is
Enterprise Capital Management, Inc., a wholly-owned subsidiary of MONY
("Enterprise Capital"). Enterprise Capital has entered into a sub-advisory
agreement with respect to the Equity, Small Cap, and Managed Portfolios with
Quest for Value Advisors. Quest for Value Advisors is a subsidiary of
Oppenheimer Capital, which is a subsidiary of Oppenheimer Financial Corp. Prior
to that date, Quest for Value Advisors served as the investment adviser to the
Accumulation Trust with respect to the Equity, Small Cap, and Managed
Portfolios. The two firms render their services at the same aggregate annual
advisory fee rate as is currently in effect (.60% of average daily net assets).
Enterprise Capital also acts as investment adviser with respect to the
International Growth and High Yield Bond Portfolios. It has entered into
sub-investment advisory agreements as follows: International Growth -- Brinson
Partners, and High Yield Bond -- Caywood-Scholl Capital Corporation.

Investment Objectives. The investment objectives of the Portfolios
currently available to Contractholders through corresponding Subaccounts of the
Variable Account are set forth in the accompanying prospectus for each of the
Funds and are described briefly below. There is no assurance that these
objectives will be met.

The investment objectives of each Portfolio are fundamental and may not be
changed without the approval of the holders of a majority of the outstanding
shares of the Portfolio affected (which, for each of the Funds means the lesser
of (1) 67 percent of the Portfolio shares represented at a meeting at which more
than 50 percent of the outstanding Portfolio shares are represented or (2) more
than 50 percent of the outstanding Portfolio shares).

Each Contractholder should periodically consider the allocation among the
Subaccounts and the Guaranteed Interest Account in light of current market
conditions and the investment risks attendant to investing in each of the Funds'
various Portfolios. A full description of each of the Funds, their investment
objectives, policies and restrictions, their expenses, the risks attendant to
investing in each of the Funds' Portfolios, and other aspects of their operation
is contained in the accompanying prospectus for each of the Funds, which should
be read together with this Prospectus.

The investment objectives of each of the Portfolios of the Funds and
identification of which of the Funds offers the Portfolio is as follows:

Equity Portfolio: Long term capital appreciation through investment in a
diversified portfolio of primarily equity securities selected on the basis of a
value-oriented approach to investing. The Accumulation Trust offers this
Portfolio.

11
<PAGE> 16

Small Cap Portfolio: Capital appreciation through investments in a
diversified portfolio of equity securities of companies with market
capitalizations of under $1 billion. The Accumulation Trust offers this
Portfolio.

Managed Portfolio: Growth of capital over time through investment in a
portfolio consisting of common stocks, bonds, and cash equivalents, the
percentages of which will vary over time based on the investment manager's
assessments of relative investment values. The Accumulation Trust offers this
Portfolio.

International Growth Portfolio: Capital appreciation, primarily through a
diversified portfolio of non-United States equity securities. The Accumulation
Trust offers this Portfolio.

High Yield Bond Portfolio: Maximum current income, primarily from debt
securities that are rated BA or lower by Moody's Investors Service, Inc. or BB
or lower by Standard & Poor's Corporation. The Accumulation Trust offers this
Portfolio.

Intermediate Term Bond Portfolio: The maximum income over the intermediate
term consistent with preservation of capital, through investment in highly rated
debt securities, U.S. Government obligations, and money market instruments,
together having a dollar-weighted average life of between 4 and 8 years. The
MONY Series Fund offers this Portfolio.

Long Term Bond Portfolio: The maximum income over the longer term
consistent with preservation of capital, through investment in highly rated debt
securities, U.S. Government obligations, and money market instruments, together
having a dollar-weighted average life of more than 8 years. The MONY Series Fund
offers this Portfolio.

Government Securities Portfolio: The maximum current income over the
intermediate term consistent with preservation of capital through investment in
highly-rated debt securities of the United States Government and its agencies
and money market instruments with a dollar weighted average life of up to ten
years at the time of purchase. The MONY Series Fund offers this Portfolio.

Money Market Portfolio: The maximum current income consistent with
preservation of capital and maintenance of liquidity, through investment in
money market instruments. The MONY Series Fund offers this Portfolio.

GUARANTEED INTEREST ACCOUNT

The Guaranteed Interest Account is a part of the Company's General Account
and consists of all the Company's assets other than assets allocated to
segregated investment accounts of the Company, including the Variable Account.

Crediting of Interest. Net Purchase Payments allocated by a Contractholder
to the Guaranteed Interest Account will be credited with interest at the rate
declared by the Company which the Company guarantees will not be less than 4%
(0.010746%, compounded daily). For Contracts issued on or after May 1, 1994 (or
on or after such later date as approval required in certain states is obtained),
the rate declared by the Company will not be less than 3.5% (0.009426%
compounded daily). Each interest rate declared by the Company will be applicable
for all Net Purchase Payments received or transfers from the Variable Account
completed within the period during which it is effective. Initial Net Purchase
Payments allocated to the Guaranteed Interest Account will be credited with
interest at the rate in effect for the date on which the Contract is issued (and
the funds transferred into the Money Market Subaccount) from and after the date
on which the Free Look Privilege expires on all funds transferred from the Money
Market Subaccount to the Guaranteed Interest Account. Amounts withdrawn from the
Guaranteed Interest Account as a result of a transfer, partial surrender, or any
charge imposed in accordance with the Contract, will be deemed to be withdrawals
of amounts (and any interest credited thereon) most recently credited to the
Guaranteed Interest Account.

Prior to the expiration of the period for which a particular interest rate
was guaranteed, the Company will declare a renewal interest rate to be effective
for such succeeding period as the Company shall determine.

12
<PAGE> 17

Descriptions of the Guaranteed Interest Account are included in this
Prospectus for the convenience of the purchaser. The Guaranteed Interest Account
and the general account of the Company are not registered under the Securities
Act of 1933 or the Investment Company Act of 1940. Accordingly, neither the
general account of the Company nor the Guaranteed Interest Account are generally
subject to the provisions of these Acts; however, disclosures regarding the
Guaranteed Interest Account and the general account of the Company may be
subject to certain generally applicable provisions of the federal securities
laws relating to the accuracy and completeness of statements made in
prospectuses. The staff of the Securities and Exchange Commission has not
reviewed the disclosures in this Prospectus which relate to the Guaranteed
Interest Account and the general account of the Company.

PAYMENT AND ALLOCATION OF NET PURCHASE PAYMENTS

ISSUANCE OF THE CONTRACT

Individuals wishing to purchase a Contract must complete an application and
personally deliver it to a licensed agent of the Company who is also a
registered representative of MONY Securities Corp. ("MSC"), a wholly-owned
subsidiary of the Company, which is the principal underwriter for the Contracts,
or a registered broker-dealer which has been authorized by MSC to sell the
Contract. Except where certain automatic payment plans (i.e., government
allotment, payroll deduction, or automatic checking account withdrawal plans)
are used, the minimum initial Purchase Payment for the Contract is currently
$2,000 for Non-Qualified Plans, $2,000 for individual retirement accounts and
annuities purchased by individuals under Section 408 of the Code (other than
Simplified Employee Pensions), and $600 for H.R. 10 plans (self-employed
individuals' retirement plans under Sections 401 or 403(c) of the Code),
Simplified Employee Pensions under Section 408 of the Code, and annuity purchase
plans sponsored by certain tax-exempt organizations, governmental entities, or
public school systems under Section 403(b) of the Code ("Tax Sheltered
Annuities") and deferred compensation plans under Section 457 of the Code. These
minimum initial Payments must be paid with the application for the Contract.
Additional Payments may be made at any time in the minimum amount of $100. For
certain automatic payment plans, however, the minimum additional payment is $50.

Different rules apply for government allotment, payroll deduction and
automatic checking account withdrawal plans. For payroll deduction and automatic
checking account withdrawal plans, Purchase Payments must be made at an
annualized rate of $600 (i.e., $600 per year, $300 semiannually, $150 for each
quarter year, or $50 per month). For government allotment plans, the minimum
Purchase Payment is $50 per month.

The Company reserves the right to revise its rules from time to time to
specify different minimum Purchase Payments.

In addition, the prior approval of the Company is required before it will
accept a Purchase Payment where, with that Payment, cumulative Purchase Payments
made under any one or more Contracts held by the Contractholder, less the amount
of any prior partial surrenders and their Surrender Charges, exceed $1,500,000.
The prior approval of the Company is also required before it will accept that
part of a payment (or transfer) which would cause amounts credited to the
Guaranteed Interest Account to exceed $250,000 on the date of payment (or
transfer).

The Company reserves the right to reject an application for any reason
permitted by law.

Net Purchase Payments received before the Contract Date will be held in the
Company's General Account and will be credited with interest at not less than
3.5 percent per annum if the Contract is issued by the Company and accepted by
the Contractholder. No interest will be paid if the Contract is not issued or if
it is declined by the Contractholder. If the application is approved and the
Contract is subsequently issued and

13
<PAGE> 18

accepted by the Contractholder, then on the Contract Date, amounts allocable to
the Contract held in the Company's General Account will be transferred to the
Money Market Subaccount of the Variable Account. These amounts will be held in
that Subaccount pending expiration of the Free Look Period. (See "Free Look
Privilege" below.) For purposes of crediting interest on amounts held in the
General Account, Purchase Payments will be treated as received on the day of
actual receipt at the Company's Operations Center. If an application is not
complete when received by the Company at its Operations Center, and if it is not
made complete within 5 days, the prospective purchaser will be informed of the
reasons for the delay and the initial Purchase Payment will be returned in full
(and the application will be declined), unless the prospective purchaser
consents to the Company's retaining the Purchase Payment until the application
is made complete.

FREE LOOK PRIVILEGE

Within the period of 10 days (or longer in certain states) following the
day the Contract is delivered to the Contractholder (the "Free Look Period"),
the Contractholder may return the Contract to the Company or to the agent
through whom it was purchased. When the Contract is received by the Company, it
will be voided as if it had never been in force. Except for Contracts issued in
the Commonwealth of Pennsylvania, the amount to be refunded is equal to the
greater of: (i) all Purchase Payments; and (ii) the Cash Value of the Contract
(as of the date the returned Contract is received at the Home Office or a local
office of the Company, or by the agent who sold the Contract, or, if returned by
mail, upon being postmarked, properly addressed, and postage prepaid) plus any
deductions from Purchase Payments for taxes, any mortality and expense risk
charges deducted in determining the Unit value of the Variable Account, and
asset charges deducted in determining the share value of the Funds. For
Contracts entered into in the Commonwealth of Pennsylvania, the amount to be
refunded is described in clause (ii) of the immediately preceding sentence.

ALLOCATION OF NET PURCHASE PAYMENTS AND CASH VALUE

Allocation of Net Purchase Payments. The Contractholder may allocate on
the application Net Purchase Payments to the Subaccount(s) of the Variable
Account or to the Guaranteed Interest Account. Any Net Purchase Payments
received before the end of the Free Look Period (and any interest thereon) will
initially be allocated to the Money Market Subaccount of the Variable Account on
the later of (i) the Contract Date and (ii) the date the Payment is received at
the Company's Operations Center. Net Purchase Payments will continue to be
allocated to that Subaccount until the Free Look Period expires and, if the
allocation on the application is incomplete or incorrect, a complete and correct
allocation notification is received by the Company. (See "Free Look Privilege"
above.) After the Free Look Period has expired and, if applicable, the correct
and complete allocation notification has been received, the Contract's Cash
Value held in the Money Market Subaccount will automatically be transferred to
the Subaccount(s) of the Variable Account or to the Guaranteed Interest Account
in accordance with the Contractholder's percentage allocation.

After the Free Look Period, Net Purchase Payments under a nonautomatic
payment plan will be allocated in accordance with the Contractholder's most
recent instructions on record with the Company, unless the Contractholder at the
time a Purchase Payment is made specifies the amount (not less than $10.00 per
Subaccount) or the percentage (not less than 10 percent of the Payment) of the
Net Purchase Payment to be allocated among the Subaccount(s). If the specific
allocation is incorrect or incomplete, then that Net Purchase Payment will be
made in accordance with the most recent correct payment allocation on record.
For automatic payment plans, Net Purchase Payments will be allocated in
accordance with the Contractholder's most recent instructions on record.

The Contractholder may change the allocation formula specified in the
initial allocation notification, or as changed in any subsequent notification,
for future Net Purchase Payments at any time without charge by sending written
notification to the Company at the Operations Center. Prior allocation
instructions may also be changed by telephone, subject to the rules of the
Company and its right to terminate telephone allocations. Any such change,
whether made in writing or by telephone, will be effective not later than 7 days
after notification is received. The Company has adopted rules relating to
changes of allocations by telephone, which, among other things, outlines
procedures to be followed which are designed, and which the Company believes

14
<PAGE> 19

are reasonable, to prevent unauthorized instructions. If these procedures are
followed, the Company shall not be liable for, and the Contractholder will
therefore bear the entire risk of, any loss as a result of the Company's
following telephone instructions in the event that such instructions prove to be
fraudulent. A copy of the rules and the Company's form for electing telephone
allocation privileges is available from licensed agents of the Company who are
also registered representatives of MSC or by calling 1-800-487-6669. The
Company's form must be signed and received at the Company's Syracuse Operations
Center before telephone allocation instructions will be accepted.

The minimum percentage of each Net Purchase Payment that may be allocated
to any Subaccount of the Variable Account or to the Guaranteed Interest Account
is 10 percent; all percentages must be expressed in whole numbers and must total
100 percent. The minimum amount of each Net Purchase Payment that may be
allocated to any Subaccount of the Variable Account or to the Guaranteed
Interest Account is $10.00.

Upon receipt of a Purchase Payment, the Net Purchase Payments allocated to
Subaccounts of the Variable Account will be credited to the designated
Subaccount(s) in the form of Units. The number of Units to be credited to a
Subaccount is determined by dividing the dollar amount allocated to the
particular Subaccount by the Unit value for the particular Subaccount for the
Valuation Date on which the Purchase Payment is received.

The Unit Value for each Subaccount was established at $10 for the first
Valuation Date. The Unit value for a Subaccount for any subsequent Valuation
Date is determined by subtracting (b) from (a) and dividing the result by (c),
where

(a) is the per share net asset value on the Valuation Date of the Fund
Portfolio in which the Subaccount invests times the number of such shares
held in the Subaccount before the purchase or redemption of any shares on
that Date;

(b) is the mortality and expense risk charge accrued as of that
Valuation Date (the daily mortality and expense risk charge is a percentage
of the Subaccount's net asset value on the previous Valuation Date. If the
previous day was not a Valuation Date, then the daily mortality and expense
risk charge is the applicable percentage times the number of days since the
last Valuation Date times the Subaccount's net asset value on the last
Valuation Date); and

(c) is the total number of Units held in the Subaccount on the
Valuation Date before the purchase or redemption of any Units on that Date.

The Unit Value for these Subaccounts may increase, decrease, or remain
constant from Valuation Date to Valuation Date, depending upon the investment
performance of the Portfolio of the Fund in which the Subaccount is invested and
any expenses and charges deducted from the Variable Account. The Contractholder
bears the entire investment risk. Contractholders should periodically review
their allocations of payments and values in light of market conditions and
overall financial planning requirements.

Net Purchase Payments to be allocated to the Guaranteed Interest Account
will be credited to that account on the date of receipt at the Operations
Center, if that date is a Valuation Date, and, if not, on the next Valuation
Date. Interest will be credited daily. In the event that allocation of a Net
Purchase Payment would cause the amounts credited to the Guaranteed Interest
Account to exceed the $250,000 limit imposed by the Company, that part of a Net
Purchase Payment allocated to the Guaranteed Interest Account which equals the
difference between $250,000 and the amount credited to the Guaranteed Interest
Account on the date the allocation is to be made will be accepted (and credited
to the Guaranteed Interest Account) but the remainder of such allocation will be
returned to the Contractholder.

Cash Value. The Contract's Cash Value will reflect the investment
performance of the selected Subaccount(s) of the Variable Account, amounts
credited to the Guaranteed Interest Account, any Net Purchase Payments, any
partial surrenders, and all charges imposed in connection with the Contract.
There is no guaranteed minimum Cash Value, except to the extent Net Purchase
Payments have been allocated to the Guaranteed Interest Account, and because a
Contract's Cash Value at any future date will be dependent on a number of
variables, it cannot be predetermined.

15
<PAGE> 20

Determination of Cash Value. The Cash Value of the Contract is determined
on each Valuation Date. The Cash Value will be calculated first on the Contract
Date and thereafter on each Valuation Date. On the Contract Date, the Contract's
Cash Value will be the Net Purchase Payments received plus any interest credited
on those Payments. During the period when Net Purchase Payments are held in the
General Account, interest will be credited to the Contract. (See "Issuance of
the Contract" at page 13.) After allocation of the amounts in the General
Account to the Variable Account or to the Guaranteed Interest Account, on each
Valuation Date, the Contract's Cash Value will be:

(1) The aggregate of the Cash Values attributable to the Contract in
each of the Subaccounts on the Valuation Date, determined for each
Subaccount by multiplying the Subaccount's Unit value on that date by the
number of Subaccount Units allocated to the Contract; plus

(2) any amount credited to the Guaranteed Interest Account (which
shall be the aggregate of all Net Purchase Payments, plus interest
credited, if any, plus or minus amounts transferred, if any, less partial
surrenders, if any, less any charges and deductions imposed in accordance
with the Contract terms detailed in the Prospectus), plus

(3) any Net Purchase Payment received on that Valuation Date; less

(4) any partial surrender amount and its Surrender Charge made on that
Valuation Date; less

(5) any Annual Contract Charge deductible on that Valuation Date.

In computing the Contract's Cash Value, the number of Subaccount Units
allocated to the Contract is determined after any transfers among Subaccounts
(and deduction of transfer charges) or between one or more of the Subaccounts
and the Guaranteed Interest Account, but before any other Contract transactions,
such as receipt of Net Purchase Payments and partial surrenders, on the
Valuation Date. If the Contract's Cash Value is to be calculated for a day that
is not a Valuation Date, the next following Valuation Date will be used.

Transfers. After the Free Look Period has expired, the value attributable
to the Contract may be transferred among the Subaccounts of the Variable
Account. There is no minimum amount that need be transferred. The Company will
effectuate transfers and determine all values in connection with transfers among
the Subaccounts on the date on which the transfer request is received at the
Operations Center, if that date is a Valuation Date and, if not, on the next
Valuation Date. Different provisions apply to transfers involving the Guaranteed
Interest Account. (See "Allocation of Net Purchase Payments and Cash Value --
Transfers Involving the Guaranteed Interest Account" at page 17.) Transfers may
be made by sending a written request to the Operations Center or by telephone,
subject to the rules of the Company and its right to terminate telephone
transfers. If a written transfer request is incomplete or incorrect, no transfer
will be made and the request will be returned to the Contractholder. Telephone
transfer instructions will only be accepted if complete and correct. The Company
has adopted guidelines relating to telephone transfers which, among other
things, outlines procedures to be followed which are designed, and which the
Company believes are reasonable, to prevent unauthorized transfers. If these
procedures are followed, the Company shall not be liable for, and the
Contractholder will therefore bear the entire risk of any loss as a result of
the Company's, following telephone instructions in the event that such
instructions prove to be fraudulent. A copy of the guidelines and the Company's
form for electing telephone transfer privileges is available from licensed
agents of the Company who are also registered representatives of MSC or by
calling 1-800-487-6669. The Company's form must be signed and received at the
Company's Syracuse Operations Center before telephone transfers will be
accepted.

A transfer charge will not be imposed on the first 4 transfers made during
any Contract Year. (See "Charges Against Cash Value -- Transfer Charge" at page
22.) For any additional transfers during a Contract Year, a transfer charge is
not currently imposed, but the Company has reserved the right to impose a charge
for each transfer in excess of 4, which will not exceed $25 per transfer. If
imposed, the transfer charge will be deducted from the Subaccount(s) or the
Guaranteed Interest Account from which the amounts are transferred. This charge
is in addition to the amount transferred. If, however, there is insufficient
Cash Value in a Subaccount or in the Guaranteed Interest Account to provide for
its proportionate share of the charge,

16
<PAGE> 21

then the entire charge will be allocated in the same manner as the Annual
Contract Charge. (See "Charges Against Cash Value -- Annual Contract Charge" at
page 21.) All transfers included in a single request are treated as one transfer
transaction. A transfer resulting from the first reallocation of Cash Value at
the expiration of the Free Look Period will not be subject to a transfer charge,
nor will it be counted against the 4 transfers allowed in each Contract Year
without charge. Under present law, transfers are not taxable transactions.

Transfers Involving the Guaranteed Interest Account. Transfers to or from
the Guaranteed Interest Account are subject to the following limitations. The
prior approval of the Company is required before it will accept that part of a
transfer which would cause amounts credited to the Guaranteed Interest Account
to exceed $250,000. The portion of any transfer which cannot be made because of
such limitation will be allocated back to the Subaccounts designated in that
transfer as the Subaccounts from which amounts were to be transferred in the
proportion that the amount requested by the Contractholder to be transferred
from each Subaccount bears to the total amount transferred. Transfers of amounts
credited to the Guaranteed Interest Account to one or more Subaccounts may be
made once during each Contract Year, and the amount which may be transferred is
limited to the greater of (i) 25% of the amounts credited to the Guaranteed
Interest Account of the Contractholder on the date the transfer would take
effect or (ii) $5,000. Transfer requests involving the Guaranteed Interest
Account will be effective only on an anniversary of the Contract Date or on a
Valuation Date not more than 30 days thereafter. Requests received not more than
10 days before the anniversary of the Contract Date will be executed on the
anniversary of the Contract Date. Requests received within 30 days after the
anniversary of the Contract date will be executed on the Valuation Date which
coincides with or next follows the date the request is received. Requests
received more than thirty days before or after the anniversary of the Contract
Date will be returned to the Contractholder.

TERMINATION OF THE CONTRACT

The Contract will remain in force until the earlier of (1) the date the
Contract is surrendered in full, (2) the Annuity Commencement Date, (3) the
Contract Anniversary on which, after deduction for any Annual Contract Charge
then due, no Cash Value remains in the Contract, and (4) the date the Death
Benefit is payable under the Contract.

SURRENDERS

At any time on or before the Annuity Commencement Date and during the
lifetime of the Annuitant, the Contractholder may elect to make a surrender of
all or part of the Contract's value. Any such election shall specify the amount
of the surrender and will be effective on the date a proper request is received
by the Company at its Operations Center.

The amount of the surrender may be equal to the Contract's Surrender Value,
which is its Cash Value less (1) any applicable Surrender Charge and (2) (for a
full surrender) any Annual Contract Charge. The Surrender may also be for a
lesser amount (a "partial surrender") of at least $100. If a partial surrender
is requested, and that surrender would leave a Cash Value of less than $1,000,
then that partial surrender will be treated and processed as a full surrender,
and the entire Surrender Value will be paid to the Contractholder. For a partial
surrender, any Surrender Charge will be in addition to the amount requested by
the Contractholder.

A surrender will result in the cancellation of Units and the withdrawal of
amounts credited to the Guaranteed Interest Account, in accordance with the
directions of the Contractholder, with an aggregate value equal to the dollar
amount of the surrender plus, if applicable, the Annual Contract Charge and any
Surrender Charge. For a partial surrender, the Company will cancel Units of the
particular Subaccounts and withdraw amounts from the Guaranteed Interest Account
in accordance with the allocation specified by the Contractholder in written
notice to the Company at its Operations Center at the time the request for the
partial surrender is received; provided, however, that allocations by a
Contractholder against the Guaranteed Interest Account will be limited (the "GIA
Allocation Limitation") to that amount which bears the same proportion to the
total amount being surrendered as the amount credited to the Guaranteed Interest
Account

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<PAGE> 22

of the Contractholder bears to the total of (i) all amounts credited to the
Guaranteed Interest Account of the Contractholder and (ii) the aggregate value
of Units held in all Subaccounts of the Contractholder, unless there is no Cash
Value in any Subaccount at the time the transfer request is received.
Allocations may be by either amount or percentage. Allocations by amount require
that at least $25 be allocated against the Guaranteed Interest Account or any
Subaccount designated by the Contractholder. If there is insufficient Cash Value
in the Contractholder's Guaranteed Interest Account or a Subaccount to provide
for the requested allocation against it, or if the GIA Allocation Limitation is
exceeded, or the request is incorrect, the request will not be accepted. If an
allocation is not requested, then the entire amount of the partial surrender
will be allocated against the Guaranteed Interest Account and each Subaccount in
the same proportion that the Contract's Cash Value held in the Guaranteed
Interest Account and each Subaccount bears to the Contract's Cash Value.

Any Surrender Charge will be allocated against the Guaranteed Interest
Account and each Subaccount in the same proportion that the amount of a partial
surrender allocated against the Guaranteed Interest Account and each Subaccount
bears to the total amount of the partial surrender. In the event that an
allocation of the partial surrender is not made, or there is insufficient cash
value in the Guaranteed Interest Account or any Subaccount to provide for its
proportionate share of the Surrender Charge, then the entire Surrender Charge
will be allocated against the Guaranteed Interest Account and each Subaccount in
the same proportion that the Cash Value held in the Guaranteed Interest Account
and each Subaccount (after allocation of the partial surrender amount) bears to
the Contract's Cash Value.

Any cash surrender amount will be paid within seven (7) days from the date
the election becomes effective, except as the Company may be permitted to
postpone such payment in accordance with the Investment Company Act of 1940.
Postponement is currently permissible only (1) for any period (a) during which
the New York Stock Exchange is closed other than customary weekend and holiday
closings, or (b) during which trading on the New York Stock Exchange is
restricted as determined by the Securities and Exchange Commission, (2) for any
period during which an emergency exists as a result of which (a) disposal of
securities held by the Funds is not reasonably practicable, or (b) it is not
reasonably practicable to determine the value of the net assets of the Funds, or
(3) for such other periods as the Securities and Exchange Commission may by
order permit for the protection of Contractholders. Any cash surrender involving
payment from amounts credited to the Guaranteed Interest Account may, to the
extent amounts are paid from the Guaranteed Interest Account, be postponed, at
the option of the Company, for up to 6 months from the date the request for a
surrender or proof of death is received by the Company. The Contractholder may
elect to have the amount of a surrender settled under one of the Settlement
Options of the Contract. (See "Annuity Provisions" at page 23.)

Since the Contracts offered by this Prospectus may be issued in connection
with retirement plans that meet the requirements of certain sections of the
Internal Revenue Code, reference should be made to the terms of the particular
retirement plan for any limitations or restrictions on cash surrenders.

The tax consequences of a cash surrender should be carefully considered
(see "Federal Tax Status" at page 29).

DEATH BENEFIT

DEATH BENEFIT PROVIDED BY THE CONTRACT

In the event of the death of the Annuitant (and the Contingent Annuitant,
if one has been named) (see "Contingent Annuitant" at page 26) prior to the
Annuity Commencement Date, the Company will pay a Death Benefit to the
Beneficiary. The amount of the Death Benefit will be the greater of (a) the Cash
Value on the date of the Annuitant's death, and (b) the Purchase Payments paid,
less any partial surrenders and their Surrender Charges. If the death of the
Annuitant occurs on or after the Annuity Commencement Date, no Death Benefit
will be payable except as may be provided under the Settlement Option elected.

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<PAGE> 23

ELECTION AND EFFECTIVE DATE OF ELECTION

During the lifetime of the Annuitant and prior to the Annuity Commencement
Date, the Contractholder may elect to have the Death Benefit of the Contract
applied under one or more Settlement Options to effect an annuity for the
Beneficiary as payee after the death of the Annuitant. (See "Settlement Options"
at page 24.) If no election of a Settlement Option for the Death Benefit is in
effect on the date when proceeds become payable, the Beneficiary may elect (a)
to receive the Death Benefit in the form of a cash payment; or (b) to have the
Death Benefit applied under one of the Settlement Options. (See "Settlement
Options" at page 24.) If an election by the payee is not received by the Company
within thirty (30) days following the date proceeds become payable, the payee
will be deemed to have elected a cash payment. Either election described above
may be made by filing with the Company a written election in such form as the
Company may require. Any proper election of a method of settlement of the Death
Benefit by the Contractholder will become effective on the date it is signed,
but any election will be subject to any payment made or action taken by the
Company before receipt of the notice at the Company's Operations Center.

Reference should be made to the terms of any applicable retirement plan and
any applicable legislation for any limitations or restrictions on the election
of a method of settlement and payment of the Death Benefit.

PAYMENT OF DEATH BENEFIT

If the Death Benefit is to be paid in cash to the Beneficiary, payment will
be made within seven (7) days of the date the election becomes effective or is
deemed to become effective and due proof of death is received, except as the
Company may be permitted to postpone such payment in accordance with the
Investment Company Act of 1940. If the Death Benefit is to be paid in one sum to
the Successor Beneficiary, or to the estate of the deceased Annuitant, payment
will be made within seven (7) days of the date due proof of the death of the
Annuitant and the Beneficiary is received by the Company. Interest at a rate
determined by the Company will be paid on any Death Benefit paid in one sum,
from the date of the Annuitant's (or Contingent Annuitant's, if applicable)
death to the date of payment. The interest rate will not be less than 2 3/4
percent annually.

CHARGES AND DEDUCTIONS

Charges may be assessed under the Contracts as follows:

DEDUCTIONS FROM PAYMENTS

A deduction may be made from each Purchase Payment for premium or similar
taxes prior to allocation of any Net Purchase Payment among the Subaccounts of
the Variable Account. Currently, the Company does not make such a deduction, but
may do so in the future. The Company will provide the Contractholder with
written notice of its intention to make deductions for premium or other taxes.
Any such deduction will apply only to Purchase Payments made after notice has
been sent by the Company. The amount of the deduction will vary from locality to
locality, but will generally range from 0 percent to 3.5 percent of Purchase
Payments. Residents of the Commonwealth of Pennsylvania should be aware that a
tax on Purchase Payments has been adopted; however, the Company currently is
assuming responsibility for payment of this tax. In the event that the Company
will begin to make deductions for such tax from future Purchase Payments, it
will give notice to each affected Contractholder.

CHARGES AGAINST CASH VALUE

Surrender Charge. The Contract imposes a contingent deferred sales charge,
called a "Surrender Charge," on full and partial surrenders and on the Annuity
Commencement Date. The Surrender Charge, which will never exceed 7 percent of
total Purchase Payments, is intended to reimburse the Company for expenses
incurred in distributing the Contract. To the extent such charge is insufficient
to cover all distribution costs, the Company will make up the difference using
funds from its General Account, which may contain funds deducted from the
Variable Account to cover mortality and expense risks borne by the Company. (See
"Mortality and Expense Risk Charge" at page 22.)

19
<PAGE> 24

If all or a portion of the Contract's Surrender Value (see "Surrenders" at
page 17) is surrendered or if the Surrender Value is received at maturity on the
Annuity Commencement Date, a Surrender Charge will be calculated at the time of
surrender and will be deducted from the Cash Value. A Surrender Charge will not
be imposed against Cash Value surrendered in a Contract Year up to an amount
equal to Net Purchase Payments made by the Contractholder prior to the Contract
Year of the surrender and the preceding 7 Contract Years. In addition, the
Surrender Charge, which otherwise would have been deducted, will not be deducted
to the extent necessary to permit the Contractholder to obtain an amount equal
to the Guaranteed Free Surrender Amount (the "Guaranteed Free Surrender
Amount"). (See "Guaranteed Free Surrender Amount" at page 21.) No Surrender
Charge will be imposed if the surrender is a full surrender and the following
conditions are met: (i) the Annuitant is age 72 or older on the date of the full
surrender; (ii) the Contract has been in force for at least 10 Contract Years;
and (iii) one or more Purchase Payments were remitted during each of at least 7
of the 10 Contract Years immediately preceding the date of surrender. In
addition, no Surrender Charge will be imposed if the Contract is surrendered
after the third Contract Year and the surrender proceeds are paid under either
Settlement Option 3 or Settlement Option 3A (See "Settlement Options" at page
24). In no event will the aggregate Surrender Charge exceed 7 percent of the
total Purchase Payments made in the Year of the surrender and during the 7
preceding Contract Years. The Contract Date and Contract Years shall remain
unchanged as a result of the Merger.

For a partial surrender, the Surrender Charge will be deducted from any
remaining Contract Value, if sufficient; otherwise, it will be deducted from the
amount surrendered. Any Surrender Charge will be allocated against the
Guaranteed Interest Account and each Subaccount of the Variable Account in the
same proportion that the amount of the partial surrender allocated against the
Guaranteed Interest Account and each Subaccount bears to the total amount of the
partial surrender. But, if there is insufficient cash value in the Guaranteed
Interest Account or any Subaccount to provide for its proportionate share of the
charge, then the entire charge will be allocated against the Guaranteed Interest
Account and each Subaccount in the same proportion that the Cash Value held in
the Guaranteed Interest Account and each Subaccount bears to the cash value in
the Guaranteed Interest Account and all Subaccounts.

No Surrender Charge will be deducted from Death Benefits. (See "Death
Benefit" at page 18.)

For purposes of determining the Surrender Charge, surrenders will be
attributed to payments on a first-in, first-out basis. Contractholders should
note that this is different from the allocation method that is used for
determining tax obligations. (See "Federal Tax Status" at page 29.)

Amount of Surrender Charge. The amount of the Surrender Charge is
determined as follows:

Step 1. Allocate Purchase Payments on a first-in, first-out basis to the
amount surrendered (any Purchase Payments previously allocated to
calculate a surrender charge are unavailable for allocation to
calculate any future surrender charges); and

20
<PAGE> 25

Step 2. Multiply each such allocated Purchase Payment by the appropriate
surrender charge percentage determined on the basis of the table
below:

SURRENDER CHARGE PERCENTAGE TABLE

<TABLE>
<CAPTION>
# OF CONTRACT SURRENDER
ANNIVERSARIES SINCE CHARGE
PURCHASE PAYMENT RECEIVED PERCENTAGE
- ------------------------- ----------
<S> <C>
0...................................................................... 7%
1...................................................................... 7
2...................................................................... 6
3...................................................................... 6
4...................................................................... 5
5...................................................................... 4
6...................................................................... 3
7...................................................................... 2
8 (or more)............................................................ 0
</TABLE>

Step 3. Add the products of each multiplication in Step 2 above.

Guaranteed Free Surrender Amount. The Surrender Charge may be reduced by
using the Guaranteed Free Surrender Amount provided for in the Contract. For
Non-Qualified Contracts (and Contracts issued for IRA and SEP-IRA) in certain
states which have granted approval, the Guaranteed Free Surrender Amount
provides that an amount up to 10% of the Contract's Cash Value (on the date the
first partial surrender request is received during a Contract Year) may be
surrendered without application of a surrender charge. For Qualified Contracts
(other than Contracts issued for IRA and SEP-IRA) in certain states which have
granted approval, the Guaranteed Free Surrender Amount provides that the greater
of $10,000 (but not more than the contract's Cash Value) or 10% of the
Contract's Cash Value (on the date the first partial surrender request is
received during a Contract Year) may be surrendered without application of
surrender charge, provided no prior partial surrender was made during that
Contract year. (See a registered representative of MSC who is also a licensed
agent of the Company for which states have granted approval.) In those states
where approval has not been granted, the Guaranteed Free Surrender Amount
provides that an amount up to 10% of the Contract's Cash Value (on the date the
partial surrender request is received) may be surrendered without the
application of a surrender charge, provided no prior partial surrender was made
during that Contract Year. The Company reserves the right to limit the number of
partial surrenders available under the Guaranteed Free Surrender Amount to 12
per Contract Year. Since Purchase Payments are allocated on a first-in,
first-out basis, the free surrender amount will not reduce surrender charges to
the extent that any Cash Value in that amount is equal to Purchase Payments
received 8 or more Contract Anniversaries ago.

For illustrations of how the Surrender Charge is calculated, see Appendix A
on page A-1 of this Prospectus.

Annual Contract Charge. The Company has primary responsibility for the
administration of the Contract and the Variable Account. Ordinary administrative
expenses expected to be incurred include premium collection, recordkeeping,
processing death benefit claims and surrenders, preparing and mailing reports,
and overhead costs. In addition, the Company expects to incur certain additional
administrative expenses in connection with the issuance of the Contract,
including the review of applications and the establishment of Contract records.

The Company intends to administer the Contract itself.

An Annual Contract Charge will be deducted from the Contract's Cash Value
to help cover administrative expenses. Currently, the amount of the charge is
$30, but it may be increased to as much as $50 on 30 days' written notice to the
Contractholder. The charge will be deducted on (a) each Contract Anniversary
prior to the Annuity Commencement Date, (b) the Annuity Commencement Date, and
(c) the date of full

21
<PAGE> 26

surrender (if that date is not a Contract Anniversary). The amount of the charge
will be allocated against the Guaranteed Interest Account and each Subaccount of
the Variable Account in the same proportion that the Cash Value in the
Guaranteed Interest Account and each Subaccount bears to the Cash Value of the
Contract. The Company does not expect to make any profit from the administrative
cost deductions.

Transfer Charge. The Company has reserved the right to impose a transfer
charge, which will not exceed $25, for each transfer instructed by the
Contractholder among the Subaccounts or to or from the Guaranteed Interest
Account and one or more of the Subaccounts in excess of 4 transfers in a
Contract Year, to compensate the Company for the costs of effectuating the
transfer. Currently, the Company does not do so. The Company does not expect to
make a profit from the transfer charge. This charge will be deducted from the
Contract's Cash Value held in the Subaccount(s) from which the transfer is made,
or from the Guaranteed Interest Account if a transfer is made therefrom, and
will be allocated against these Subaccount(s) or the Guaranteed Interest Account
in the same proportion as the amounts transferred. If there is insufficient
value in a Subaccount or the Guaranteed Interest Account to provide for that
Subaccount's or the Guaranteed Interest Account's proportionate share of the
charge, then the entire charge will be allocated in the same manner as the
Annual Contract Charge. (See "Charges Against Cash Value -- Annual Contract
Charge" at page 21.)

MORTALITY AND EXPENSE RISK CHARGE

A daily charge will be deducted from the value of the net assets of the
Variable Account to compensate the Company for mortality and expense risks
assumed in connection with the Contract. This daily charge from the Variable
Account will be at the rate of 0.003425 percent (equivalent to an annual rate of
1.25 percent) of the average daily net assets of the Variable Account. Of the
1.25 percent charge, .80 percent is for assuming mortality risks, and .45
percent is for assuming expense risks. The daily charge will be deducted from
the net asset value of the Variable Account, and therefore the Subaccounts, on
each Valuation Date. These charges will not be deducted from the Guaranteed
Interest Account. Where the previous day (or days) was not a Valuation Date, the
deduction on the Valuation Date will be 0.003425 percent multiplied by the
number of days since the last Valuation Date.

The Company believes that this level of charge is within the range of
industry practice for comparable individual flexible payment variable annuity
contracts.

The mortality risk assumed by the Company is that Annuitants may live for a
longer time than projected, and that an aggregate amount of annuity benefits
greater than that projected will accordingly be payable. In making this
projection, the Company has used the mortality rates from the 1983 Table "a"
(discrete functions without projections for future mortality), with 3 1/2
percent interest. The expense risk assumed is that expenses incurred in issuing
and administering the Contracts will exceed the administrative charges provided
in the Contracts.

The Company does not expect to make a profit from the mortality and expense
risk charge. Should, however, the amount of the charge exceed the amount needed,
the excess will be retained by the Company in its general account. Should the
amount of the charge be inadequate, the Company will pay the difference out of
its General Account.

TAXES

Currently, no charge will be made against the Variable Account for federal
income taxes. The Company may, however, make such a charge in the future if
income or gains within the Variable Account will incur any federal income tax
liability. Charges for other taxes, if any, attributable to the Variable Account
may also be made. (See "Federal Tax Status" at page 29.)

INVESTMENT ADVISORY FEE

Because the Variable Account purchases shares of the Funds, the net assets
of the Variable Account will reflect the investment advisory fee and other
expenses incurred by the Funds. MONY America, as investment

22
<PAGE> 27

adviser to the MONY Series Fund, will receive monthly compensation with respect
to the Intermediate Term Bond, Long Term Bond, Government Securities, and Money
Market Portfolios that it advises at an annual rate of 0.40 percent of the first
$400 million of the aggregate average daily net assets of all MONY Series Fund
Portfolios, 0.35 percent of the next $400 million of the aggregate average daily
net assets of all MONY Series Fund Portfolios, and 0.30 percent of the aggregate
average daily net assets of all MONY Series Fund Portfolios in excess of $800
million. Enterprise Capital, as investment adviser to the Accumulation Trust,
will receive from the Accumulation Trust monthly compensation with respect to
the Equity, Small Cap, Managed, and High Yield Bond Portfolios that it advises
at an annual rate of 0.60 percent of the aggregate average daily net assets of
those portfolios. Quest for Value Advisors, a subsidiary of Oppenheimer Capital,
as sub-investment adviser to the Equity, Small Cap, and Managed Portfolios of
the Accumulation Trust will receive from Enterprise Capital and not the
Accumulation Trust 0.40 percent of the aggregate average daily net assets of the
Equity, Small Cap, and Managed Portfolios. Caywood-Scholl Capital Corporation,
as sub-investment adviser to the High Yield Bond Portfolio, will receive from
Enterprise Capital and not the Accumulation Trust, .30 percent of the aggregate
average daily net assets (.252 percent for assets in excess of $100 million) of
the High Yield Bond Portfolio. Enterprise Capital, as investment adviser to the
Accumulation Trust will receive with respect to the International Growth
Portfolio monthly compensation at an annual rate of .85 percent of the aggregate
average daily net assets of the International Growth Portfolio, and Brinson
Partners, as sub-investment adviser to the International Growth Portfolio, will
receive from Enterprise Capital and not the Accumulation Trust, .4495 percent
(53% of the fee received by Enterprise Capital; the fee paid to Brinson Partners
declines as assets exceed $100 million) of the aggregate average daily net
assets of the International Growth Portfolio. The investment advisers will
reimburse the Funds for the amount, if any, by which the aggregate ordinary
operating expenses of any of these Portfolios incurred by the Funds in any
calendar year exceed the most restrictive expense limitations then in effect
under any state securities law or regulation. Currently, the most restrictive
expense limitation in effect limits expenses of each Fund Portfolio to an amount
equal to 2.5 percent of the first $30 million of average daily net assets of the
Portfolio, 2.0 percent of the next $70 million, and 1.5 percent of the average
daily net assets of the Portfolio in excess of $100 million.

ANNUITY PROVISIONS

ANNUITY COMMENCEMENT DATE

Annuity payments under a Contract will begin on the Annuity Commencement
Date that is selected by the Contractholder at the time the Contract is applied
for. The Annuity Commencement Date chosen may be no earlier than the Contract
Anniversary nearest the Annuitant's 10th birthday, and no later than the
Contract Anniversary nearest the Annuitant's 85th birthday. The minimum number
of years from the Contract Date to the Annuity Commencement Date is 10. The
Annuity Commencement Date may be advanced to a date not earlier than the 10th
Contract Anniversary or deferred from time to time by the Contractholder by
written notice to the Company, provided that (1) notice of such deferral or
advance is received by the Company prior to the then current Annuity
Commencement Date, and (2) the new Annuity Commencement Date is a date which is
not later than the Contract Anniversary nearest the Annuitant's 85th birthday. A
particular retirement plan may contain other restrictions.

On the Annuity Commencement Date, the Contract's Surrender Value will be
applied to provide an annuity or any other option previously chosen by the
Contractholder and permitted by the Company. A supplementary contract will be
issued, and that contract will set forth the terms of the settlement. No
payments may be requested under the Contract's surrender provisions after the
Annuity Commencement Date, and no surrender will be permitted except as may be
available under the Settlement Option elected.

For Contracts issued in connection with retirement plans, reference should
be made to the terms of the particular retirement plan for any limitations or
restrictions on the Annuity Commencement Date.

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<PAGE> 28

ELECTION AND CHANGE OF SETTLEMENT OPTION

During the lifetime of the Annuitant and prior to the Annuity Commencement
Date, the Contractholder may elect one or more of the Settlement Options
described below, or such other settlement option (including a lump-sum payment)
as may be agreed to by the Company. The Contractholder may also change any
election, but written notice of an election or change of election must be
received by the Company at its Operations Center prior to the Annuity
Commencement Date. If no election is in effect on the Annuity Commencement Date,
Settlement Option 3, for a Life Annuity with 10 years certain, based on the
Annuitant's life, will be deemed to have been elected.

Settlement Options may also be elected by the Contractholder or the
Beneficiary as provided in the Death Benefit and Surrender sections of this
Prospectus. (See "DEATH BENEFIT" at page 18 and "SURRENDERS" at page 17.)

Where applicable, reference should be made to the terms of a particular
retirement plan and any applicable legislation for any limitations or
restrictions on the options that may be elected.

SETTLEMENT OPTIONS

Proceeds settled under the Settlement Options listed below or otherwise
currently available will not participate in the investment experience of the
Variable Account.

Settlement Option 1 -- Interest Income: Interest on the proceeds at a rate
(not less than 2 3/4 percent per year) set by the Company each year.

Settlement Option 2 -- Income for Specified Period: Fixed monthly payments
for a specified period of time, as elected. The payments may, at the Company's
option, be increased by additional interest each year.

Settlement Option 3 -- Single Life Income: Payments for the life of the
payee and for a period certain. The period certain may be (a) 0 years, 10 years,
or 20 years, or (b) the period required for the total income payments to equal
the proceeds (refund period certain). The amount of the income will be
determined by the Company on the date the proceeds become payable.

Settlement Option 3A -- Joint Life Income: Payments during the joint
lifetime of the payee and one other person, and during the lifetime of the
survivor. The survivor's monthly income may be equal to either (a) the income
payable during the joint lifetime or (b) two-thirds of that income. If a person
for whom this option is chosen dies before the first monthly payment is made,
the survivor will receive proceeds instead under Settlement Option 3, with 10
years certain.

Settlement Option 4 -- Income of Specified Amount: Income, of an amount
chosen, for as long as the proceeds and interest last. The amount chosen to be
received as income in each year may not be less than 10 percent of the proceeds
settled. Interest will be credited annually on the amount remaining unpaid at a
rate determined annually by the Company. This rate will not be less than 2 3/4
percent per year.

The Contract contains annuity payment rates for Settlement Options 3 and 3A
described in this Prospectus. The rates show, for each $1,000 applied, the
dollar amount of the monthly fixed annuity payment, when this payment is based
on minimum guaranteed interest as described above.

The annuity payment rates may vary according to the Settlement Option
elected and the age of the payee. The mortality table used in determining the
annuity payment rates for Options 3 and 3A is the 1983 Table a (discrete
functions, without projections for future mortality), with 3 1/2 percent
interest.

Under Settlement Option 3, if income based on the period certain elected is
the same as the income provided by another available period or periods certain,
the Company will deem the election to have been made of the longest period
certain.

In Qualified Plans, settlement options available to Contractholders may be
restricted by the terms of the plans.

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<PAGE> 29

FREQUENCY OF ANNUITY PAYMENTS

Annuity payments will be paid as monthly installments unless the payee
requests quarterly, semiannual, or annual installments at the time the option is
chosen. However, if the net amount available to apply under any Settlement
Option under any circumstances is less than $1,000, the Company shall have the
right to pay such amount in one lump sum. In addition, if the payments provided
for would be less than $25, the Company shall have the right to change the
frequency of payments to such intervals as will result in payments of at least
$25.

ADDITIONAL PROVISIONS

The Company may require proof of age of the Annuitant before making any
life annuity payment provided for by the Contract. If the age of the Annuitant
has been misstated, the amount payable will be the amount that the amount
settled would have provided at the correct age. Once life income payments have
begun, any underpayments will be made up in one sum with the next annuity
payment; overpayments will be deducted from the future annuity payments until
the total is repaid.

The Contract must be returned to the Company upon any settlement. Prior to
any settlement of a death claim, due proof of the Annuitant's death must be
submitted to the Company.

Where any benefits under the Contract are contingent upon the recipient's
being alive on a given date, the Company may require proof satisfactory to it
that such condition has been met.

The Contracts described in this Prospectus contain annuity payment rates
that distinguish between men and women. On July 6, 1983, the Supreme Court held
in Arizona Governing Committee v. Norris that optional annuity benefits provided
under an employer's deferred compensation plan could not, under Title VII of the
Civil Rights Act of 1964, vary between men and women on the basis of sex.
Because of this decision, the annuity payment rates applicable to Contracts
purchased under an employment-related insurance or benefit program may in some
cases not vary on the basis of the Annuitant's sex. Unisex rates to be provided
by the Company will apply for Qualified Plans and those plans where an employer
believes that the Norris decision applies.

Employers and employee organizations should consider, in consultation with
legal counsel, the impact of Norris, and Title VII generally, and any comparable
state laws that may be applicable, on any employment-related plan for which a
Contract may be purchased.

OTHER PROVISIONS

OWNERSHIP

The Contractholder has all rights and may receive all benefits under the
Contract. During the lifetime of the Annuitant (and the Contingent Annuitant if
one has been named), the Contractholder shall be the person so designated in the
application, unless changed, or unless a Successor Contractholder becomes the
Contractholder. On and after the death of the Annuitant (and the Contingent
Annuitant, if applicable), the Beneficiary shall be the Contractholder.

The Contractholder may name a Successor Contractholder or a new
Contractholder at any time. If the Contractholder dies, the Successor
Contractholder, if living, becomes the Contractholder. Any request for change
must be: (1) made in writing; and (2) received at the Company. The change will
become effective as of the date the written request is signed. A new choice of
Contractholder or Successor Contractholder will not apply to any payment made or
action taken by the Company prior to the time a request for change is received.
Contractholders should consult a competent tax advisor prior to changing
Contractholders.

PROVISION REQUIRED BY SECTION 72(S) OF THE CODE

If the Contractholder of a Non-Qualified Plan dies before the Annuity
Commencement Date and while the Annuitant is living, and if that
Contractholder's spouse is not the Successor Contractholder as of the date

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<PAGE> 30

of that Contractholder's death (as evidenced by proof satisfactory to the
Company), then the Contract will be surrendered as of the date of that death. If
the Successor Contractholder is the Beneficiary, the surrender proceeds may, at
the option of the Successor Contractholder, be paid over the life of the
Successor Contractholder. Such payments must begin no later than one year after
such date of death. If the Successor Contractholder is a surviving spouse, then
the surviving spouse will be treated as the new Contractholder of the Contract.
Under such circumstances, it shall not be necessary to surrender the Contract.
If the spouse is not the Successor Contractholder and there is no designated
beneficiary, the proceeds must be distributed within 5 years after the date of
death. However, under the terms of the Contract, if the spouse is not the
Successor Contractholder, the Contract will be surrendered as of the date of
death and the proceeds will be paid to the Beneficiary. This provision shall not
extend the term of the Contract beyond the date when death proceeds become
payable.

Further, if the Contractholder dies on or after the Annuity Commencement
Date, then any remaining portion of the proceeds will be distributed at least as
rapidly as under the method of distribution being used as of the date of the
Contractholder's death.

PROVISION REQUIRED BY SECTION 401(A)(9) OF THE CODE

The entire interest of a Qualified Plan Participant under the contract will
be distributed to the Contractholder or his/her Designated Beneficiary either by
or beginning not later than April 1 of the calendar year following the calendar
year in which such Participant attains age 70 1/2. The period over which such
distribution will be made is the life of such Participant or the lives of such
Participant and Designated Beneficiary.

Where distributions have begun in accordance with the previous paragraph
and the Participant dies before Contractholder's entire interest has been
distributed to him/her, the remaining portion of such interest will be
distributed at least as rapidly as under the method of distribution being used
as of the date of the Participant's death. If the Participant dies before the
commencement of such distributions and there is no Designated Beneficiary, the
Contract will be surrendered as of the date of death. The surrender proceeds
must be distributed within 5 years after the date of death. But if there is a
Designated Beneficiary, the surrender proceeds may, at the option of the
Designated Beneficiary, be paid over the life of the Designated Beneficiary. In
such case, distributions will begin not later than one year after the
Participant's death. If the Designated Beneficiary is the surviving spouse of
the Participant, the date on which the distributions will begin shall not be
earlier than the date on which the Participant would have attained age 70 1/2.
If the surviving spouse dies before distributions to him/her begin, the
provisions of this paragraph shall be applied as if the surviving spouse were
the Participant. If the Plan is an IRA under Section 408 of the Code, the
surviving spouse may elect to forego distribution and treat the IRA as his/her
own Plan.

Qualified Plan Contracts include those qualifying for special treatment
under Sections 401, 403, and 408 of the Code.

It is the Contractholder's responsibility to assure that distribution rules
imposed by the Code will be met.

CONTINGENT ANNUITANT

Except where the Contract is issued in connection with a Qualified Plan, a
Contingent Annuitant may be designated by the Contractholder. Such designation
may be made once before annuitization, either (1) in the application for the
Contract, or (2) after the Contract is issued, by written notice to the Company
at its Operations Center. The Contingent Annuitant may be deleted by written
notice to the Company at its Operations Center. A designation or deletion of a
Contingent Annuitant will take effect as of the date the written election was
signed. The Company, however, must first accept and record the change at its
Operations Center. The change will be subject to any payment made by the Company
or action taken by the Company before receipt of the notice at the Company's
Operations Center. The Contingent Annuitant will be deleted from the Contract
automatically by the Company as of the Contract Anniversary nearest the
Contingent Annuitant's 85th birthday.

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<PAGE> 31

On the death of the Annuitant, the Contingent Annuitant will become the
Annuitant, under the following conditions:

(1) the death of the Annuitant must have occurred before the Annuity
Commencement Date;

(2) the Contingent Annuitant is living on the date of the Annuitant's
death;

(3) if the Annuitant was the Contractholder on the date of death, the
Successor Contractholder must have been the Annuitant's spouse; and

(4) if the Annuity Commencement Date is later than the Contract
Anniversary nearest the Contingent Annuitant's 85th birthday, the Annuity
Commencement Date will be automatically advanced to that Contract
Anniversary.

Effect of Contingent Annuitant's Becoming the Annuitant. If the Contingent
Annuitant becomes the Annuitant at the death of the Annuitant, in accordance
with the conditions specified above, the Death Benefit proceeds of the Contract
will be paid to the Beneficiary only on the death of the Contingent Annuitant.
If the Contingent Annuitant was the Beneficiary on the Annuitant's death, the
Beneficiary will be changed automatically to the person who was the Successor
Beneficiary on the date of death. If there was no Successor Beneficiary, then
the Contingent Annuitant's executors or administrators, unless the
Contractholder directed otherwise, will become the Beneficiary. All other rights
and benefits under the Contract will continue in effect during the lifetime of
the Contingent Annuitant as if the Contingent Annuitant were the Annuitant.

ASSIGNMENT

The Company will not be bound by any assignment until the assignment (or a
copy) is received by the Company at its Home Office. The Company is not
responsible for the validity or effect of any assignment. The Company shall not
be liable as to any payment or other settlement made by the Company before
receipt of the assignment.

If the Contract is issued pursuant to certain retirement plans, then it may
not be assigned, pledged or otherwise transferred except under such conditions
as may be allowed under applicable law.

Because an assignment may be a taxable event, a Contractholder should
consult a competent tax advisor before assigning the Contract.

CHANGE OF BENEFICIARY

So long as the Contract is in force, the Beneficiary or Successor
Beneficiary may be changed by written request to the Company at its Operations
Center in a form acceptable to the Company. The Contract need not be returned
unless requested by the Company. The change will take effect as of the date the
request is signed, whether or not the Annuitant is living when the request is
received by the Company. The Company will not, however, be liable for any
payment made or action taken before receipt and acknowledgement of the request
at its Operations Center.

SUBSTITUTION OF SECURITIES

If the shares of any Portfolio of the Funds should no longer be available
for investment by the Variable Account or, if in the judgment of the Company's
Board of Trustees, further investment in shares of one or more of the Portfolios
of the Funds should become inappropriate in view of the purposes of the
Contract, the Company may substitute shares of another mutual fund for shares of
the Funds already purchased or to be purchased in the future by Purchase
Payments under the Contract. A substitution of securities in any Subaccount will
take place only with prior approval of the Securities and Exchange Commission
and under such requirements as it may impose.

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<PAGE> 32

MODIFICATION OF THE CONTRACTS

Upon notice to the Contractholder, the Contract may be modified by the
Company, but only if such modification (1) is necessary to make the Contract or
the Variable Account comply with any law or regulation issued by a governmental
agency to which the Company is subject or (2) is necessary to assure continued
qualification of the Contract under the Internal Revenue Code or other federal
or state laws relating to retirement annuities or annuity contracts or (3) is
necessary to reflect a change in the operation of the Variable Account or the
Subaccounts or the Guaranteed Interest Account or (4) provides additional
Settlement Options or fixed accumulation options. In the event of any
modification, the Company may make appropriate endorsement in the Contract to
reflect such modification.

CHANGE IN OPERATION OF VARIABLE ACCOUNTS

At the Company's election and subject to any necessary vote by persons
having the right to give instructions with respect to the voting of shares of
the Funds held by the Subaccounts, the Variable Account may be operated as a
management company under the Investment Company Act of 1940 or it may be
deregistered under the Investment Company Act of 1940 in the event registration
is no longer required. Deregistration of the Variable Account requires an order
by the Securities and Exchange Commission. In the event of any change in the
operation of the Variable Account pursuant to this provision, the Company may
make appropriate endorsement to the Contract to reflect the change and take such
other action as may be necessary and appropriate to effect the change.

VOTING RIGHTS

All of the assets held in the Subaccounts of the Variable Account will be
invested in shares of the corresponding Portfolios of the Funds. The Company is
the legal holder of those shares and as such has the right to vote to elect the
Board of Directors of MONY Series Fund and the Board of Trustees of the
Accumulation Trust, to vote upon certain matters that are required by the 1940
Act to be approved or ratified by the shareholders of a mutual fund, and to vote
upon any other matter that may be voted upon at a shareholder's meeting. To the
extent required by law, the Company will vote the shares of each of the Funds
held in the Variable Account (whether or not attributable to Contractholders) at
shareholder meetings of each of the Funds in accordance with the instructions
received from Contractholders. The number of votes will be determined as of the
record date selected by the Board of Directors or Board of Trustees of the
respective Fund. The Company will furnish Contractholders with the proper forms
to enable them to give it these instructions. Currently, the Company may
disregard voting instructions under the circumstances described in the following
paragraph.

The Company may, if required by state insurance officials, disregard voting
instructions if those instructions would require shares to be voted to cause a
change in the subclassification or investment objectives or policies of one or
more of the Portfolios of either or both of the Funds, or to approve or
disapprove an investment adviser or principal underwriter for either or both of
the Funds. In addition, the Company itself may disregard voting instructions
that would require changes in the investment objectives or policies of any
Portfolio or in an investment adviser or principal underwriter for either or
both of the Funds, if the Company reasonably disapproves those changes in
accordance with applicable federal regulations. If the Company does disregard
voting instructions, it will advise Contractholders of that action and its
reasons for the action in the next semiannual report to Contractholders.

Each Contractholder will have the equivalent of one vote per $100 of value
attributable to the Contract held in each Subaccount of the Variable Account,
with fractional votes for amounts less than $100. For voting purposes, this
value attributable to the Contract is equal to the Cash Value. These votes,
represented as votes per $100 of value in each Subaccount of the Variable
Account, are converted into a proportionate number of votes in shares of the
corresponding Portfolio of each of the Funds. Shares of each of the Funds held
in each Subaccount for which no timely instructions from Contractholders are
received will be voted by the Company in the same proportion as those shares in
that Subaccount for which instructions are received. Should

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<PAGE> 33

applicable federal securities laws or regulations permit, the Company may elect
to vote shares of each of the Funds in its own right.

The number of shares of the corresponding Portfolio of one of the Funds in
a Subaccount for which instructions may be given by a Contractholder is
determined by dividing the portion of the value attributable to the Contract
held in that Subaccount by the net asset value of one share in the corresponding
Portfolio of the respective Fund. In other words, if the value attributable to
the Contract held in the Subaccount were $540 and the net asset value of the
respective Fund's shares of the Portfolio held in that Subaccount were $20 per
share on the record date, then the Contractholder could issue instructions on
5.4 votes (representing votes per $100 of value attributable to the Contract
held in the Subaccount), which would be converted into instructions on 27 shares
of the respective Fund.

Matters on which Contractholders may give voting instructions include the
following: (1) approval of any change in the Investment Advisory Agreement and
Services Agreement for the Portfolio(s) of the Fund corresponding to the
Contractholder's selected Subaccount(s); (2) any change in the fundamental
investment policies of the Portfolio(s) corresponding to the Contractholder's
selected Subaccount(s); and (3) any other matter requiring a vote of the
shareholders of either of the Funds. With respect to approval of the Investment
Advisory Agreement or any change in a Portfolio's fundamental investment
policies, Contractholders participating in that Portfolio will vote separately
on the matter pursuant to the requirements of Rule 18f-2 under the 1940 Act.

DISTRIBUTION OF THE CONTRACTS

MONY Securities Corp. ("MSC"), a New York corporation which is a
wholly-owned subsidiary of the Company, will act as the principal underwriter of
the Contracts, pursuant to an underwriting agreement with the Company. MSC is
registered as a broker-dealer under the Securities Exchange Act of 1934 and is a
member of the National Association of Securities Dealers. The Contracts are sold
by individuals who are registered representatives of MSC and who are also
licensed as life insurance agents for the Company. The Contracts may also be
sold through other broker-dealers authorized by MSC and applicable law to do so.
Commissions and other expenses directly related to the sale of the Contract will
not exceed 6.0 percent of Purchase Payments. Additional compensation may be paid
for other services not directly related to the sale of the Contract. Such
services include the training of personnel and the production of promotional
literature.

FEDERAL TAX STATUS

INTRODUCTION

The Contracts described in this Prospectus are designed for use by
retirement plans that may or may not qualify for favorable tax treatment under
the provisions of Section 401, 403, 408(b), and 457 of the Code. The ultimate
effect of federal income taxes on the value of the Contract's Cash Value, on
annuity payments, and on the economic benefit to the Contractholder, the
Annuitant, and the Beneficiary may depend upon the type of retirement plan for
which the Contract is purchased and upon the tax and employment status of the
individual concerned.

The following discussion of the treatment of the Contracts and of the
Company under the federal income tax laws is general in nature, is based upon
the Company's understanding of current federal income tax laws, and is not
intended as tax advice. Any person contemplating the purchase of a Contract
should consult a qualified tax adviser. A more detailed description of the
treatment of the Contract under federal income tax laws is contained in the
Statement of Additional Information. THE COMPANY DOES NOT MAKE ANY GUARANTEE
REGARDING ANY TAX STATUS, FEDERAL, STATE, OR LOCAL, OF ANY CONTRACT OR ANY
TRANSACTION INVOLVING THE CONTRACTS.

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<PAGE> 34

TAX TREATMENT OF THE COMPANY

Under existing federal income tax laws, the income of the Variable
Accounts, to the extent that it is applied to increase reserves under the
Contracts, is substantially nontaxable to the Company.

TAXATION OF ANNUITIES IN GENERAL

The Contracts offered by this Prospectus are designed for use in connection
with Qualified Plans and Non-Qualified Plans. All or a portion of the
contributions to such plans will be used to make Purchase Payments under the
Contracts. In general, contributions to Qualified Plans and income earned on
contributions to all plans are tax-deferred until distributed to plan
participants or their beneficiaries. Such tax deferral is not, however,
available for Non-Qualified Plans if the Contractholder is other than a natural
person unless the Contract is held as an agent for a natural person. Annuity
payments made as retirement distributions under a Contract, except to the extent
of employee (in the case of Qualified Plans) or Contractholder (in the case of
Non-Qualified Plans) contributions, are generally taxable to the annuitant as
ordinary income. Contractholders, Annuitants, and Beneficiaries should seek
qualified advice about the tax consequences of distributions, withdrawals, and
payments under the retirement plans in connection with which the Contracts are
purchased.

The Company will withhold and remit to the United States Government and,
where applicable, to state governments part of the taxable portion of each
distribution made under a Contract unless the Contractholder or Annuitant
provides his or her taxpayer identification number to the Company and notifies
the Company that he or she chooses not to have amounts withheld.

Under the Technical and Miscellaneous Revenue Act of 1988 ("TAMRA"), for
purposes of determining the amount includible in gross income with respect to
distributions not received as an annuity, including deemed distributions
resulting from gratuitous transfers, all annuity contracts issued by the same
company to the same Contractholder during any 12 month period, other than those
issued to qualified retirement plans, will be treated as one annuity contract.
The IRS is given power to prescribe rules to prevent avoidance of this rule
through special purchases of contracts or otherwise. None of these rules is
expected to affect tax-benefitted plans.

Effective January 1, 1993, distributions of plan benefits from qualified
retirement plans, other than individual retirement arrangements ("IRAs"),
generally will be subject to mandatory federal income tax withholding unless
they either are:

1. Part of a series of substantially equal periodic payments (at least
annually) for the participant's life or life expectancy, the joint lives or
life expectancies of the participant and his/her beneficiary, or a period
certain of not less than 10 years; or

2. Required by the Code upon the participant's attainment of age
70 1/2 or death.

Such withholding will apply even if the distribution is rolled over into
another qualified plan, including an IRA. The withholding can be avoided if the
participant's interest is directly transferred by the old plan to another
eligible qualified plan, including an IRA. A direct transfer to the new plan can
be made only in accordance with the terms of the old plan. If withholding is not
avoided, the amount withheld may be subject to income tax and excise tax
penalties.

Under the generation skipping transfer tax, the Company may be liable for
payment of this tax under certain circumstances. In the event that the Company
determines that such liability exists, an amount necessary to pay the generation
skipping transfer tax may be subtracted from the death benefit proceeds.

ANNUITY CONTRACTS GOVERNED BY SECTION 403(B) OF THE CODE

An annuity contract will not be treated as a Qualified Contract under
Section 403(b) of the Code unless distributions which are attributable to a
contribution made pursuant to a salary reduction agreement may be paid only: (1)
when the Contractholder attains age 59 1/2; (2) when the Contractholder
separates from the service of his employer; (3) when the Contractholder dies;
(4) when the Contractholder becomes perma-

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<PAGE> 35

nently disabled within the meaning of Section 72(m) of the Code; or (5) in the
case of hardship. These restrictions generally apply to contributions made after
December 31, 1988 and to any increase in Cash Value of the Contract after
December 31, 1988. Therefore effective January 1, 1989 and thereafter, any
contributions made, or increase in Cash Value, on or after January 1, 1989 will
be restricted from withdrawal except upon attainment of age 59 1/2, separation
from service, death, disability or hardship (hardship withdrawals are to be
limited to the amount of the Contractholder's Purchase Payments). However, any
Purchase Payments that reflect employer contributions and the earnings thereon
will not be restricted unless specifically provided for by the applicable
employer's plan.

RETIREMENT PLANS

The Contracts described in this Prospectus are designed for use with the
following types of retirement plans:

(1) Pension and Profit-Sharing Plans established by business employers
and certain associations, as permitted by Sections 401(a) and 401(k) of the
Code, including those purchasers who would have been covered under the
rules governing H.R. 10 (Keogh) Plans;

(2) Individual Retirement Annuities permitted by Sections 219 and
408(b) of the Code, including Simplified Employee Pensions established by
employers pursuant to Section 408(k);

(3) Tax-Sheltered Annuity Plans established by certain educational and
tax-exempt organizations under Section 403(b) of the Code (effective
January 1, 1989, the Contracts offered by this Prospectus have been
withdrawn from sale in all states in connection with Qualified Plans which
intend to qualify for federal income tax advantages available under Section
403(b) of the Code);

(4) Deferred compensation plans provided by certain governmental
entities under Section 457 of the Code; and

(5) Non-Qualified Plans.

The tax rules applicable to participants in such retirement plans vary
according to the type of plan and its terms and conditions. Therefore, no
attempt is made herein to provide more than general information about the use of
Contracts with the various types of retirement plans. Participants in such plans
as well as Contractholders, Annuitants, and Beneficiaries are cautioned that the
rights of any person to any benefits under these plans are subject to the terms
and conditions of the plans themselves, regardless of the terms and conditions
of the Contracts. The Company will provide purchasers of Contracts used in
connection with Individual Retirement Annuities with such supplementary
information as may be required by the Internal Revenue Service or other
appropriate agency. Any person contemplating the purchase of a Contract should
consult a qualified tax adviser.

PERFORMANCE DATA

From time to time the performance of one or more of the Subaccounts may be
advertised. The performance data contained in these advertisements is based upon
historical earnings and is not indicative of future performance. The data for
each Subaccount reflects the results of the corresponding Portfolio of the Fund
and recurring charges and deductions borne by or imposed on the Portfolio and
the Subaccount. Set forth below for each Subaccount is the manner in which the
data contained in such advertisements will be calculated.

Money Market Subaccount. The performance data for this Subaccount will
reflect the "yield" and "effective yield". The "yield" of the Subaccount refers
to the income generated by an investment in the Subaccount over the seven day
period stated in the advertisement. This income is "annualized", that is, the
amount of income generated by the investment during that week is assumed to be
generated each week over a 52-week period and is shown as a percentage of the
investment. The "effective yield" is calculated similarly, but, when annualized,
the income earned by an investment in the Subaccount is assumed to be
reinvested. The

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<PAGE> 36

"effective yield" will be slightly higher than the "yield" because of the
compounding effect of this assumed reinvestment.

Subaccounts other than the Money Market Subaccount. The performance data
for these Subaccounts will reflect the "yield" and "total return". The "yield"
of each of these Subaccounts refers to the income generated by an investment in
that Subaccount over the 30 day period stated in the advertisement and is the
result of dividing that income by the value of the Subaccount. The value of each
Subaccount is the average daily number of Units outstanding multiplied by the
Unit Value on the last day of the period. The "yield" reflects deductions for
all charges, expenses, and fees of both the Funds and the Variable Account other
than the Surrender Charge. "Total return" for each of these Subaccounts refers
to the return a Contractholder would receive during the period indicated if a
$1,000 Purchase Payment was made the indicated number of years ago. It reflects
historical investment results less charges and deductions of both the Funds and
the Variable Account, including any Surrender Charge imposed as a result of the
full Surrender, with the distribution being made in cash rather than in the form
of one of the settlement options, at the close of the period for which the
"total return" data is given.

Returns for periods exceeding one year reflect the average annual total
return for such period. Total return data may also be shown assuming that the
Contract continues in force (i.e., was not surrendered) beyond the close of the
periods indicated in which case that data would reflect all charges and
deductions of both the Funds and the Variable Account other than the Surrender
Charge. In addition to the total return data described above based upon a $1,000
investment, comparable data may also be shown for an investment equal to the
amount of the average purchase payment made by a purchase of a Contract during
the prior year.

Non-Standardized Performance Data. From time to time, average annual total
return or other performance data may also be advertised in non-standardized
formats. Non-standard performance data will be accompanied by standard
performance data, and the period covered or other non-standard features will be
disclosed.

In addition, reference in advertisements may be made to various indices,
including without limitation, the Standard & Poor's Indices and the Lehman
Brothers, Shearson, CDA/Wiesenberger, Russell, Merrill Lynch, and Wilshire
indices, and to various ranking services, including, without limitation, the
Lipper Annuity and Closed End Survey compiled by Lipper Analytical Services and
the VARDS report compiled by Variable Annuity Research and Data Service in order
to provide the reader a basis for comparison.

ADDITIONAL INFORMATION

This prospectus does not contain all the information set forth in the
registration statement, certain portions of which have been omitted pursuant to
the rules and regulations of the Securities and Exchange Commission. The omitted
information may be obtained from the Commission's principal office in
Washington, D.C., upon payment of the fees prescribed by the Commission.

For further information with respect to the Company and the Contracts
offered by this prospectus, including the Statement of Additional Information
(which includes financial statements relating to the Company), Contractholders
and prospective investors may also contact the Company at its address or phone
number set forth on the cover of this Prospectus for requesting such statement.
The Statement of Additional Information is available from the Company without
charge.

LEGAL PROCEEDINGS

There are no legal proceedings to which the Variable Account or the
principal underwriter is a party. The Company is engaged in various kinds of
routine litigation which, in the opinion of the Company, are not of material
importance in relation to the total capital and surplus of the Company.

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FINANCIAL STATEMENTS

The financial statements for the Company, included in the Statement of
Additional Information should be considered only as bearing on the ability of
the Company to meet its obligations under the Contracts. The financial
statements of the Company should not be considered as bearing on the investment
performance of the assets held in the Variable Account. The financial statements
of the Company and the Variable Account are included in the Statement of
Additional Information.

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TABLE OF CONTENTS

STATEMENT OF ADDITIONAL INFORMATION

MAY 1, 1995

<TABLE>
<CAPTION>
ITEM PAGE
- ------------------------------------------------------------------------------------- -----
<S> <C>
The Mutual Life Insurance Company of New York........................................ 1
Legal Opinion........................................................................ 1
Independent Accountants.............................................................. 1
Federal Tax Status................................................................... 2
Performance Data..................................................................... 5
Financial Statements................................................................. F-1
</TABLE>

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

If you would like to receive a copy of the MONY Variable Account A
Statement of Additional Information, please return this request to:

The Mutual Life Insurance Company of New York
Mail Drop 76-18
500 Frank W. Burr Boulevard
Teaneck, New Jersey 07666-6888

Your name __________________________________________________________

Address ____________________________________________________________

City ________________________________ State _________ Zip ________

Please send me a copy of the MONY Variable Account A Statement of
Additional Information.

Policy C3-88

FORM NO. 13456SL (5/95) #33-37722

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APPENDIX A

CALCULATION OF SURRENDER CHARGE

ILLUSTRATION 1

Suppose an initial Purchase Payment of $15,000 is the only payment made,
and no taxes are deducted from this payment. At the beginning of the third
Contract Year, the Cash Value of the Contract has grown to $18,000 and the
Contractholder requests a partial surrender of $2,000.

The Surrender Charge is determined as follows:

Step 1: Purchase Payments are allocated to the surrender amount, as
follows:

<TABLE>
<CAPTION>
AMOUNT
ANNIVERSARIES SINCE AMOUNT AVAILABLE FOR
PURCHASE PAYMENT CONTRACT YEAR ALLOCATED ALLOCATION TO
RECEIVED BY US PAYMENT RECEIVED TO SURRENDER FUTURE SURRENDER
- ------------------- ---------------- ------------ ----------------
<S> <C> <C> <C>
0................................. 3 $ 0 $ 0
1................................. 2 0 0
2................................. 1 2,000 13,000
</TABLE>

IF THE CONTRACT IS A NON-QUALIFIED CONTRACT --

Step 2: The Guaranteed Free Surrender Amount is calculated as 10% of the
Cash Value ($1,800). Reduce the resulting amount allocated to
surrender ($2,000) by the Guaranteed Free Surrender Amount
($1,800), and apply the Surrender Charge Percentages as follows:

<TABLE>
<CAPTION>
NUMBER OF CONTRACT
ANNIVERSARIES AMOUNT OF
SINCE AMOUNT SURRENDER SURRENDER
PURCHASE PAYMENT CONTRACT YEAR ALLOCATED CHARGE CHARGE
RECEIVED BY US PAYMENT RECEIVED TO SURRENDER PERCENTAGE (AMT X PCT)
- ------------------ ---------------- ------------ ---------- -----------
<S> <C> <C> <C> <C>
0...................... 3 $ 0 7% $ 0
1...................... 2 0 7 0
2...................... 1 200 6 12
</TABLE>

Step 3: Summing the resulting Amounts of Surrender Charge produces a total
Surrender Charge of $12.

The Surrender Charge, plus the amount of the surrender is then deducted
from the remaining Cash Value of the Non-Qualified Contract, for a total
withdrawal of $2,012.

IF THE CONTRACT IS A QUALIFIED CONTRACT --

Step 2: The Guaranteed Free Surrender Amount is calculated as up to the
greater of 10% of the Cash Value ($1,800) of the Qualified Contract
or up to $10,000. Since the partial surrender requested is less
than $10,000 (although it is greater than 10 percent), there is no
Surrender Charge.

Since there is no Surrender Charge, the entire amount requested is
available under the Guaranteed Free Surrender Amount provision of the Qualified
Contract.

Assuming that in the middle of the tenth Contract Year, a full surrender is
requested. The Cash Value at the time of full surrender is $28,000. Since this
is a full surrender, the Annual Contract Charge (currently $30) is deducted from
the Cash Value, leaving a remaining Cash Value balance of $27,970. For this
calculation, there is $13,000 of Purchase Payments made in the first Contract
Year.

A-1
<PAGE> 40

The Surrender Charge is determined as follows:

Step 1: Purchase Payments are allocated to the surrender amount, as
follows:

<TABLE>
<CAPTION>
NUMBER OF CONTRACT
ANNIVERSARIES
SINCE AMOUNT
PURCHASE PAYMENT CONTRACT YEAR ALLOCATED TO
RECEIVED BY US PAYMENT RECEIVED SURRENDER
- ------------------ ----------------- ------------
<S> <C> <C>
0.......................................... 10 $ 0
1.......................................... 9 0
2.......................................... 8 0
3.......................................... 7 0
4.......................................... 6 0
5.......................................... 5 0
6.......................................... 4 0
7.......................................... 3 0
8 (or more)................................ 1 and 2 13,000
</TABLE>

IF THE CONTRACT IS A NON-QUALIFIED CONTRACT --

Step 2: The Guaranteed Free Surrender Amount is calculated as up to 10% of
the Cash Value ($2,800) of the Non-Qualified Contract. Reduce the
resulting amount allocated to surrender ($13,000) by the Guaranteed
Free Surrender Amount ($2,800), and apply the Surrender Charge
Percentages as follows:

<TABLE>
<CAPTION>
NUMBER OF CONTRACT
ANNIVERSARIES AMOUNT OF
SINCE AMOUNT SURRENDER SURRENDER
PURCHASE PAYMENT CONTRACT YEAR ALLOCATED TO CHARGE CHARGE
RECEIVED BY US PAYMENT RECEIVED SURRENDER PERCENTAGE (AMT X PCT)
- ------------------ ----------------- ------------ ---------- -----------
<S> <C> <C> <C> <C>
0.................. 10 $ 0 7% $ 0
1.................. 9 0 7 0
2.................. 8 0 6 0
3.................. 7 0 6 0
4.................. 6 0 5 0
5.................. 5 0 4 0
6.................. 4 0 3 0
7.................. 3 0 2 0
8 or more.......... 1 and 2 10,200 0 0
</TABLE>

Step 3: Summing the resulting Amounts of Surrender Charge produces a total
Surrender Charge of $0.

A-2
<PAGE> 41

IF THE CONTRACT IS A QUALIFIED CONTRACT --

Step 2: The Guaranteed Free Surrender Amount is calculated as up to the
greater of 10% of the Cash Value ($2,800) of the Qualified Contract
or up to $10,000. Reduce the resulting amount allocated to
surrender ($13,000) by the Guaranteed Free Surrender Amount
($10,000), and apply the Surrender Charge Percentages as follows:

<TABLE>
<CAPTION>
NUMBER OF CONTRACT
ANNIVERSARIES AMOUNT OF
SINCE AMOUNT SURRENDER SURRENDER
PURCHASE PAYMENT CONTRACT YEAR ALLOCATED TO CHARGE CHARGE
RECEIVED BY US PAYMENT RECEIVED SURRENDER PERCENTAGE (AMT X PCT)
- ------------------ ---------------- ------------ ---------- -----------
<S> <C> <C> <C> <C>
0...................... 10 $ 0 7% $ 0
1...................... 9 0 7 0
2...................... 8 0 6 0
3...................... 7 0 6 0
4...................... 6 0 5 0
5...................... 5 0 4 0
6...................... 4 0 3 0
7...................... 3 0 2 0
8 or more.............. 1 and 2 3,000 0 0
</TABLE>

Step 3: Summing the resulting Amounts of Surrender Charge produces a total
Surrender Charge of $0.

Since there are no Purchase Payments such that 7 or less policy
anniversaries had passed since they were received, no part of the surrender
proceeds are subject to a Surrender Charge. Hence, no Surrender Charge is
assessed on this full surrender.

ILLUSTRATION 2

Suppose Purchase Payments of $2,000 are made at the beginning of every
Contract Year. No taxes are deducted from these Payments. In the middle of the
third Contract Year, a partial surrender of $500 is requested. Suppose the Cash
Value has grown to $7,000 at the time of the partial surrender request.

The Surrender Charge is determined as follows:

Step 1: Purchase Payments are allocated to the surrender amount, as
follows:

<TABLE>
<CAPTION>
NUMBER OF CONTRACT
ANNIVERSARIES AMOUNT
SINCE AMOUNT AVAILABLE FOR
PURCHASE PAYMENT CONTRACT YEAR ALLOCATED TO ALLOCATION TO
RECEIVED BY US PAYMENT RECEIVED SURRENDER FUTURE SURRENDERS
- ------------------ ---------------- ------------ -----------------
<S> <C> <C> <C>
0.............................. 3 $ 0 $ 2,000
1.............................. 2 0 2,000
2.............................. 1 500 1,500
</TABLE>

A-3
<PAGE> 42

IF THE CONTRACT IS A NON-QUALIFIED CONTRACT --

Step 2: The Guaranteed Free Surrender Amount is calculated as up to 10% of
the Cash Value ($700) of the Non-Qualified Contract. Reduce the
resulting amount allocated to surrender ($500) by the Guaranteed
Free Surrender Amount ($700), and apply the Surrender Charge
Percentages as follows:

Step 3: Summing the resulting Amounts of Surrender Charge produces a total
Surrender Charge of $0.

The partial surrender will be allocated to $500 of payments made in the
first Contract Year. But since 10 percent of the Cash Value ($700) of the
Non-Qualified Contract could be surrendered under the Guaranteed Free Surrender
Amount Provision, the partial surrender of $500 could be withdrawn without a
surrender charge.

IF THE CONTRACT IS A QUALIFIED CONTRACT --

Step 2: The Guaranteed Free Surrender Amount is calculated as up to the
greater of 10% of the Cash Value ($700) of the Qualified Contract
or up to $10,000. Since the partial surrender requested is less
than $10,000 and less than 10% there is no surrender charge.

Since there is no Surrender Charge, the entire amount requested is
available under the Guaranteed Free Surrender Amount provision of the Qualified
Contract.

Assume that Purchase Payments of $2,000 have continually been made at the
beginning of each Contract Year, and that in the middle of the tenth Contract
Year, a partial surrender of $7,500 is requested. The Cash Value is $32,600 at
the time of the partial surrender request.

The Surrender Charge is determined as follows:

Step 1: Purchase Payments are allocated to the surrender amount, as
follows:

<TABLE>
<CAPTION>
NUMBER OF CONTRACT
ANNIVERSARIES
SINCE PURCHASE AMOUNT AMOUNT AVAILABLE
PAYMENT RECEIVED CONTRACT YEAR ALLOCATED TO FOR ALLOCATION TO
BY US PAYMENT RECEIVED SURRENDER FUTURE SURRENDERS
- ------------------ ---------------- ------------ -----------------
<S> <C> <C> <C>
0.............................. 10 $ 0 $ 2,000
1.............................. 9 0 2,000
2.............................. 8 0 2,000
3.............................. 7 0 2,000
4.............................. 6 0 2,000
5.............................. 5 0 2,000
6.............................. 4 2,000 0
7.............................. 3 2,000 0
8 (or more).................... 1 and 2 3,500 0
</TABLE>

A-4
<PAGE> 43

IF THE CONTRACT IS A NON-QUALIFIED CONTRACT --

Step 2: The Guaranteed Free Surrender Amount is calculated as 10% of the
Cash Value ($3,260) of the Non-Qualified Contract. Reduce the
resulting amount allocated to surrender ($3,500) in Contract Years
1 and 2 by the Guaranteed Free Surrender Amount ($3,260), and apply
the Surrender Charge Percentages as follows:

Step 3: Summing the resulting Amounts of Surrender Charge produces a total
Surrender Charge of $100.

The Surrender Charge, plus the amount of the surrender is then deducted
from the remaining Cash Value of the Non-Qualified Contract, for a total
withdrawal of $7,600.

IF THE CONTRACT IS A QUALIFIED CONTRACT --

Step 2: The Guaranteed Free Surrender Amount is calculated as up to the
greater of 10% of the Cash Value ($3,260) of the Qualified Contract
or up to $10,000. Since the partial surrender requested is less
than $10,000 (although it is greater than 10 percent), there is no
surrender charge.

Since there is no Surrender Charge, the entire amount requested is
available under the Guaranteed Free Surrender Amount provision of the Qualified
Contract.

Assuming that in the middle of the twelfth Contract Year, a full surrender
with the full proceeds being settled under Settlement Option 3, Single Life
Income for 10 years certain and during the balance of the annuitant's lifetime,
payments of $2,000 have continuously been made at the beginning of each contract
year. The Cash Value at the time of the full surrender is $26,000. Since this
example assumes a full surrender is being made, the Annual Contract Charge
(currently $30) is deducted from the Cash Value, leaving a remaining Cash Value
of $25,970.

Since the full proceeds are being applied to Settlement Option 3, the
Surrender Charge is $0. The entire remaining Cash Value of $25,970 is applied to
the settlement option.

A-5
<PAGE> 44

THE MONYMASTER

STATEMENT OF ADDITIONAL INFORMATION
DATED MAY 1, 1995

INDIVIDUAL FLEXIBLE PAYMENT
VARIABLE ANNUITY CONTRACT

ISSUED BY

MONY VARIABLE ACCOUNT A

AND

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

This Statement of Additional Information is not a prospectus, but it
relates to, and should be read in conjunction with, the prospectus dated May 1,
1995 for the Individual Flexible Payment Variable Annuity Contract ("Contract")
issued by The Mutual Life Insurance Company of New York ("Company"). The
prospectus is available, at no charge, by writing the Company at 500 Frank W.
Burr Boulevard, Teaneck, New Jersey, 07666-6888, Mail Drop 76-18 or by calling
1-800-487-6669.

TABLE OF CONTENTS

<TABLE>
<CAPTION>
ITEM PAGE
- -------------------------------------------------------------------------------------- ------
<S> <C>
The Mutual Life Insurance Company of New York......................................... 1
Legal Opinion......................................................................... 1
Independent Accountants............................................................... 1
Federal Tax Status.................................................................... 2
Performance Data...................................................................... 5
Financial Statements.................................................................. F-1
</TABLE>

FORM NO. 13456 SL (5/95) 33-37722
<PAGE> 45

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

The Mutual Life Insurance Company of New York ("Company") is a mutual life
insurance company organized under the laws of the state of New York in 1842. The
principal offices of the Company are at 1740 Broadway, New York, New York 10019.
The Company had total assets under management at the end of 1994 of
approximately $17.7 billion. During 1993, the Company completed the sale of its
group pension division to AEGON USA, Inc. ("AEGON"). As a result of the sale,
assets and liabilities of approximately $6.1 billion were transferred to AEGON
and various subsidiaries through a series of transactions, including
reinsurance. The Company is licensed to sell insurance and annuities in all
states of the United States, the District of Columbia, Puerto Rico, the Virgin
Islands and all Provinces of Canada.

At May 1, 1995, the rating assigned to the Company by A.M. Best Company,
Inc., an independent insurance company rating organization, was Company
A-(Excellent) based upon an analysis of financial condition and operating
performance through the end of 1993. The A.M. Best rating of the Company should
be considered only as bearing on the ability of the Company to meet its
obligations under the Contracts.

MORE ABOUT THE COMPANY

The Company is one of America's oldest and most respected financial
institutions. It is geared to meet the needs of today's consumers and business
owners with an array of insurance products.

For over 150 years, this firm has had the distinction of being not only one
of the oldest insurance companies in America -- but also the first American
mutual life insurance company to issue life insurance to the general public.
Other important innovations include the fact that MONY was the first insurance
company to:

- offer a variable annuity with a choice of equity or fixed investments

- insure a woman

- insure a member of the armed forces

The Company's mission is to provide excellence and quality in products and
services through its network of highly trained insurance professionals that
include:

- Whole Life Insurance

- Universal Life insurance

- Qualified Retirement Plans

Through the Company's subsidiary, MONY Securities Corp., a wide variety of
investment products are also available which include:

- Mutual Funds and Investment Services

LEGAL OPINION

Legal matters relating to federal securities laws applicable to the issue
and sale of the Contract and all matters of New York law pertaining to the
Contract, including the validity of the Contract and the Company's right to
issue the Contract, have been passed upon by Willard G. Eldred, Esq., then Vice
President and Deputy General Counsel, of the Company.

INDEPENDENT ACCOUNTANTS

The financial statements included herein have been audited by Coopers &
Lybrand, L.L.P., independent accountants, and are included herein in reliance on
the reports of said firm given on the authority of that firm as experts in
accounting and auditing. Coopers & Lybrand's office is located at 1301 Avenue of
the Americas, New York, New York 10019.

1
<PAGE> 46

FEDERAL TAX STATUS

INTRODUCTION

The Contract is designed for use to fund retirement plans which may or may
not be Qualified Plans under the provisions of the Internal Revenue Code (the
"Code"). The ultimate effect of federal income taxes on the Contract value, on
annuity payments, and on the economic benefit to the Contractholder, Annuitant,
or Beneficiary depends on the type of retirement plan for which the Contract is
purchased and upon the tax and employment status of the individual concerned.
The discussion contained herein is general in nature and is not intended as tax
advice. Each person concerned should consult a competent tax adviser. No attempt
is made to consider any applicable state or other tax laws. Moreover, the
discussion herein is based upon the Company's understanding of current federal
income tax laws as they are currently interpreted. No representation is made
regarding the likelihood of continuation of those current federal income tax
laws or of the current interpretations by the Internal Revenue Service.

TAXATION OF ANNUITIES IN GENERAL

Section 72 of the Code governs taxation of annuities in general. Except in
the case of certain corporate and other non-individual Contractholders, there
are no income taxes on increases in the value of a Contract until a distribution
occurs, in the form of a full surrender, a partial surrender, a death benefit,
an assignment or gift of the Contract, or as annuity payments.

SURRENDERS, DEATH BENEFITS, ASSIGNMENTS AND GIFTS

A Contractholder who fully surrenders his or her Contract is taxed on the
portion of the payment that exceeds his or her cost basis in the Contract. For
Non-Qualified Contracts, the cost basis is generally the amount of the Purchase
Payments made for the Contract, and the taxable portion of the surrender payment
is taxed as ordinary income. For Qualified Contracts, the cost basis is
generally zero, except to the extent of non-deductible employer contributions,
and the taxable portion of the surrender payment is generally taxed as ordinary
income subject to special elective 5-year (and, for certain eligible persons,
10-year) income averaging in the case of Qualified Contracts. A Beneficiary
entitled to receive a lump sum death benefit upon the death of the Annuitant is
taxed on the portion of the amount that exceeds the Contractholder's cost basis
in the Contract. If the Beneficiary elects to receive annuity payments within 60
days of the Annuitant's death, different tax rules apply. (See "Annuity
Payments" below.)

Partial surrenders received under Non-Qualified Contracts prior to
annuitization are first included in gross income to the extent Surrender Value
exceeds Purchase Payments, less prior nontaxable distributions, and the balance
is treated as a nontaxable return of principal to the Contractholder. For
partial surrenders under a Qualified Contract, payments are generally prorated
between taxable income and nontaxable return of investment.

There are special rules for Qualified Plans or contracts involving 85
percent or more employee contributions. Since the cost basis of Qualified
Contracts is generally zero, however, partial surrender amounts
will generally be fully taxed as ordinary income.

A Contractholder who assigns or pledges a Non-Qualified Contract is treated
as if he or she had received the amount assigned or pledged and thus is subject
to taxation under the rules applicable to surrenders. A Contractholder who gives
away the Contract (i.e., transfers it without full and adequate consideration)
to anyone other than his or her spouse is treated for income tax purposes as if
he or she had fully surrendered the Contract.

ANNUITY PAYMENTS

The non-taxable portion of each annuity payment is determined by an
"exclusion ratio" formula which establishes the ratio that the cost basis of the
Contract bears to the total expected value of annuity payments for the term of
the annuity. The remaining portion of each payment is taxable. Such taxable
portion is taxed at ordinary income rates. For Qualified Contracts, the cost
basis is generally zero. With annuity payments based

2
<PAGE> 47

on life contingencies, the payments will become fully taxable once the Annuitant
lives longer than the life expectancy used to calculate the non-taxable portion
of the prior payments. Conversely, a tax deduction in the Annuitant's last
taxable year, equal to the unrecovered cost basis, is available if the Annuitant
does not live to life expectancy.

PENALTY TAX

Payments received by Contractholders, Annuitants, and Beneficiaries under
both Qualified and Non-Qualified Contracts may be subject to both ordinary
income taxes and a penalty tax equal to 10 percent of the amount received that
is includable in income. The penalty is not imposed on amounts received: (a)
after the taxpayer attains age 59 1/2; (b) in a series of substantially equal
payments made for life or life expectancy following separation from service; (c)
after the death of the Contractholder (or, where the Contractholder is not a
human being, the death of the Annuitant); (d) if the taxpayer is totally
disabled; (e) upon early retirement under the plan after the taxpayer's
attainment of age 55; or (f) which are used for certain medical care expenses.
Exceptions (e) and (f) do not apply to Individual Retirement Accounts and
Annuities and Non-Qualified Contracts. An additional exception for Non-Qualified
Contracts is amounts received as an immediate annuity.

INCOME TAX WITHHOLDING

The Company is required to withhold federal, and, where applicable, state,
income taxes on taxable amounts paid under the Contract unless the recipient
elects not to have withholding apply. The Company will notify recipients of
their right to elect not to have withholding apply.

2. Required by the Code upon the participant's attainment of age
70 1/2 or death.

DIVERSIFICATION STANDARDS

The United States Secretary of the Treasury has the authority to set
standards for diversification of the investments underlying variable annuity
contracts (other than pension plan contracts). The Secretary of the Treasury has
issued certain regulations. Further regulations may be issued. The Funds are
designed to be managed to meet the diversification requirements for the Contract
as those requirements may change from time to time. The Company intends to
satisfy those requirements so that the Contract will be treated as an annuity
contract.

The Secretary of the Treasury has announced that he expects to issue
regulations or Revenue Rulings that will prescribe the circumstances in which a
Contractholder's control of the investments of a segregated asset account may
cause the Contractholder, rather than the insurance company, to be treated as
the owner of the assets of the account. The regulations or Revenue Rulings could
impose requirements that are not reflected in the Contract. The Company,
however, has reserved certain rights to alter the Contract and investment
alternatives so as to comply with such regulations or Revenue Rulings. Since the
regulations or Revenue Rulings have not been issued, there can be no assurance
as to the content of such regulations or

3
<PAGE> 48

Revenue Rulings or even whether application of the regulations or Revenue
Rulings will be prospective. For these reasons, Contractholders are urged to
consult with their own tax advisers.

QUALIFIED PLANS

The Contract is designed for use with several types of Qualified Plans. The
tax rules applicable to participants in such Qualified Plans vary according to
the type of plan and the terms and conditions of the plan itself. Moreover, many
of these tax rules were changed by the Tax Reform Act of 1986. Therefore, no
attempt is made herein to provide more than general information about the use of
the Contract with the various types of Qualified Plans. Participants under such
Qualified Plans as well as Contractholders, Annuitants, and Beneficiaries are
cautioned that the rights of any person to any benefits under such Qualified
Plans may be subject to the terms and conditions of the plans themselves,
regardless of the terms and conditions of the Contract issued in connection
therewith. Following are brief descriptions of the various types of Qualified
Plans and of the use of the Contract in connection therewith. Purchasers of the
Contract should seek competent advice concerning the terms and conditions of the
particular Qualified Plan and use of the Contract with that plan.

TAX-SHELTERED ANNUITIES

Section 403(b) of the Code permits public school employees and employees of
certain types of charitable organizations specified in Section 501(c)(3) of the
Code and certain educational organizations to purchase annuity contracts and,
subject to certain contribution limitations, exclude the amount of Purchase
Payments from gross income for tax purposes. However, such Purchase Payments may
be subject to Social Security (FICA) taxes. These annuity contracts are commonly
referred to as "Tax-Sheltered Annuities." Effective January 1, 1989, the
Contracts have been withdrawn from sale to Qualified Plans which intend to
qualify for federal income tax advantages under Section 403(b).

H.R. 10 PLANS

The Self-Employed Individuals Tax Retirement Act of 1962, as amended, which
is commonly referred to as "H.R. 10," permits self-employed individuals to
establish Qualified Plans for themselves and their employees. The tax
consequences to participants under such plans depend upon the plan itself. In
addition, such plans are limited by law to maximum permissible contributions,
distribution dates, and tax rates applicable to distributions. In order to
establish such a plan, a plan document, usually in prototype form pre-approved
by the Internal Revenue Service, is adopted and implemented by the employer.

INDIVIDUAL RETIREMENT ACCOUNTS AND ANNUITIES

Section 408 of the Code permits eligible individuals to contribute to
individual retirement programs known as "Individual Retirement Accounts" and
"Individual Retirement Annuities." These Individual Retirement Accounts and
Annuities are subject to limitations on the amounts which may be contributed,
the persons who may be eligible, and on the time when distributions may
commence. In addition, distributions from certain types of Qualified Plans may
be placed on a tax-deferred basis into an Individual Retirement Account or
Annuity.

CORPORATE PENSION AND PROFIT-SHARING PLANS

Sections 401(a) and 403(a) of the Code permit corporate employers to
establish various types of retirement plans for employees. Such retirement plans
may permit the purchase of the Contract to provide benefits under the plans.

CERTAIN GOVERNMENTAL ENTITIES

Section 457 of the Code permits certain governmental entities to establish
deferred contribution plans. Such deferred contribution plans may permit the
purchase of the Contract to provide benefits under the plans.

4
<PAGE> 49

PERFORMANCE DATA

MONEY MARKET SUBACCOUNT

For the seven-day period ended December 31, 1994, the yield was 4.74% and
the effective yield was 4.86%.

The yield was calculated by dividing the result of subtracting the value of
one Unit at the end of the seven day period ("Seventh Day Value") from the value
of one Unit at the beginning of the seven day period ("First Day Value") by the
First Day Value (the resulting quotient being the "Base Period Return") and
multiplying the Base Period Return by 365 divided by 7 to obtain the annualized
yield.

The effective yield was calculated by compounding the Base Period Return
calculated in accordance with the preceding paragraph, adding 1 to the Base
Period Return, raising that sum to a power equal to 365 divided by 7 and
subtracting 1 from the result.

As the Money Market Subaccount invests only in shares of the Money Market
Portfolio of the MONY Series Fund, Inc. ("MONY Series Fund"), the First Day
Value reflects the per share net asset value of the Money Market Portfolio
(which will normally be $1.00) and the number of shares of the Money Market
Portfolio of the MONY Series Fund held in the Money Market Subaccount. The
Seventh Day Value reflects increases or decreases in the number of shares of the
Money Market Portfolio of the MONY Series Fund held in the Money Market
Subaccount due to the declaration of dividends (in the form of shares and
including dividends (in the form of shares) on shares received as dividends) of
the net investment income and the daily charges and deductions from the
Subaccount for mortality and expense risks and a deduction for the Annual
Contract Charge imposed on each Contract Anniversary which has been pro-rated to
reflect the shortened 7-day period and allocated to the Money Market Subaccount
in the proportion that the total value of the Money Market Subaccount bore to
the total value of the Variable Account at the end of the period indicated. Net
investment income reflects earnings on investments less expenses of the Fund
including the Investment Advisory Fee (which for calculating the yield and
effective yield quoted above is assumed to be .40 percent, the fee which would
be charged based upon the amount of assets under management on the last day of
the period for which the quoted yield is stated). Not reflected in either the
yield or effective yield are surrender charges, which will not exceed 7% of
total Purchase Payments made prior to the Contract Year of surrender and the
preceding 7 Contract Years.

5
<PAGE> 50

SUBACCOUNTS OTHER THAN MONEY MARKET SUBACCOUNT

TOTAL RETURN:

The total return for the Subaccounts other than the Money Market
Subaccount, assuming that the Contracts remain in force throughout the periods,
is shown in the table below. This table does not reflect the impact of the tax
laws, if any, on total return as a result of the surrender.

MONY AMERICA VARIABLE ACCOUNT A
TOTAL RETURN
(ASSUMING $1,000 PAYMENT AT BEGINNING OF
PERIOD AND SURRENDER AT END OF PERIOD)

<TABLE>
<CAPTION>
FOR THE PERIOD
FOR THE FOR THE SINCE INCEPTION THROUGH
1 YEAR ENDED 5 YEARS ENDED DECEMBER 31, 1994
SUBACCOUNT DECEMBER 31, 1994 DECEMBER 31, 1994 (AVERAGE ANNUAL)
- ------------------------------------------ ----------------- ----------------- -----------------------
<S> <C> <C> <C>
Equity.................................... -4.31% 8.67% 10.49%
Small Cap................................. -8.19% 11.76% 12.41%
Managed................................... -6.38% 10.55% 13.80%
International Growth...................... -- -- -46.39%
High Yield Bond........................... -- -- -39.72%
Intermediate Term Bond.................... -9.65% 4.43% 6.81%
Long Term Bond............................ -14.35% 5.24% 8.53%
Government Securities..................... -8.62% -- 3.51%
</TABLE>

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

Although MONY Variable Account A commenced operations in February 1991, the
total returns shown above reflect those operations as well as the historical
results for MONY Legacy Variable Account A. MONY Legacy Variable Account A
commenced operations on December 30, 1987 and the assets, reserves, and other
liabilities thereof became the assets, reserves, and other liabilities of the
MONY Variable Account A on February 28, 1991, the effective date of the merger
of MONY Legacy Life Insurance Company into the Company. Total return for the
period since inception reflects the annualized total return since the inception
(commencement of operations) of the corresponding portfolio of the respective
Fund, which is August 1988 for the Equity and Managed Portfolios, September 1988
for the Small Cap Portfolio, March 1985 for the Intermediate Term Bond and the
Long Term Bond Portfolios, May 1991 for the Government Securities Portfolio, and
November 1994 for the International Growth and for the High Yield Bond
Portfolios. Total return is not indicative of future performance.

The table above assumes that a $1,000 payment was made to each Subaccount
at the beginning of the period shown, that no further payments were made, that
any distributions from the corresponding Portfolio of the Funds were reinvested,
and that the Contractholder surrendered the Contract for cash, rather than
electing commencement of annuity benefits in the form of one of the Settlement
Options available, at the end of the period shown. The total return percentages
shown in the table reflect the historical rates of return, deductions for all
charges, expenses, and fees of both the Funds (including the Investment Advisory
Fees described in the Prospectus (see "Investment Advisory Fee" at page 22) and
the Variable Account which would be imposed on the payment assumed, including a
contingent deferred sales (Surrender) charge imposed as a result of the full
surrender and a deduction for the Annual Contract Charge imposed on each
Contract Anniversary and upon full surrender and allocated to each Subaccount in
the proportion that the total value of that Subaccount bore to the total value
of the Variable Account at the end of the period indicated. Total return since
inception is annualized.

6
<PAGE> 51

The total return for the Subaccounts other than the Money Market
Subaccount, assuming that the Contracts remain in force throughout the periods
indicated, is shown in the table below.

MONY AMERICA VARIABLE ACCOUNT A
TOTAL RETURN
(ASSUMING $1,000 PAYMENT AT BEGINNING OF
PERIOD AND CONTRACT CONTINUES IN FORCE)

<TABLE>
<CAPTION>
FOR THE PERIOD
FOR THE FOR THE SINCE INCEPTION THROUGH
1 YEAR ENDED 5 YEARS ENDED DECEMBER 31, 1994
SUBACCOUNT DECEMBER 31, 1994 DECEMBER 31, 1994 (AVERAGE ANNUAL)
- ------------------------------------------ ----------------- ----------------- -----------------------
<S> <C> <C> <C>
Equity.................................... 1.97% 9.27% 10.77%
Small Cap................................. -1.87% 12.28% 12.66%
Managed................................... -.08% 11.10% 14.09%
International Growth...................... -- -- -7.49%
High Yield Bond........................... -- -- 3.18%
Intermediate Term Bond.................... -3.32% 5.16% 6.84%
Long Term Bond............................ -8.00% 5.94% 8.56%
Government Securities..................... -2.30% -- 4.80%
</TABLE>

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

Although MONY Variable Account A commenced operations in February 1991, the
total returns shown above reflect those operations as well as the historical
results for MONY Legacy Variable Account A. MONY Legacy Variable Account A
commenced operations on December 30, 1987 and the assets, reserves, and other
liabilities thereof became the assets, reserves, and other liabilities of the
MONY Variable Account A on February 28, 1991, the effective date of the merger
of MONY Legacy Life Insurance Company into the Company. Total return for the
period since inception reflects the annualized total return since the inception
(commencement of operations) of the corresponding portfolio of the respective
Fund, which is August 1988 for the Equity and Managed Portfolios, September 1988
for the Small Cap Portfolio, March 1985 for the Long Term Bond and Intermediate
Term Bond Portfolios, May 1991 for the Government Securities Portfolio, and
November 1994 for the International Growth and for the High Yield Bond
Portfolios. Total return is not indicative of future performance.

The table above reflects the same assumptions and results as the table
appearing on page 5, except that no contingent deferred sales (surrender) charge
has been deducted. The data reflected in the table above reflects the total
return a Contractholder would have received during that period if he did not
surrender his Contract.

7
<PAGE> 52

In addition to the total returns shown above, total returns may also be
shown for the average purchase payment made by a purchaser of the Contract. For
1994, this amount was $25,000. The following tables show total returns
calculated on the same basis as the two tables above, except that the purchase
payment is $25,000.

MONY VARIABLE ACCOUNT A TOTAL RETURN
(ASSUMING $25,000 PAYMENT AT BEGINNING
OF PERIOD AND SURRENDER AT END OF PERIOD)

<TABLE>
<CAPTION>
FOR THE PERIOD
FOR THE FOR THE SINCE INCEPTION THROUGH
1 YEAR ENDED 5 YEARS ENDED DECEMBER 31, 1994
SUBACCOUNT DECEMBER 31, 1994 DECEMBER 31, 1994 (AVERAGE ANNUAL)
- ------------------------------------------- ----------------- ----------------- -----------------------
<S> <C> <C> <C>
Equity..................................... -3.72% 9.17% 10.96%
Small Cap.................................. -7.58% 12.27% 12.91%
Managed.................................... -5.05% 11.64% 14.75%
International Growth....................... -- -- -46.39%
High Yield Bond............................ -- -- -39.72%
Intermediate Term Bond..................... -9.09% 4.93% 7.20%
Long Term Bond............................. -13.70% 5.81% 8.96%
Government Securities...................... -8.62% -- 3.51%
</TABLE>

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

Although MONY Variable Account A commenced operations in February 1991, the
total returns shown above reflect those operations as well as the historical
results for MONY Legacy Variable Account A. MONY Legacy Variable Account A
commenced operations on December 30, 1987 and the assets, reserves, and other
liabilities thereof became the assets, reserves, and other liabilities of the
MONY Variable Account A on February 28, 1991, the effective date of the merger
of MONY Legacy Life Insurance Company into the Company. Total return for the
period since inception reflects the annualized total return since the inception
(commencement of operations) of the corresponding portfolio of the respective
Fund, which is August 1988 for the Equity and Managed Portfolios, September 1988
for the Small Cap Portfolio, March 1985 for the Long Term Bond and Intermediate
Term Bond Portfolios, May 1991 for the Government Securities Portfolio, and
November 1994 for the International Growth and for the High Yield Bond
Portfolios. Total return is not indicative of future performance.

8
<PAGE> 53

MONY VARIABLE ACCOUNT A
TOTAL RETURN
(ASSUMING $25,000 PAYMENT AT BEGINNING
OF PERIOD AND CONTRACT CONTINUES IN FORCE)

<TABLE>
<CAPTION>
FOR THE PERIOD
FOR THE FOR THE SINCE INCEPTION THROUGH
1 YEAR ENDED 5 YEARS ENDED DECEMBER 31, 1994
SUBACCOUNT DECEMBER 31, 1994 DECEMBER 31, 1994 (AVERAGE ANNUAL)
- ------------------------------------------- ----------------- ----------------- -----------------------
<S> <C> <C> <C>
Equity..................................... 2.56% 9.76% 11.18%
Small Cap.................................. -1.27% 12.78% 13.11%
Managed.................................... 1.24% 12.16% 14.93%
International Growth....................... -- -- -7.49%
High Yield Bond............................ -- -- -3.18%
Intermediate Term Bond..................... -2.77% 5.63% 7.20%
Long Term Bond............................. -7.35% 6.49% 8.96%
Government Securities...................... -2.30% -- 4.80%
</TABLE>

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

Although MONY Variable Account A commenced operations in February 1991, the
total shown above reflect those operations as well as the historical results for
MONY Legacy Variable Account A. MONY Legacy Variable Account A commenced
operations on December 30, 1987 and the assets, reserves, and other liabilities
thereof became the assets, reserves, and other liabilities of the MONY Variable
Account A on February 28, 1991, the effective date of the merger of MONY Legacy
Life Insurance Company into the Company. Total return for the period since
inception reflects the annualized total return since the inception (commencement
of operations) of the corresponding portfolio of the respective Fund, which is
August 1988 for the Equity and Managed Portfolios, September 1988 for the Small
Cap Portfolio, March 1985 for the Intermediate Term Bond and the Long Term Bond
Portfolios, May 1991 for the Government Securities Portfolio and November 1994
for the International Growth and for the High Yield Bond Portfolio. Total return
is not indicative of future performance.

30-DAY YIELD:

The yield for the Intermediate Term Bond, Long Term Bond, and Government
Securities Subaccounts is shown for the 30-day periods indicated in the
following table.

MONY AMERICA VARIABLE ACCOUNT A
YIELD FOR 30-DAY PERIOD

<TABLE>
<CAPTION>
YIELD FOR 30 DAYS ENDED
SUBACCOUNT DECEMBER 31, 1994
----------------------------------------------------------------------------------
<S> <C>
Intermediate Term Bond..................................... 5.88%
Long Term Bond............................................. 7.27%
Government Securities...................................... 4.12%
</TABLE>

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

The 30-day yield is not indicative of future results.

The yield shown in the table above is computed by subtracting from the net
investment income of the corresponding Portfolio of the respective Fund charges
and expenses imposed by the Variable Account and dividing the result by the
value of the Subaccount. For the Intermediate Term Bond and Long Term Bond
Portfolios, net investment income is the net of interest earned on the
obligation held by the Portfolio and expenses accrued for the period. Interest
earned on the obligation is determined by (i) computing the yield to maturity
based on the market value of each obligation held in the corresponding Portfolio
at the close of business on the thirtieth day of the period (or as to
obligations purchased during that 30-day period, based on the purchase price
plus accrued interest); (ii) dividing the yield to maturity for each obligation
by 360; (iii) multiplying that quotient by the market value of each obligation
(including actual accrued interest) for each day of the subsequent 30-day month
that the obligation is in the Portfolio; and (iv) totaling the interest

9
<PAGE> 54

on each obligation. Discount or premium amortization is recomputed at the
beginning of each 30-day period and with respect to discount and premium on
mortgage or other receivables-backed obligations subject to monthly payment of
principal and interest, discount and premium is amortized on the remaining
security, based on the cost of the security, to the weighted average maturity
date, if available, or to the remaining term of the security, if the weighted
average maturity date is not available. Gain or loss attributable to actual
monthly paydowns is reflected as an increase or decrease in interest income
during that period.

The yield shown reflects deductions for all charges, expenses, and fees of
both the Funds and the Variable Account other than the contingent deferred sales
(surrender) charge. The surrender charge will not exceed 7% of total Purchase
Payments made in the Contract Year of surrender and the preceding 7 Contract
Years.

Net investment income of the corresponding Portfolio less all charges and
expenses imposed by the Variable Account is divided by the product of the
average daily number of Units outstanding and the value of one Unit on the last
day of the period. The sum of the quotient and 1 is raised to the 6th power, 1
is subtracted from the result, and then multiplied by 2.

YEAR TO DATE TOTAL RETURN:

The tables below show total returns for the year to date (January 1, 1995
to February 10, 1995) which have not been annualized and which assume,
respectively, a $1,000 and a $25,000 payment made at the beginning of the period
and reflecting the same assumptions and results as the table appearing on page
6, except, in the case of the column headed "Contract In Force", no contingent
deferred sales (surrender) charge or annual contract charge has been deducted:

MONY VARIABLE ACCOUNT A
YEAR TO DATE TOTAL RETURN
(JANUARY 1 TO FEBRUARY 10, 1995)
ASSUMING $1,000 PAYMENT AT BEGINNING OF PERIOD

<TABLE>
<CAPTION>
SURRENDER AT CONTRACT
SUB-ACCOUNT END OF PERIOD IN FORCE
--------------------------------------------------- ------------- --------
<S> <C> <C>
Equity............................................. -1.12% 5.81%
Small Cap.......................................... -8.71% -1.68%
Managed............................................ .23% 8.02%
International Growth............................... -9.38% -2.76%
High Yield Bond.................................... -4.22% 2.07%
Intermediate Term Bond............................. -5.45% 1.50%
Long Term Bond..................................... -4.61% 2.44%
Government Securities.............................. -6.14% .91%
</TABLE>

MONY VARIABLE ACCOUNT A
YEAR TO DATE TOTAL RETURN
(JANUARY 1 TO FEBRUARY 10, 1995)
ASSUMING $25,000 PAYMENT AT BEGINNING OF PERIOD

<TABLE>
<CAPTION>
SURRENDER AT CONTRACT
SUB-ACCOUNT END OF PERIOD IN FORCE
--------------------------------------------------- ------------- --------
<S> <C> <C>
Equity............................................. -.47% 5.81%
Small Cap.......................................... -8.02% -1.68%
Managed............................................ 1.72% 8.02%
International Growth............................... -9.09% -2.76%
High Yield Bond.................................... -4.22% 2.07%
Intermediate Term Bond............................. -4.82% 1.50%
Long Term Bond..................................... -3.88% 2.44%
Government Securities.............................. -5.41% .91%
</TABLE>

10
<PAGE> 55

OTHER NON-STANDARDIZED PERFORMANCE DATA:

From time to time, average annual total return or other performance data
may also be advertised in nonstandardized formats. Non-standard performance data
will be accompanied by standard performance data, and the period covered or
other non-standard features will be disclosed.

FINANCIAL STATEMENTS

The financial statements of the Company should be distinguished from the
financial statements of the Variable Account. The financial statements of the
Company should be considered only as bearing upon the ability of the Company to
meet its obligations under the Contracts and should not be considered as bearing
on the investment performance of the assets held in the Variable Account. The
financial statements of the Company and the Variable Account are included in the
Statement of Additional Information.

11
<PAGE> 56

FINANCIAL STATEMENTS AND NOTES TO FINANCIAL STATEMENTS
INDEX TO FINANCIAL STATEMENTS

<TABLE>
<CAPTION>
PAGE
----
<S> <C>
With respect to MONY Variable Account A
Report of Independent Accountants................................................... F-2
Statements of assets and liabilities as of December 31, 1994........................ F-3
Statements of operations for the year ended December 31, 1994....................... F-6
Statements of changes in net assets for the years ended December 31, 1994 and
1993............................................................................. F-9
Notes to financial statements....................................................... F-12

With respect to The Mutual Life Insurance Company of New York:
Comment on financial statements of MONY............................................. F-16
Report of Independent Accountants................................................... F-17
Balance sheets as of December 31, 1994 and 1993..................................... F-18
Statements of operations for the years ended December 31, 1994 and 1993............. F-19
Statements of surplus for the years ended December 31, 1994 and 1993................ F-20
Statements of cash flows for the years ended December 31, 1994 and 1993............. F-21
Notes to financial statements....................................................... F-22
</TABLE>

F-1
<PAGE> 57

REPORT OF INDEPENDENT ACCOUNTANTS

To the Board of Directors of

Mutual Life Insurance Company of New York and the

Contractholders of MONY Variable Account A:

We have audited the accompanying statements of assets and liabilities of
MONY Variable Account A (comprising, respectively, the MONY Series Fund, Inc.'s
Equity Growth, Equity Income, Intermediate Term Bond, Long Term Bond,
Diversified, Money Market and Government Securities Subaccounts, the Quest for
Value Accumulation Trust's Money Market, Bond, Equity, Small Cap, and Managed
Subaccounts, and the Enterprise Accumulation Trust's Equity, Small Cap, Managed
(formerly, three of the subaccounts constituting the Quest for Value
Accumulation Trust), International Growth and High Yield Bond Subaccounts) as of
December 31, 1994, the related statements of operations for the year then ended
for all of the subaccounts except MONY Series Fund's Government Securities for
which the period is from December 16, 1994 (commencement of operations) to
December 31, 1994, Quest for Value Accumulation Trust's Subaccounts for which
the period is from September 17, 1994 (commencement of operations) to December
31, 1994 and the Enterprise Accumulation Trust's International Growth and High
Yield Bond Subaccounts for which the period is from November 22, 1994
(commencement of operations) to December 31, 1994 and the statements of changes
in net assets for each of the two years in the period then ended or for the
periods as described above. These financial statements are the responsibility of
MONY's management. Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. Our procedures included
confirmation of securities owned as of December 31, 1994 by correspondence with
the custodian. An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of each of the respective
subaccounts constituting MONY Variable Account A as of December 31, 1994, and
the results of their operations and the changes in their net assets for each of
the periods referred to above, in conformity with generally accepted accounting
principles.

COOPERS & LYBRAND L.L.P.

New York, New York

February 21, 1995

F-2
<PAGE> 58

MONY

VARIABLE ACCOUNT A

STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1994

<TABLE>
<CAPTION>
MONY SERIES FUND, INC.
---------------------------------------------------------------------------------------------------------
EQUITY EQUITY INTERMEDIATE LONG TERM MONEY GOVERNMENT
GROWTH INCOME TERM BOND BOND DIVERSIFIED MARKET SECURITIES
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT TOTAL
---------- ---------- ------------ ---------- ---------- ----------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
ASSETS
Investments in MONY
Series Fund, Inc.,
at net asset value
(Notes 2 and 5)
(total cost
$27,547,543)........ $163,409 $227,810 $5,842,393 $7,723,242 $281,005 $11,709,157 $ 25,675 $25,972,691
Amount due from (to)
MONY................ 0 0 (500) 2,271 0 19,381 0 21,152
---------- ---------- ------------ ---------- ---------- ----------- ---------- -----------
Total
Assets...... 163,409 227,810 5,841,893 7,725,513 281,005 11,728,538 25,675 25,993,843
---------- ---------- ------------ ---------- ---------- ----------- ---------- -----------
LIABILITIES
Amount due to (from)
MONY Series Fund,
Inc. ............... 0 0 (500) 2,271 0 19,381 0 21,152
---------- ---------- ------------ ---------- ---------- ----------- ---------- -----------
Net Assets............ $163,409 $227,810 $5,842,393 $7,723,242 $281,005 $11,709,157 $ 25,675 $25,972,691
========== ========== =========== ========== ========== ========== ========== ==========
Net assets consist of:
Contractholders' net
payments.......... $ 66,422 $ 83,466 $5,209,496 $6,597,941 $159,786 $10,782,556 $ 25,706 $22,925,373
Accumulated net
investment
income............ 20,969 90,394 1,054,075 1,853,709 90,613 926,601 130 4,036,491
Accumulated net
realized gains on
investments....... 43,043 38,921 97,758 378,389 27,568 0 0 585,679
Unrealized
appreciation
(depreciation) of
investments....... 32,975 15,029 (518,936) (1,106,797) 3,038 0 (161) (1,574,852)
---------- ---------- ------------ ---------- ---------- ----------- ---------- -----------
Net Assets............ $163,409 $227,810 $5,842,393 $7,723,242 $281,005 $11,709,157 $ 25,675 $25,972,691
========== ========== =========== ========== ========== ========== ========== ==========
Number of units
outstanding*........ 8,121 12,401 398,645 476,335 16,718 872,441 2,571
---------- ---------- ------------ ---------- ---------- ----------- ----------
Net asset value per
unit outstanding.... $ 20.12 $ 18.37 $ 14.66 $ 16.21 $ 16.81 $ 13.42 $ 9.99
========== ========== =========== ========== ========== ========== ==========
</TABLE>

- ---------------
* Units outstanding have been rounded for presentation purposes.

See notes to financial statements.

F-3
<PAGE> 59

MONY

VARIABLE ACCOUNT A

STATEMENTS OF ASSETS AND LIABILITIES -- (CONTINUED)
DECEMBER 31, 1994

<TABLE>
<CAPTION>
ENTERPRISE ACCUMULATION TRUST
-------------------------------------------------------------------------
INTERNATIONAL HIGH YIELD
EQUITY SMALL CAP MANAGED GROWTH BOND
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT TOTAL
----------- ----------- ----------- ---------- ---------- ------------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Investments in Enterprise
Accumulation Trust at net
asset value (Notes 2 and 5)
(total cost $113,353,048)..... $12,764,779 $16,098,042 $85,431,789 $190,173 $146,764 $114,631,547
Amount due from (to) MONY....... 2,138 599 595 0 0 3,332
----------- ----------- ----------- ---------- ---------- ------------
Total Assets................ 12,766,917 16,098,641 85,432,384 190,173 146,764 114,634,879
----------- ----------- ----------- ---------- ---------- ------------
LIABILITIES
Amount due to (from) Enterprise
Accumulation Trust............ 2,138 599 595 0 0 3,332
----------- ----------- ----------- ---------- ---------- ------------
Net Assets...................... $12,764,779 $16,098,042 $85,431,789 $190,173 $146,764 $114,631,547
============ ============ ============ ========== ========== =============
Net assets consist of:
Contractholders' net
payments.................... $10,776,718 $14,348,616 $70,795,015 $188,614 $145,305 $ 96,254,268
Accumulated net investment
income (losses)............. 361,231 941,044 4,509,752 (122) 922 5,812,827
Accumulated net realized gains
(losses) on investments..... 1,171,458 741,959 9,372,994 (458) 0 11,285,953
Unrealized appreciation of
investments................. 455,372 66,423 754,028 2,139 537 1,278,499
----------- ----------- ----------- ---------- ---------- ------------
Net Assets...................... $12,764,779 $16,098,042 $85,431,789 $190,173 $146,764 $114,631,547
============ ============ ============ ========== ========== =============
Number of units outstanding*.... 651,102 742,341 3,528,618 19,197 14,621
----------- ----------- ----------- ---------- ----------
Net asset value per unit
outstanding................... $ 19.60 $ 21.69 $ 24.21 $ 9.91 $ 10.04
============ ============ ============ ========== ==========
</TABLE>

- ---------------
* Units outstanding have been rounded for presentation purposes.

See notes to financial statements.

F-4
<PAGE> 60

MONY

VARIABLE ACCOUNT A

STATEMENTS OF ASSETS AND LIABILITIES -- (CONTINUED)
DECEMBER 31, 1994

<TABLE>
<CAPTION>
QUEST FOR VALUE ACCUMULATION TRUST
---------------------------------------------------------------------------------
MONEY SMALL
MARKET BOND EQUITY CAP MANAGED
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT TOTAL
---------- ---------- -------- -------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Investments in Quest for Value
Accumulation Trust at net asset value
(Notes 2 and 5) (total cost
$9,950,308)........................... $474,224 $858,846 $207,551 $392,130 $7,641,126 $9,573,877
Amount due from (to) Quest for Value
Accumulation Trust.................... 0 0 0 2,381 0 2,381
---------- ---------- -------- -------- ---------- ----------
Total Assets.......................... 474,224 858,846 207,551 394,511 7,641,126 9,576,258
---------- ---------- -------- -------- ---------- ----------
LIABILITIES
Amount due to (from) MONY............... 0 0 0 2,381 0 2,381
---------- ---------- -------- -------- ---------- ----------
Net Assets.............................. $474,224 $858,846 $207,551 $392,130 $7,641,126 $9,573,877
========== ========== ========= ========= ========== ==========
Net assets consist of:
Contractholders' net payments......... $469,987 $864,767 $213,458 $393,596 $8,028,666 $9,970,474
Accumulated net investment income
(losses)............................ 4,237 12,296 (767) (1,269) (28,155) (13,658)
Accumulated net realized losses on
investments......................... 0 (141) (12) (52) (6,303) (6,508)
Unrealized depreciation of
investments......................... 0 (18,076) (5,128) (145) (353,082) (376,431)
---------- ---------- -------- -------- ---------- ----------
Net Assets.............................. $474,224 $858,846 $207,551 $392,130 $7,641,126 $9,573,877
========== ========== ========= ========= ========== ==========
Number of units outstanding*............ 37,816 60,890 10,593 18,271 315,452
---------- ---------- -------- -------- ----------
Net asset value per unit outstanding.... $ 12.54 $ 14.10 $ 19.59 $ 21.46 $ 24.22
========== ========== ========= ========= ==========
</TABLE>

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

* Units outstanding have been rounded for presentation purposes.

See notes to financial statements.

F-5
<PAGE> 61

MONY

VARIABLE ACCOUNT A

STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
MONY SERIES FUND, INC.
---------------------------------------------------------
EQUITY EQUITY INTERMEDIATE LONG TERM
GROWTH INCOME TERM BOND BOND
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
------------ ------------ ------------ ------------
FOR THE FOR THE FOR THE FOR THE
YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1994 1994 1994
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Dividend income............................ $ 4,282 $ 14,152 $ 338,846 $ 573,605
Mortality and expense risk charges
(Note 3).................................. (2,121) (3,007) (71,777) (107,166)
-------- --------- ---------- -----------
Net investment income...................... 2,161 11,145 267,069 466,439
-------- --------- ---------- -----------
Realized and unrealized gains (losses) on
investments (Note 2):
Proceeds from sales...................... 23,184 32,724 2,090,784 3,575,590
Cost of shares sold...................... 14,301 27,440 2,127,054 3,552,042
-------- --------- ---------- -----------
Net realized gains (losses) on
investments.............................. 8,883 5,284 (36,270) 23,548
Net decrease in unrealized appreciation
of investments............................ (10,106) (17,480) (390,623) (1,185,741)
-------- --------- ---------- -----------
Net realized and unrealized losses on
investments............................... (1,223) (12,196) (426,893) (1,162,193)
-------- --------- ---------- -----------
Net increase (decrease) in net assets
resulting from operations................. $ 938 $ (1,051) $ (159,824) $ (695,754)
======== ======== ========== ===========

<CAPTION>
MONY SERIES FUND, INC.
--------------------------------------------------------------
GOVERNMENT
SECURITIES
SUBACCOUNT
--------------
MONEY FOR THE PERIOD
DIVERSIFIED MARKET DECEMBER 16,
SUBACCOUNT SUBACCOUNT 1994 TOTAL
------------ ------------ (COMMENCEMENT ---------------
FOR THE FOR THE OF OPERATIONS) FOR THE VARIOUS
YEAR ENDED YEAR ENDED THROUGH PERIODS ENDED
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1994 1994 1994
------------ ------------ -------------- ---------------
<S> <C> <C> <C> <C>
Dividend income...................... $ 9,673 $ 341,272 $ 143 $ 1,281,973
Mortality and expense risk
charges (Note 3)................... (3,901) (108,342) (13) (296,327)
-------- ----------- ----- -----------
Net investment income................ 5,772 232,930 130 985,646
-------- ----------- ----- -----------
Realized and unrealized gains
(losses) on investments (Note 2):
Proceeds from sales................ 51,012 43,696,011 13 49,469,318
Cost of shares sold................ 46,071 43,696,011 13 49,462,932
-------- ----------- ----- -----------
Net realized gains (losses) on
investments........................ 4,941 0 0 6,386
Net decrease in unrealized
appreciation of investments........ (11,623) 0 (161) (1,615,734)
-------- ----------- ----- -----------
Net realized and unrealized losses
on investments..................... (6,682) 0 (161) (1,609,348)
-------- ----------- ----- -----------
Net increase (decrease) in net
assets resulting from
operations......................... $ (910) $ 232,930 $ (31) $ (623,702)
======== ============ ====== ===========
</TABLE>

See notes to financial statements.

F-6
<PAGE> 62

MONY

VARIABLE ACCOUNT A

STATEMENTS OF OPERATIONS (CONTINUED)

FOR THE YEAR ENDED DECEMBER 31, 1994

<TABLE>
<CAPTION>
ENTERPRISE ACCUMULATION TRUST
--------------------------------------------------------------------------

MONEY
MARKET BOND
SUBACCOUNT SUBACCOUNT
------------- -------------
FOR THE FOR THE EQUITY SMALL CAP MANAGED
PERIOD PERIOD SUBACCOUNT SUBACCOUNT SUBACCOUNT
JANUARY 1, JANUARY 1, ------------ ------------ ------------
1994 1994 FOR THE FOR THE FOR THE
THROUGH THROUGH YEAR ENDED YEAR ENDED YEAR ENDED
SEPTEMBER 16, SEPTEMBER 16, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1994 1994 1994 1994
------------- ------------- ------------ ------------ ------------
<S> <C> <C> <C> <C> <C>
Dividend income........................... $ 15,899 $ 54,536 $ 279,066 $ 758,559 $ 3,723,530
Mortality and expense risk charges
Note 3).................................. (6,892) (7,046) (139,801) (180,629) (1,026,335)
----------- ---------- ---------- ---------- -----------
Net investment income (loss).............. 9,007 47,490 139,265 577,930 2,697,195
----------- ---------- ---------- ---------- -----------
Realized and unrealized gains (losses)
on investments (Note 2):
Proceeds from sales...................... 2,715,725 867,207 1,820,180 3,754,509 19,862,635
Cost of shares sold...................... 2,715,725 951,675 1,553,583 3,458,829 15,361,965
----------- ---------- ---------- ---------- -----------
Net realized gains (losses) on
investments.............................. 0 (84,468) 266,597 295,680 4,500,670
Net (decrease) increase in unrealized
appreciation of investments.............. 0 0 (140,222) (993,907) (6,171,838)
----------- ---------- ---------- ---------- -----------
Net realized and unrealized gains
(losses) on investments.................. 0 (84,468) 126,375 (698,227) (1,671,168)
----------- ---------- ---------- ---------- -----------
Net increase (decrease) in net assets
resulting from operations................ $ 9,007 $ (36,978) $ 265,640 $ (120,297) $ 1,026,027
=========== ========== ========== ========== ===========
<CAPTION>

ENTERPRISE ACCUMULATION TRUST
-------------------------------------------------
INTERNATIONAL HIGH YIELD
GROWTH BOND
SUBACCOUNT SUBACCOUNT
-------------- --------------
FOR THE PERIOD FOR THE PERIOD
NOVEMBER 22, NOVEMBER 22,
1994 1994 TOTAL
(COMMENCEMENT (COMMENCEMENT ---------------
OF OPERATIONS) OF OPERATIONS) FOR THE VARIOUS
THROUGH THROUGH PERIODS ENDED
DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1994 1994
-------------- -------------- ---------------
<S> <C> <C> <C>
Dividend income........................... $ 0 $1,040 $ 4,832,630
Mortality and expense risk charges
Note 3).................................. (122) (118) (1,360,943)
-------- ------ -----------
Net investment income (loss).............. (122) 922 3,471,687
-------- ------ -----------
Realized and unrealized gains (losses)
on investments (Note 2):
Proceeds from sales...................... 16,937 125 29,037,318
Cost of shares sold...................... 17,395 125 24,059,297
-------- ------ -----------
Net realized gains (losses) on
investments.............................. (458) 0 4,978,021
Net (decrease) increase in unrealized
appreciation of investments.............. 2,139 537 (7,303,291)
-------- ------ -----------
Net realized and unrealized gains
(losses) on investments.................. 1,681 537 (2,325,270)
-------- ------ -----------
Net increase (decrease) in net assets
resulting from operations................ $ 1,559 $1,459 $ 1,146,417
======== ====== ===========
</TABLE>

See notes to financial statements.
<PAGE> 63

MONY

VARIABLE ACCOUNT A

STATEMENTS OF OPERATIONS (CONTINUED)

FOR THE YEAR ENDED DECEMBER 31, 1994

<TABLE>
<CAPTION>
QUEST FOR VALUE ACCUMULATION TRUST
---------------------------------------------------------------------------------------------------
MONEY MARKET BOND EQUITY SMALL CAP MANAGED
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT TOTAL
-------------- -------------- -------------- -------------- -------------- --------------
FOR THE PERIOD FOR THE PERIOD FOR THE PERIOD FOR THE PERIOD FOR THE PERIOD FOR THE PERIOD
SEPTEMBER 17, SEPTEMBER 17, SEPTEMBER 17, SEPTEMBER 17, SEPTEMBER 17, SEPTEMBER 17,
1994 1994 1994 1994 1994 1994
(COMMENCEMENT (COMMENCEMENT (COMMENCEMENT (COMMENCEMENT (COMMENCEMENT (COMMENCEMENT
OF OPERATIONS) OF OPERATIONS) OF OPERATIONS) OF OPERATIONS) OF OPERATIONS) OF OPERATIONS)
THROUGH THROUGH THROUGH THROUGH THROUGH THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1994 1994 1994 1994 1994
-------------- -------------- -------------- -------------- -------------- --------------
<S> <C> <C> <C> <C> <C> <C>
Dividend income............. $ 6,095 $ 15,396 $ 0 $ 0 $ 0 $ 21,491
Mortality and expense risk
charges
(Note 3)................... (1,858) (3,100) (767) (1,269) (28,155) (35,149)
------- ------- ------ ------ -------------- --------------
Net investment income
(losses)................... 4,237 12,296 (767) (1,269) (28,155) (13,658)
------- ------- ------ ------ -------------- --------------
Realized and unrealized
gains (losses) on
investments (Note 2):
Proceeds from sales........ 173,234 5,258 5,943 3,734 228,003 416,172
Cost of shares sold........ 173,234 5,399 5,955 3,786 234,306 422,680
------- ------- ------ ------ -------------- --------------
Net realized losses on
investments................ 0 (141) (12) (52) (6,303) (6,508)
Net decrease in unrealized
appreciation of
investments................ 0 (18,076) (5,128) (145) (353,082) (376,431)
------- ------- ------ ------ -------------- --------------
Net realized and unrealized
losses on investments...... 0 (18,217) (5,140) (197) (359,385) (382,939)
------- ------- ------ ------ -------------- --------------
Net increase (decrease) in
net assets resulting from
operations................. $ 4,237 $ (5,921) $ (5,907) $ (1,466) $ (387,540) $ (396,597)
======== ======== ======== ======== ========== ==========
</TABLE>

See notes to financial statements.

F-8
<PAGE> 64

MONY

VARIABLE ACCOUNT A

STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
MONY SERIES FUND, INC.
------------------------------------------------------------------------------------------------
LONG TERM
EQUITY GROWTH EQUITY INCOME INTERMEDIATE TERM BOND BOND
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT
-------------------------- -------------------------- -------------------------- ------------
FOR THE FOR THE FOR THE FOR THE FOR THE FOR THE FOR THE
YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1994 1993 1994 1993 1994
------------ ------------ ------------ ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C> <C> <C>
From operations:
Net investment income
(losses).................... $ 2,161 $ 5,340 $ 11,145 $ 15,942 $ 267,069 $ 251,693 $ 466,439
Net realized gains (losses) on
investments................. 8,883 4,745 5,284 2,134 (36,270) 109,939 23,548
Net increase (decrease) in
unrealized appreciation of
investments................. (10,106) 3,285 (17,480) 10,386 (390,623) (126,138) (1,185,741)
---------- ------------ ------------ ------------ ------------ ------------ ------------
Net increase (decrease) in net
assets resulting from
operations.................... 938 13,370 (1,051) 28,462 (159,824) 235,494 (695,754)
---------- ------------ ------------ ------------ ------------ ------------ ------------
From unit transactions:
Net proceeds from the issuance
of units.................... 931 14,813 1,308 7,954 2,137,359 2,803,174 2,625,849
Net asset value of units
redeemed or used to meet
contract obligations........ 17,715 10,454 25,568 8,053 1,484,343 1,138,735 2,942,799
---------- ------------ ------------ ------------ ------------ ------------ ------------
Net increase (decrease) from
unit transactions............. (16,784) 4,359 (24,260) (99) 653,016 1,664,439 (316,950)
---------- ------------ ------------ ------------ ------------ ------------ ------------
Net increase (decrease) in net
assets........................ (15,846) 17,729 (25,311) 28,363 493,192 1,899,933 (1,012,704)
Net assets beginning of
period........................ 179,255 161,526 253,121 224,758 5,349,201 3,449,268 8,735,946
---------- ------------ ------------ ------------ ------------ ------------ ------------
Net assets end of period*...... $163,409 $179,255 $227,810 $253,121 $ 5,842,393 $ 5,349,201 $ 7,723,242
======== ========== ========== ========== =========== =========== ============
Units outstanding beginning of
period........................ 8,985 8,777 13,713 13,730 354,965 243,826 499,364
Units issued during the
period........................ 43 788 69 450 144,778 188,407 156,210
Units redeemed during the
period........................ 907 580 1,381 467 101,098 77,268 179,239
------------ ------------ ------------ ------------ ------------ ------------ ------------
Units outstanding end of
period........................ 8,121 8,985 12,401 13,713 398,645 354,965 476,335
========== ========== ========== ========== =========== =========== ============
- ---------------
*Includes undistributed net
investment income of: ....... $ 20,969 $ 18,808 $ 90,394 $ 79,249 $ 1,054,075 $ 787,006 $ 1,853,709

<CAPTION>
MONY SERIES FUND, INC.
--------------------------------------------------------------------------------------
GOVERNMENT
SECURITIES
SUBACCOUNT
----------------
FOR THE
LONG TERM PERIOD
BOND DIVERSIFIED MONEY MARKET DECEMBER 16,
SUBACCOUNT SUBACCOUNT SUBACCOUNT 1994
------------ -------------------------- -------------------------- (COMMENCEMENT
FOR THE FOR THE FOR THE FOR THE FOR THE OF OPERATIONS)
YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1993 1994 1993 1994 1993 1994
------------ ------------ ------------ ------------ ------------ ----------------
<S> <C> <C> <C> <C> <C> <C>
From operations:
Net investment income
(losses).................... $ 417,876 $ 5,772 $ 8,821 $ 232,930 $ 91,619 $ 130
Net realized gains (losses) on
investments................. 335,825 4,941 590 0 0 0
Net increase (decrease) in
unrealized appreciation of
investments................. (18,938) (11,623) 18,418 0 0 (161)
------------ ------------ ------------ ------------ ------------ ------
Net increase (decrease) in net
assets resulting from
operations.................... 734,763 (910) 27,829 232,930 91,619 (31)
------------ ------------ ------------ ------------ ------------ ------
From unit transactions:
Net proceeds from the issuance
of units.................... 4,395,638 8,628 8,813 42,507,931 46,722,722 25,706
Net asset value of units
redeemed or used to meet
contract obligations........ 2,246,358 47,110 2,998 39,141,870 46,058,001 0
------------ ------------ ------------ ------------ ------------ ------
Net increase (decrease) from
unit transactions............. 2,149,280 (38,482) 5,815 3,366,061 664,721 25,706
------------ ------------ ------------ ------------ ------------ ------
Net increase (decrease) in net
assets........................ 2,884,043 (39,392) 33,644 3,598,991 756,340 25,675
Net assets beginning of
period........................ 5,851,903 320,397 286,753 8,110,166 7,353,826 0
------------ ------------ ------------ ------------ ------------ ------
Net assets end of period*...... $ 8,735,946 $281,005 $320,397 $ 11,709,157 $ 8,110,166 $ 25,675
=========== ========== ========== ============ ============ ==============
Units outstanding beginning of
period........................ 377,464 19,018 18,654 620,100 570,819 0
Units issued during the
period........................ 256,463 526 555 3,214,369 3,593,854 2,571
Units redeemed during the
period........................ 134,563 2,826 191 2,962,028 3,544,573 0
------------ ------------ ------------ ------------ ------------ ------
Units outstanding end of
period........................ 499,364 16,718 19,018 872,441 620,100 2,571
=========== ========== ========== ============ ============ ==============
- ---------------
*Includes undistributed net
investment income of: ....... $ 1,387,270 $ 90,613 $ 84,841 $ 926,601 $ 693,671 $ 130

<CAPTION>
MONY SERIES FUND, INC.
--------------------------
TOTAL
--------------------------
FOR THE
VARIOUS FOR THE
PERIODS YEAR
ENDED ENDED
DECEMBER 31, DECEMBER 31,
1994 1993
------------ ------------
<S> <C> <C>
From operations:
Net investment income
(losses).................... $ 985,646 $ 791,291
Net realized gains (losses) on
investments................. 6,386 453,233
Net increase (decrease) in
unrealized appreciation of
investments................. (1,615,734) (112,987)
------------ ------------
Net increase (decrease) in net
assets resulting from
operations.................... (623,702) 1,131,537
------------ ------------
From unit transactions:
Net proceeds from the issuance
of units.................... 47,307,712 53,953,114
Net asset value of units
redeemed or used to meet
contract obligations........ 43,659,405 49,464,599
------------ ------------
Net increase (decrease) from
unit transactions............. 3,648,307 4,488,515
------------ ------------
Net increase (decrease) in net
assets........................ 3,024,605 5,620,052
Net assets beginning of
period........................ 22,948,086 17,328,034
------------ ------------
Net assets end of period*...... $ 25,972,691 $ 22,948,086
============ ============
Units outstanding beginning of
period........................ 1,516,145 1,233,270
Units issued during the
period........................ 3,518,566 4,040,517
Units redeemed during the
period........................ 3,247,479 3,757,642
------------ ------------
Units outstanding end of
period........................ 1,787,232 1,516,145
============ ============
- ---------------
*Includes undistributed net
investment income of: ....... $ 4,036,491 $ 3,050,845
</TABLE>

See notes to financial statements.

F-9
<PAGE> 65

MONY

VARIABLE ACCOUNT A

STATEMENTS OF CHANGES IN NET ASSETS -- (CONTINUED)

ENTERPRISE ACCUMULATION TRUST
------------------------------------------------------------------------------------
MONEY MARKET BOND
SUBACCOUNT SUBACCOUNT
------------------------- -----------------------
FOR THE FOR THE EQUITY
PERIOD PERIOD SUBACCOUNT
JANUARY 1, JANUARY 1, FOR THE --------------------------
1994 FOR THE 1994 YEAR FOR THE FOR THE
THROUGH YEAR ENDED THROUGH ENDED YEAR ENDED YEAR ENDED
SEPTEMBER 16, DECEMBER 31, SEPTEMBER 16, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1994 1993 1994 1993
---------- ---------- ---------- -------- ----------- ----------
<S> <C> <C> <C> <C> <C> <C>
From operations:
Net investment income (losses)...... $ 9,007 $ 7,451 $ 47,490 $ 51,004 $ 139,265 $ 111,311
Net realized gains (losses) on
investments....................... 0 0 (84,468) 2,947 266,597 654,915
Net increase (decrease) in
unrealized appreciation of
investments....................... 0 0 0 (15,406) (140,222) (285,489)
---------- ---------- ---------- -------- ----------- ----------
Net increase (decrease) in net assets
resulting from operations........... 9,007 7,451 (36,978) 38,545 265,640 480,737
---------- ---------- ---------- -------- ----------- ----------
From unit transactions:
Net proceeds from the issuance
of units.......................... 1,178,240 1,198,500 276,377 62,623 4,393,632 4,081,757
Net asset value of units redeemed or
used to meet contract
obligations....................... 1,965,716 1,254,743 860,165 38,665 1,388,936 725,636
---------- ---------- ---------- -------- ----------- ----------
Net increase (decrease) from unit
transactions........................ (787,476) (56,243) (583,788) 23,958 3,004,696 3,356,121
---------- ---------- ---------- -------- ----------- ----------
Net increase (decrease) in net
assets.............................. (778,469) (48,792) (620,766) 62,503 3,270,336 3,836,858
Net assets beginning of period....... 778,469 827,261 620,766 558,263 9,494,443 5,657,585
---------- ---------- ---------- -------- ----------- ----------
Net assets end of period*............ $ 0 $ 778,469 $ 0 $620,766 $12,764,779 $9,494,443
========= ========= ========= ======== ========== =========
Units outstanding beginning of
period.............................. 63,344 67,974 41,798 40,243 496,795 315,372
Units issued during the period....... 95,472 97,880 18,722 4,264 223,727 220,683
Units redeemed during the period..... 158,816 102,510 60,520 2,709 69,420 39,260
---------- ---------- ---------- -------- ----------- ----------
Units outstanding end of period...... 0 63,344 0 41,798 651,102 496,795
========= ========= ========= ======== ========== =========
- ---------------
* Includes undistributed net
investment income (loss) of:....... $ 0 $ 128,522 $ 0 $167,953 $ 361,231 $ 221,966

INTERNATIONAL
GROWTH
SUBACCOUNT
-------------
FOR THE
PERIOD
SMALL CAP MANAGED NOVEMBER 22,
SUBACCOUNT SUBACCOUNT 1994
--------------------------- ---------------------------- (COMMENCE-
MENT OF
FOR THE FOR THE FOR THE FOR THE OPERATIONS)
YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1993 1994 1993 1994
----------- ----------- ----------- ------------ -------------
<S> <C> <C> <C> <C> <C>
From operations:
Net investment income (losses)...... $ 577,930 $ 215,537 $ 2,697,195 $ 840,416 $ (122)
Net realized gains (losses) on
investments....................... 295,680 250,995 4,500,670 3,255,726 (458)
Net increase (decrease) in
unrealized appreciation of
investments....................... (993,907) 694,990 (6,171,838) 179,644 2,139
----------- ----------- ----------- ------------ -------------
Net increase (decrease) in net assets
resulting from operations........... (120,297) 1,161,522 1,026,027 4,275,786 1,559
----------- ----------- ----------- ------------ -------------
From unit transactions:
Net proceeds from the issuance
of units.......................... 7,123,098 7,139,619 29,888,848 35,272,150 195,813
Net asset value of units redeemed or
used to meet contract
obligations....................... 2,524,254 373,965 15,783,741 3,700,770 7,199
----------- ----------- ----------- ------------ -------------
Net increase (decrease) from unit
transactions........................ 4,598,844 6,765,654 14,105,107 31,571,380 188,614
----------- ----------- ----------- ------------ -------------
Net increase (decrease) in net
assets.............................. 4,478,547 7,927,176 15,131,134 35,847,166 190,173
Net assets beginning of period....... 11,619,495 3,692,319 70,300,655 34,453,489 0
----------- ----------- ----------- ------------ -------------
Net assets end of period*............ $16,098,042 $11,619,495 $85,431,789 $ 70,300,655 $ 190,173
========== ========== ========== ========== =========
Units outstanding beginning of
period.............................. 529,142 198,539 2,941,211 1,571,876 0
Units issued during the period....... 330,290 348,894 1,208,188 1,528,645 19,940
Units redeemed during the period..... 117,091 18,291 620,781 159,310 743
----------- ----------- ----------- ------------ -------------
Units outstanding end of period...... 742,341 529,142 3,528,618 2,941,211 19,197
========== ========== ========== ========== =========
- ---------------
* Includes undistributed net
investment income (loss) of:....... $ 941,044 $ 363,114 $ 4,509,752 $ 1,812,557 $ (122)

HIGH YIELD
BOND
SUBACCOUNT
------------
FOR THE
PERIOD
NOVEMBER 22, TOTAL
1994 ----------------------------
(COMMENCE- FOR THE
MENT OF VARIOUS
OPERATIONS) PERIODS FOR THE
THROUGH ENDED YEAR ENDED
DECEMBER 31, DECEMBER 31, DECENBER 31,
1994 1994 1993
------------ ------------ -----------
<S> <C> <C> <C>
From operations:
Net investment income (losses)...... $ 922 $ 3,471,687 $ 1,225,719
Net realized gains (losses) on
investments....................... 0 4,978,021 4,164,583
Net increase (decrease) in
unrealized appreciation of
investments....................... 537 (7,303,291) 573,739
------------ ------------ -----------
Net increase (decrease) in net assets
resulting from operations........... 1,459 1,146,417 5,964,041
------------ ------------ -----------
From unit transactions:
Net proceeds from the issuance
of units.......................... 145,312 43,201,320 47,754,649
Net asset value of units redeemed or
used to meet contract
obligations....................... 7 22,530,018 6,093,779
------------ ------------ -----------
Net increase (decrease) from unit
transactions........................ 145,305 20,671,302 41,660,870
------------ ------------ -----------
Net increase (decrease) in net
assets.............................. 146,764 21,817,719 47,624,911
Net assets beginning of period....... 0 92,813,828 45,188,917
------------ ------------ -----------
Net assets end of period*............ $ 146,764 $114,631,547 $92,813,828
========== =========== ==========
Units outstanding beginning of
period.............................. 0 4,072,290 2,194,004
Units issued during the period....... 14,622 1,910,961 2,200,366
Units redeemed during the period..... 1 1,027,372 322,080
------------ ------------ -----------
Units outstanding end of period...... 14,621 4,955,879 4,072,290
========== =========== ==========
- ---------------
* Includes undistributed net
investment income (loss) of:....... $ 922 $ 5,812,627 $ 2,694,112
</TABLE>

See notes to financial statements.

F-10
<PAGE> 66

MONY

VARIABLE ACCOUNT A

STATEMENTS OF CHANGES IN NET ASSETS -- (CONTINUED)

<TABLE>
<CAPTION>
QUEST FOR VALUE ACCUMULATION TRUST
---------------------------------------------------------------------------------------------
MONEY MARKET BOND EQUITY SMALL CAP MANAGED
SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT SUBACCOUNT TOTAL
------------- ------------- ------------- ------------- ------------- -------------
FOR THE FOR THE FOR THE FOR THE FOR THE FOR THE
PERIOD PERIOD PERIOD PERIOD PERIOD PERIOD
SEPTEMBER 17, SEPTEMBER 17, SEPTEMBER 17, SEPTEMBER 17, SEPTEMBER 17, SEPTEMBER 17,
1994 1994 1994 1994 1994 1994
(COMMENCEMENT (COMMENCEMENT (COMMENCEMENT (COMMENCEMENT (COMMENCEMENT (COMMENCEMENT
OF OF OF OF OF OF
OPERATIONS) OPERATIONS) OPERATIONS) OPERATIONS) OPERATIONS) OPERATIONS)
THROUGH THROUGH THROUGH THROUGH THROUGH THROUGH
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31,
1994 1994 1994 1994 1994 1994
------------- ------------- ------------- ------------- ------------- -------------
<S> <C> <C> <C> <C> <C> <C>
From operations:
Net investment income
(losses)................... $ 4,237 $ 12,296 $ (767) $ (1,269) $ (28,155) $ (13,658)
Net realized gains (losses)
on investments............. 0 (141) (12) (52) (6,303) (6,508)
Net increase (decrease) in
unrealized appreciation of
investments................ 0 (18,076) (5,128) (145) (353,082) (376,431)
------------- ------------- ------------- ------------- ------------- -------------
Net increase (decrease) in net
assets resulting from
operations................... 4,237 (5,921) (5,907) (1,466) (387,540) (396,597)
------------- ------------- ------------- ------------- ------------- -------------
From unit transactions:
Net proceeds from the
issuance of units.......... 641,363 866,925 218,605 396,030 8,148,593 10,271,516
Net asset value of units
redeemed or used to meet
contract obligations....... 171,376 2,158 5,147 2,434 119,927 301,042
------------- ------------- ------------- ------------- ------------- -------------
Net increase (decrease) from
unit transactions............ 469,987 864,767 213,458 393,596 8,028,666 9,970,474
------------- ------------- ------------- ------------- ------------- -------------
Net increase (decrease) in net
assets....................... 474,224 858,846 207,551 392,130 7,641,126 9,573,877
Net assets beginning of
period....................... 0 0 0 0 0 0
------------- ------------- ------------- ------------- ------------- -------------
Net assets end of period*...... $ 474,224 $ 858,846 $ 207,551 $ 392,130 $ 7,641,126 $ 9,573,877
============= ============= ============= ============= ============= =============
Units outstanding beginning of
period....................... 0 0 0 0 0 0
Units issued during the
period....................... 51,569 61,044 10,848 18,384 320,287 462,132
Units redeemed during the
period....................... 13,753 154 255 113 4,835 19,110
------------- ------------- ------------- ------------- ------------- -------------
Units outstanding end of
period....................... 37,816 60,890 10,593 18,271 315,452 443,022
============= ============= ============= ============= ============= =============
- ---------------
* Includes undistributed net
investment income (loss)
of:.......................... $ 4,237 $ 12,296 $ (767) $ (1,269) $ (28,155) $ (13,658)
</TABLE>

See notes to financial statements.

F-11
<PAGE> 67

MONY

VARIABLE ACCOUNT A

NOTES TO FINANCIAL STATEMENTS

1. ORGANIZATION AND BUSINESS:

MONY Variable Account A (the "Variable Account") is a separate investment
account established on November 28, 1990 by The Mutual Life Insurance Company of
New York ("MONY"), under the laws of the State of New York.

The Variable Account operates as a unit investment trust under the
Investment Company Act of 1940 (the "1940 Act"). The Variable Account holds
assets that are segregated from all of MONY's other assets and, at present, is
used only to support Flexible Payment Variable Annuity Policies. These policies
are issued by MONY. MONY is currently taxed as a life insurance company and will
include the Variable Account's operations in its tax return. MONY does not
expect, based upon current tax law, to incur any income tax burden upon the
earnings or realized capital gains attributable to the Variable Account. Based
on this expectation, no charges are currently being deducted from the Variable
Account for Federal income tax purposes.

There are currently seventeen subaccounts within the Variable Account, each
invests only in a corresponding portfolio of the MONY Series Fund, Inc. (the
"Fund"), Enterprise Accumulation Trust (the "Trust") or the Quest for Value
Accumulation Trust ("Quest") collectively the "Funds". The Funds are registered
under the 1940 Act as open-end, diversified, management investment companies.

2. SIGNIFICANT ACCOUNTING POLICIES:

A. Investments:

The investment in shares of each of the respective portfolios is stated at
the net asset values of each portfolio. Except for the Money Market Portfolios,
as noted below, net assets values are based upon market quotations of the
securities held in each of the corresponding portfolios. Significant accounting
policies of the Funds are as follows:

Portfolio Valuations:

Short-term securities are valued at amortized cost. The amortized cost of a
security is determined by valuing it at original cost and thereafter amortizing
any discount or premium at a constant rate until maturity.

Securities held for investment in the other portfolios are valued as
follows:

Common stocks traded on national securities exchanges are valued at the
last sales price as of the close of the New York Stock Exchange or at the last
bid price for over-the-counter securities.

Bonds are valued at the last available price provided by an independent
securities valuation company for securities traded on a national securities
exchange. Bonds that are listed on a national securities exchange but are not
traded and bonds that are regularly traded in the over-the-counter market are
valued at the mean of the last available bid and asked prices.

Foreign securities are valued on the basis of independent pricing services
approved by the Board of Directors of the Trust, and such pricing services
generally follow the same procedures in valuing foreign equity securities as
they value domestic equity securities.

All other securities, including any restricted securities, will be valued
at their fair value as determined in good faith by the Boards of the Funds.

F-12
<PAGE> 68

MONY

VARIABLE ACCOUNT A

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

2. SIGNIFICANT ACCOUNTING POLICIES -- (CONTINUED):
B. Security Transactions and Investment Income:

Security transactions are recorded as of the trade date.

Dividend income is recorded on the ex-dividend date.

Realized gains and losses from investments sold are determined on the basis
of identified cost for accounting and tax purposes.

C. Other Information:

A full presentation of the related Financial Statements and Footnotes of
the Enterprise Accumulation Trust and the Quest For Value Accumulation Trust can
be found on pages 127 to 164 and 165 to 216, respectively.

3. RELATED PARTY TRANSACTIONS:

Policy premiums received from MONY by the Variable Account represent gross
policy premiums recorded by MONY less deductions retained for any premium taxes.

A periodic deduction is made from the Cash Value of the Contract for the
Annual Contract Charge. The deduction is for the expenses of administration and
is treated by the Variable Account as a contractholder redemption. The amount
deducted for 1994 was $121,246.

MONY receives from the Variable Account the amounts deducted for mortality
and expense risks at an annual rate of 1.25 percent of aggregate average daily
net assets. As MONY America, a wholly-owned subsidiary of MONY, acts as
investment adviser to the Series Fund, it receives amounts paid by the Series
Fund for those services. MONY is the legal holder of the assets held by the
Variable Account.

Enterprise Capital Management, Inc., ("Enterprise") a wholly-owned
subsidiary of MONY, acts as investment adviser to the Trust, and it receives
amounts paid by the Trust for those services.

4. CHANGE IN ADVISORY ARRANGEMENT:

Quest offered its shares to variable annuity separate accounts of the
Mutual Life Insurance Company of New York ("MONY") and its affiliate, MONY Life
Insurance Company of America as a funding vehicle for the MONYMaster and
ValueMaster variable annuity contracts issued by them. Quest also offered its
shares to variable annuity separate accounts of Provident Mutual Life Insurance
Company of Philadelphia and its affiliate, Provident Mutual Life and Annuity
Company of America (together, the "PM Companies") as a funding vehicle for
certain variable annuity contracts issued by these insurers. Owners of
ValueMaster contracts and contracts issued by the PM Companies are referred to
herein as "non-MONYMaster" contract owners.

On May 26, 1994, the Board of Trustees (the "Trustees") of Quest approved
new advisory arrangements for the Equity, Small Cap and Managed Portfolios of
Quest. Such advisory arrangements were approved by the shareholders of each
portfolio at a special meeting called for such purpose (the "Special Meeting").
Under the new arrangements, Enterprise became the investment adviser for the
three portfolios, and Quest for Value Advisors ("Quest Advisors"), the
portfolios' former investment adviser, became sub-adviser to these portfolios,
subject to the oversight of Enterprise. The two firms are rendering these
services at the same aggregate annual advisory fee rate as is currently in
effect (.60% of average daily net assets). The current advisory arrangements was
not changed for the Bond and Money Market Portfolios of Quest.

F-13
<PAGE> 69

MONY

VARIABLE ACCOUNT A

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

4. CHANGE IN ADVISORY ARRANGEMENT -- (CONTINUED):
In connection with the implementation of new advisory arrangements as
described above, the assets of the Equity, Small Cap, Managed, Bond and Money
Market Portfolios of Quest supporting the non-MONYMaster contracts were
transferred on a pro-rata basis to substantially identical corresponding
portfolios of a newly-formed management investment company advised by Quest
Advisors, the new Quest for Value Accumulation Trust (the "New Quest"). The
division of net assets were in accordance with relative net asset value of the
shares of each portfolio of Quest attributable to MONYMaster contract owners and
non-MONYMaster contract owners, respectively. Shares of each portfolio
attributable to non-MONYMaster contract owners were redeemed in kind at net
asset value without a sales charge, and such assets were reinvested in the New
Quest by using such assets to purchase an equivalent number of shares of the New
Quest.

The assets redeemed and reinvested in New Quest were as follows:

<TABLE>
<S> <C>
Equity........................................................... $ 217,603
Small Cap........................................................ 318,781
Managed.......................................................... 8,126,663
Bond............................................................. 783,568
Money Market..................................................... 626,212
</TABLE>

This transaction resulted in an adjustment to the basis of the net assets
reinvested in New Quest. As a result, the Bond Subaccount recognized the
unrealized depreciation of $80,426 on September 16, 1994 as a realized loss on
the net assets redeemed.

5. INVESTMENTS:

Investments in MONY Series Fund, Inc. at cost, at December 31, 1994 consist
of the following:

<TABLE>
<CAPTION>
EQUITY EQUITY INTERMEDIATE LONG TERM MONEY GOVERNMENT
GROWTH INCOME TERM BOND BOND DIVERSIFIED MARKET SECURITIES
PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO TOTAL
--------- --------- ------------ ---------- ----------- ----------- ---------- ------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Shares beginning of
period:
Shares............... 8,660 15,406 508,963 724,975 23,786 8,110,166 0 9,391,956
Amount............... $136,174 $220,612 $5,477,514 $8,657,002 $ 305,736 $ 8,110,166 $ 0 $ 22,907,204
Shares acquired:
Shares............... 202 330 257,731 271,869 654 46,953,730 2,686 47,487,202
Amount............... $ 4,279 $ 5,457 $2,672,023 $3,151,474 $ 8,629 $46,953,730 $ 25,706 $ 52,821,298
Shares received for
reinvestment of
dividends:
Shares............... 208 911 34,753 54,786 736 341,272 15 432,681
Amount............... $ 4,282 $ 14,152 $ 338,846 $ 573,605 $ 9,673 $ 341,272 $ 143 $ 1,281,973
Shares redeemed:
Shares............... 1,134 1,978 202,227 313,976 3,791 43,696,011 1 44,219,118
Amount............... $ 14,301 $ 27,440 $2,127,054 $3,552,042 $ 46,071 $43,696,011 $ 13 $ 49,462,932
--------- --------- ------------ ---------- ----------- ----------- ---------- ------------
Net change:
Shares............... (724) (737) 90,257 12,679 (2,401) 3,598,991 2,700 3,700,765
Amount............... $ (5,740) $ (7,831) $ 883,815 $ 173,037 $ (27,769) $ 3,598,991 $ 25,836 $ 4,640,339
--------- --------- ------------ ---------- ----------- ----------- ---------- ------------
Shares end of period:
Shares............... 7,936 14,669 599,220 737,654 21,385 11,709,157 2,700 13,092,721
Amount............... $130,434 $212,781 $6,361,329 $8,830,039 $ 277,967 $11,709,157 $ 25,836 $ 27,457,543
======== ======== =========== ========== ========= ========== ========== ==========
</TABLE>

F-14
<PAGE> 70

MONY

VARIABLE ACCOUNT A

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

5. INVESTMENTS--(CONTINUED):
Investments in Enterprise Accumulation Trust at cost, at December 31, 1994
consist of the following:

<TABLE>
<CAPTION>
INTERNATIONAL HIGH YIELD
EQUITY SMALL CAP MANAGED GROWTH BOND
PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO TOTAL
----------- ----------- ----------- ------------- ---------- -------------
<S> <C> <C> <C> <C> <C> <C>
Shares beginning of period:
Shares....................... 528,938 624,033 3,292,771 0 0 4,445,742
Amount....................... $ 8,898,849 $10,559,165 $63,374,789 $ 0 $ 0 $ 82,832,803
Shares acquired:
Shares....................... 260,684 468,540 1,563,311 41,924 29,287 2,363,746
Amount....................... $ 4,685,075 $ 8,172,724 $32,941,407 $ 205,429 $145,312 $ 46,149,947
Shares received for
reinvestment of dividends:
Shares....................... 15,713 42,313 179,274 0 209 237,509
Amount....................... $ 279,066 $ 758,559 $ 3,723,530 $ 0 $ 1,040 $ 4,762,195
Shares redeemed:
Shares....................... 101,266 218,141 932,004 3,505 25 1,254,941
Amount....................... $ 1,553,583 $ 3,458,829 $15,361,965 $ 17,395 $ 125 $ 20,391,897
----------- ----------- ----------- ------------- ---------- -------------
Net change:
Shares....................... 175,131 292,712 810,581 38,419 29,471 1,346,314
Amount....................... $ 3,410,558 $ 5,472,454 $21,302,972 $ 188,034 $146,227 $ 30,520,245
----------- ----------- ----------- ------------- ---------- -------------
Shares end of period:
Shares....................... 704,069 916,745 4,103,352 38,419 29,471 5,792,056
Amount....................... $12,309,407 $16,031,619 $84,677,761 $ 188,034 $146,227 $ 113,353,048
========== ========== ========== =========== ========== ===========
</TABLE>

Investments in Quest for Value Accumulation Trust at cost, at December 31,
1994 consist of the following:

<TABLE>
<CAPTION>
MONEY
MARKET BOND EQUITY SMALL CAP MANAGED
PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO TOTAL
--------- --------- --------- --------- ---------- ------------
<S> <C> <C> <C> <C> <C> <C>
Shares beginning of period:
Shares................................. 0 0 0 0 0 0
Amount................................. $ 0 $ 0 $ 0 $ 0 $ 0 $ 0
Shares acquired:
Shares................................. 641,363 92,237 11,775 22,778 377,581 1,145,734
Amount................................. $641,363 $866,925 $218,634 $396,061 $8,228,514 $ 10,351,497
Shares received for reinvestment of
dividends:
Shares................................. 6,095 1,687 0 0 0 7,782
Amount................................. $ 6,095 $ 15,396 $ 0 $ 0 $ 0 $ 21,491
Shares redeemed:
Shares................................. 173,234 571 321 216 10,748 185,090
Amount................................. $173,234 $ 5,399 $ 5,955 $ 3,786 $ 234,306 $ 422,680
--------- --------- --------- --------- ---------- ------------
Net change:
Shares................................. 474,224 93,353 11,454 22,562 366,833 968,426
Amount................................. $474,224 $876,922 $212,679 $392,275 $7,994,208 $ 9,950,308
--------- --------- --------- --------- ---------- ------------
Shares end of period:
Shares................................. 474,224 93,353 11,454 22,562 366,833 968,426
Amount................................. $474,224 $876,922 $212,679 $392,275 $7,994,208 $ 9,950,308
======== ======== ======== ========= ========= ==========
</TABLE>

F-15
<PAGE> 71

COMMENT ON FINANCIAL STATEMENTS OF MONY

The following financial statements relate to the condition and operations
of MONY and should be distinguished from the financial statements of MONY
Variable Account A. As explained on the preceding pages, the values of the
interests of Contractholders under the Contract described in this Prospectus are
affected by the investment results of MONY Variable Account A. Financial
statements of MONY should be considered only as bearing upon the ability of MONY
to meet its obligations under the Contract.

F-16
<PAGE> 72

REPORT OF INDEPENDENT ACCOUNTANTS

To the Board of Trustees of
The Mutual Life Insurance Company of New York:

We have audited the accompanying balance sheets of The Mutual Life
Insurance Company of New York as of December 31, 1994 and 1993, and the related
statements of operations, surplus, and cash flows for the years then ended.
These financial statements are the responsibility of the Company's management.
Our responsibility is to express an opinion on these financial statements based
on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of The Mutual Life Insurance
Company of New York as of December 31, 1994 and 1993, and the results of its
operations and its cash flows for the years then ended in conformity with
accounting practices prescribed or permitted by the Insurance Department of the
State of New York, which are considered generally accepted accounting principles
for mutual life insurance companies.

Our audits were conducted for the purpose of expressing an opinion on the
financial statements taken as a whole. The Supplemental Schedule of Selected
Financial Data is presented to comply with the NAIC's Annual Statement
Instructions and is not a required part of the basic financial statements. The
Supplemental Schedule of Selected Financial Data has been subjected to the
auditing procedures applied in the audits of the basic financial statements and,
in our opinion, is fairly stated, in all material respects, in relation to the
basic financial statements taken as a whole.

New York, New York
February 28, 1995

F-17
<PAGE> 73

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

BALANCE SHEETS
(IN THOUSANDS)

<TABLE>
<CAPTION>
DECEMBER 31,
-------------------------
1994 1993
---------- ----------
<S> <C> <C>
ASSETS
Cash............................................................. $ 15,466 $ 37,507
Investments:
Short-term investments......................................... 135,206 167,363
Bonds.......................................................... 3,568,544 3,314,810
Preferred stocks............................................... 19,467 34,828
Common stocks.................................................. 191,795 188,112
Subsidiary companies........................................... 123,401 121,150
Mortgage loans................................................. 1,771,305 2,115,185
Real estate.................................................... 1,943,241 1,813,207
Policy loans................................................... 1,188,775 1,212,763
Other invested assets.......................................... 339,151 360,730
Investment income due and accrued................................ 139,570 138,847
Premiums deferred and uncollected................................ 210,547 210,674
Separate account assets.......................................... 1,835,772 4,897,667
Federal income taxes recoverable................................. 45,045 --
Amounts due from reinsurers...................................... 104,622 24,104
Other assets..................................................... 38,094 41,049
----------- -----------
Total assets................................................ $11,670,001 $14,677,996
=========== ===========
POLICY RESERVES, LIABILITIES AND SURPLUS
Policy reserves:
Life insurance and annuity reserves............................ $ 7,385,975 $7,539,360
Health insurance reserves...................................... 134,796 124,981
Deposits left with the Company................................. 496,421 505,228
Liabilities:
Dividends to policyholders..................................... 210,841 204,485
Policy claims in process of settlement......................... 65,559 61,481
Amounts due to reinsurers...................................... 117,700 21,001
Taxes accrued.................................................. 160,636 130,101
Separate account liabilities................................... 1,828,368 4,891,233
Other liabilities.............................................. 265,759 276,807
Interest maintenance reserve................................... 3,728 8,145
Investment reserves............................................ 90,000 90,000
Asset valuation reserve........................................ 230,148 224,999
----------- -----------
Total policy reserves and liabilities....................... 10,989,931 14,077,821
Surplus:
Surplus notes.................................................. 72,317 --
Special surplus funds.......................................... 27,150 27,150
Unassigned surplus............................................. 580,603 573,025
----------- -----------
Surplus..................................................... 680,070 600,175
----------- -----------
Total policy reserves, liabilities and surplus.............. $11,670,001 $14,677,996
=========== ===========
</TABLE>

The accompanying notes are an integral part of these financial statements.

F-18
<PAGE> 74

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

STATEMENTS OF OPERATIONS
(IN THOUSANDS)

<TABLE>
<CAPTION>
FOR THE YEARS ENDED
DECEMBER 31,
-------------------------
1994 1993
---------- ----------
<S> <C> <C>
Premiums, annuity considerations and fund deposits.............. $1,380,437 $1,880,441
Net investment income........................................... 590,504 878,168
Revenue from ceded reinsurance.................................. 155,071 14,379
Other income (net).............................................. 38,969 44,607
---------- ----------
2,164,981 2,817,595
Policyholder and contractholder benefits........................ 1,508,822 1,906,176
Change in policy and contract reserves.......................... (32,767) (2,720,109)
Commissions..................................................... 70,923 78,547
Operating expenses.............................................. 291,003 317,905
Reinsurance of group pension liabilities........................ 2,619,449 2,727,364
Transfer (from)/to separate accounts............................ (2,607,724) 198,260
Other deductions (net).......................................... 6,927 (18,570)
---------- ----------
1,856,633 2,489,573
---------- ----------
Net gain from operations before dividends and federal income
taxes......................................................... 308,348 328,022
Dividends to policyholders...................................... 215,932 214,839
---------- ----------
Net gain from operations before federal income taxes............ 92,416 113,183
Federal income taxes............................................ 6,700 10,877
---------- ----------
Net gain from operations........................................ 85,716 102,306
Net realized capital gains/(losses) (net of federal income tax
of $4,080 and ($13,820) and excluding $1,582 and $24,405
transferred to Interest Maintenance Reserve).................. (4,296) 1,876
---------- ----------
Net Income...................................................... $ 81,420 $ 104,182
========== ==========
</TABLE>

The accompanying notes are an integral part of these financial statements.

F-19
<PAGE> 75

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

STATEMENTS OF SURPLUS
(IN THOUSANDS)

<TABLE>
<CAPTION>
FOR THE YEARS ENDED
DECEMBER 31,
----------------------
1994 1993
-------- ---------
<S> <C> <C>
Surplus, beginning of year.......................................... $600,175 $ 620,786
-------- ---------
Net income.......................................................... 81,420 104,182
Change in net unrealized capital losses............................. (55,211) (185,043)
Change in non-admitted assets....................................... (5,274) (1,545)
Change in asset valuation reserve................................... (5,149) (25,565)
Change in policy reserve valuation basis............................ -- 55,546
Change in investment reserves....................................... -- 65,000
Provision for non-qualified retirement benefits..................... (555) (7,211)
Provision for contingencies......................................... (9,800) (14,000)
Issuance of surplus notes (net of underwriting costs)............... 69,990 --
Other changes to surplus............................................ 4,474 (11,975)
-------- ---------
Net change in surplus for the year.................................. 79,895 (20,611)
-------- ---------
Surplus, end of year................................................ $680,070 $ 600,175
======== =========
</TABLE>

The accompanying notes are an integral part of these financial statements.

F-20
<PAGE> 76

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

STATEMENTS OF CASH FLOWS
(IN THOUSANDS)

<TABLE>
<CAPTION>
FOR THE YEARS ENDED
DECEMBER 31,
-----------------------
1994 1993
--------- ---------
<S> <C> <C>
CASH FLOW PROVIDED FROM OPERATIONS:
Premiums, annuity considerations and fund deposits............... $1,380,988 $ 1,880,070
Investment income net of investment expenses..................... 640,325 970,131
Other income..................................................... 97,437 37,680
Net change in policy loans....................................... 23,940 19,736
Policy benefits paid............................................. (1,492,816) (1,913,524)
Transfers to separate accounts (See Note 2)...................... (11,525) (189,613)
Commissions, other expenses and taxes paid....................... (360,655) (389,973)
Dividends to policyholders....................................... (209,576) (230,405)
Federal income taxes (excluding capital gains tax)............... 6,502 (1,164)
---------- -----------
Net cash from operations...................................... 74,620 182,938
---------- -----------
PROCEEDS FROM INVESTMENTS SOLD, MATURED OR REPAID:
Bonds (See Note 2)............................................... 805,903 3,002,123
Stocks........................................................... 115,515 79,664
Mortgage loans (See Note 2)...................................... 337,436 1,411,527
Real estate...................................................... 34,725 24,096
Other invested assets............................................ 27,615 17,160
Other............................................................ 145 435
---------- -----------
Total investment proceeds..................................... 1,321,339 4,535,005
---------- -----------
OTHER CASH PROVIDED:
Issuance of surplus notes (net of underwriting costs)............ 69,990 --
Other sources.................................................... 1,381 40,849
---------- -----------
Total cash provided........................................... 1,467,330 4,758,792
---------- -----------
CASH APPLIED:
Cost of investments acquired:
Bonds......................................................... 1,061,124 1,542,222
Stocks........................................................ 92,753 137,175
Mortgage loans................................................ 112,269 128,818
Real estate................................................... 128,269 77,734
Other invested assets......................................... 36,988 73,906
---------- -----------
Total investments acquired.................................. 1,431,403 1,959,855
---------- -----------
Transfer of group pension liabilities (See Note 2)............... -- 2,727,364
Other cash applied............................................... 90,125 38,658
---------- -----------
Total cash applied............................................ 1,521,528 4,725,877
---------- -----------
Net change in cash and short-term investments.................... (54,198) 32,915
Cash and short-term investments, beginning of year................. 204,870 171,955
---------- -----------
Cash and short-term investments, end of year....................... $ 150,672 $ 204,870
========== ===========
</TABLE>

The accompanying notes are an integral part of these financial statements.

F-21
<PAGE> 77

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

NOTES TO FINANCIAL STATEMENTS

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

The Mutual Life Insurance Company of New York (the "Company") is a mutual
life insurance company primarily engaged in the business of providing life
insurance and disability income protection and asset accumulation products. The
Company's financial statements have been prepared on the basis of accounting
practices and procedures prescribed or permitted by the Insurance Department of
the State of New York, which are considered to be generally accepted accounting
principles ("GAAP") for mutual life insurance companies domiciled in New York.
The following is a description of the principal accounting practices and
procedures:

a. Premiums are included in revenue over the premium payment periods
of the related policies. Annuity considerations and fund deposits are
included in revenue as received.

Commissions and other costs related to issuance, maintenance and
settlement of policies are charged to operations in the year incurred.

b. Short-term investments are carried at cost and consist of
securities with maturities of three months or less. Bonds eligible for
amortization under rules promulgated by the National Association of
Insurance Commissioners ("NAIC") are carried at amortized cost, while all
other bonds are carried at values adopted by the NAIC, which approximate
fair market value. Loan backed bonds and structured securities are valued
at amortized cost using the effective interest method considering
anticipated prepayments at the date of purchase; significant changes in the
estimated cash flows from the original purchase assumptions are accounted
for using the retrospective method. Common stocks are carried at market
value except investments in subsidiaries, which are generally carried on
the equity basis. Preferred stocks are carried principally at cost except
for those securities in or near default which are valued at market. Policy
loans are carried at their unpaid balances.

Mortgage loans other than those in process of foreclosure are carried at
their unpaid balances adjusted for unamortized discount. Real estate
owned for investment is carried at depreciated cost, less encumbrances
($7 million in 1994 and $18 million in 1993). Joint ventures and limited
partnerships in real estate, cable television and energy are included in
other invested assets and are carried principally at their equity value.
Other investments are generally carried at cost.

Real estate acquired through foreclosure is carried at the lower of cost
or estimated fair value at the time of foreclosure, less accumulated
depreciation and encumbrances. Mortgage loans in process of foreclosure
are also carried at the lower of cost or estimated fair value. Fair
value is determined by using the estimated discounted cash flows
expected from the underlying real estate properties. These projected
cash flows are based on estimates regarding future operating expenses,
lease rates, occupancy levels and investors' targeted yields.

The Company provides, through a direct charge to surplus, an investment
valuation reserve for permanent impairment of real estate investments,
joint ventures and limited partnerships in real estate and mortgage
loans delinquent for more than 60 days and restructured mortgage loans.
This reserve reflects, in part, the excess of the carrying value of such
assets over the estimated undiscounted cash flows expected from the
underlying real estate properties. These projected cash flows are based
on estimates similar to those described in the preceding paragraph. As
of December 31, 1994 and 1993, the Company's investment reserve for its
mortgage loan and real estate investments was $90 million.

c. Realized investment gains and losses (net of tax) for bonds and
mortgage loans resulting from changes in interest rates are deferred, and
credited or charged to the Interest Maintenance Reserve ("IMR"). These
amounts are amortized into net income over the remaining years to expected
maturity of the assets sold. Unrealized capital gains and losses are
recorded directly to surplus.

F-22
<PAGE> 78

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: -- (CONTINUED)
The Asset Valuation Reserve ("AVR") is based upon a formula prescribed
by the NAIC and functions as a reserve for potential
non-interest-related investment losses. In addition, realized investment
gains and losses (not subject to the IMR) and unrealized gains and
losses result in offsetting increases and decreases in the AVR. These
changes to the AVR are recorded directly to surplus.

d. Policy reserves for life insurance, annuities, and supplemental
benefits are computed by using permitted statutory interest rates and
mortality factors. Reserves computed by a modified commissioners' reserve
valuation method represent approximately 74% and 72% of gross life
insurance reserves at December 31, 1994 and 1993, respectively.

Reserves for life insurance were principally determined by using the
1941, 1958 and 1980 Commissioners' Standard Ordinary Mortality and the
American Experience Tables and assumed interest rates ranging from 2.25%
to 7%. Reserves for individual and group annuity mortality tables have
assumed interest rates ranging from 2.25% to 9.5%.

During 1993, the Company changed its methods of accounting for certain
reserves with the approval of the New York Insurance Department. The
Company increased the valuation interest rate on certain policies from
2.5% to a range of 3.5% to 5.0%, resulting in an increase in surplus of
$12.5 million, and released reserves held for retired employees life
insurance, resulting in an increase in surplus of $43 million.

Policy claims in process of settlement include provisions for payments
to be made on reported claims and on claims incurred but not reported.

e. The Company's subsidiaries are not consolidated. The subsidiaries
are carried principally on the statutory equity basis. Changes in the
Company's equity in subsidiaries are included in unrealized capital gains
and losses. Dividends from subsidiaries are recognized as investment income
when declared.

f. Dividends to policyholders are determined annually by the Board of
Trustees.

g. Certain assets designated as "non-admitted" assets (principally
miscellaneous receivables) are excluded from the balance sheets.

h. Separate account assets and liabilities represent segregated funds
administered and invested by the Company for the benefit of certain
contractholders. Approximately 93% of these assets consist of securities
reported at market value and 7% consist of fixed income securities carried
at amortized cost. Premiums, benefits and expenses of the separate accounts
are included in the Company's statements of operations.

i. No deferred taxes are recognized for differences that exist between
financial reporting and taxable income.

j. The Company uses the constant-yield method of depreciation for
substantially all investment real estate, real estate joint ventures and
cable television limited partnerships acquired prior to January 1, 1991.
Acquisitions subsequent to January 1, 1991 and foreclosed real estate are
depreciated on the straight line method. Real estate assets and
improvements are generally depreciated over ten to forty year periods and
leasehold improvements over the lives of the leases. Depreciation expense
related to investments in real estate was $50.5 million and $47.8 million
in 1994 and 1993, respectively; accumulated depreciation was $185.1 million
and $139.3 million at December 31, 1994 and 1993, respectively.

k. Special surplus funds consist primarily of amounts required by the
State of New York to be assigned as surplus funds for group insurance,
separate accounts, and aviation reinsurance.

F-23
<PAGE> 79

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: -- (CONTINUED)
l. Certain amounts for 1993 have been reclassified to conform to the
1994 presentation.

2. REINSURANCE OF GROUP PENSION BUSINESS:

On December 31, 1993, the Company entered into an agreement with AEGON USA,
Inc. ("AEGON USA") under which the Company transferred assets with a book value
of approximately $2.7 billion, consisting primarily of approximately $1.1
billion of mortgage loans and approximately $1.4 billion of debt securities,
including $380 million of securities rated as non-investment grade by the NAIC
and approximately $200 million in cash and short-term securities. The Company
transferred a corresponding amount of liabilities relating to its full service
group pension contracts, consisting primarily of tax-deferred annuity, 401(k)
and managed funds lines of business, to AEGON USA's wholly-owned subsidiary,
AUSA Life Insurance Company, Inc. ("AUSA Life"). AUSA Life also acquired the
corporate infrastructure supporting the group pension business, including
personnel, data processing systems, facilities and regional offices. In
connection with the transaction, the Company and AEGON USA have entered into
certain service agreements. These agreements, among other things, provide that
the Company will continue to manage the transferred assets, and AUSA Life will
continue to provide certain administrative services to the Company's remaining
group pension contracts not included in the transfer.

The initial transfer of the liabilities was made through indemnity
reinsurance. During 1994 approximately $2.1 billion of contractholder
liabilities were converted from indemnity to assumption reinsurance, whereby
AUSA Life replaced the Company as the primary obligor. It is anticipated that
most of the remaining contracts will be converted to assumption reinsurance in
which AUSA Life will replace the Company as the primary obligor under the
contracts to the extent allowed by state laws and regulations of the applicable
states. If any such contractholder rejects the assumption, or if the assumption
of any holder's contract is precluded by law, such holder's contract will
continue to be reinsured by AUSA Life on an indemnity reinsurance basis, and the
Company will remain contingently liable under the contract in the event that
AUSA Life fails to perform its reinsurance obligations. Additionally, on
December 31, 1993 the Company agreed to transfer to AUSA Life, through
assumption reinsurance, approximately $3.6 billion of separate account business
related to the group pension contracts described above. As of December 31, 1994,
the remaining non-transferred separate account business amounted to
approximately $600 million.

In connection with the transaction, at December 31, 1993, the Company made
a $200 million capital investment in AEGON USA by purchasing $150 million of
Series A and $50 million of Series B notes, which have a term of nine years and
receive a market rate of interest set at the date of issuance. In addition to
interest payments on the notes, the Company has the right to receive certain
payments based on the profits of the transferred business in force on the
transaction date, a future payment tied to the determination of the value of the
transferred business at the end of nine years, and a potential payment based on
new business growth. Net operating losses, if any, on the transferred business
for any year will be carried forward to reduce profit payments in subsequent
years. Any deficit remaining at the end of the nine year term and any adjustment
related to the final value of the transferred business may only be applied to
reduce the principal amount of any outstanding Series A notes. During 1994, the
Company earned $84.7 million based upon the profits of the transferred group
pension business and recorded this amount as revenue from ceded reinsurance in
the Summary of Operations. Pursuant to the assumption agreement, the Company
expects to acquire approximately $68 million of additional Series A notes during
1995 with payments from the profits of the transferred business.

F-24
<PAGE> 80

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

3. SUBSIDIARY COMPANIES:

At December 31, 1994 and 1993, the Company's investments in subsidiaries,
all of which are wholly-owned, consisted of the following:

<TABLE>
<CAPTION>
1994 1993
------ ------
(IN MILLIONS)
<S> <C> <C>

MONY Life Insurance Company of America................... $104.9 $102.2
Non-life subsidiaries.................................... 18.5 19.0
------ ------
$123.4 $121.2
====== ======
</TABLE>

At December 31, 1994, MONY Life Insurance Company of America ("MONY
America") had assets of $2.4 billion; including bonds ($992 million), mortgage
loans ($176 million) and separate account assets ($998 million); and liabilities
of $2.3 billion, primarily life insurance and annuity reserves ($1.3 billion)
and separate account liabilities ($998 million). Capital and surplus of MONY
America was $105 million. In 1994, total revenues of MONY America were $597
million, benefits and expenses were $585 million and net income, including
realized capital losses, was $6 million.

During 1993, the Company contributed $25 million to the capital of MONY
America. During 1994 and 1993, the Company made aggregate capital contributions
of $3.5 million and $31.1 million, respectively, to certain non-life
subsidiaries. The Company also received aggregate capital distributions of $3
million in 1994 and $2.8 million in 1993 from its non-life subsidiaries.

In 1994, the Company purchased commercial mortgages with a book value of $5
million from MONY America for consideration of $4 million. During 1993, the
Company purchased commercial mortgages and bonds with a book value of
approximately $232 million from MONY America for consideration of $237 million.
In each of these transactions, the consideration was based on the estimated fair
value of the assets.

4. COMMITMENTS AND CONTINGENCIES:

The Company has guaranteed to certain states that the surplus of MONY
America will be maintained at amounts at least equal to the minimum surplus
required for admission to those states.

During 1986 and 1987, MONY Funding Inc., a wholly-owned subsidiary of the
Company, issued $150 million of 8 1/4% notes due October 29, 1996 and $125
million of 8 1/8% notes due April 7, 1997, and invested the proceeds in
partially amortizing and nonamortizing commercial mortgage loans scheduled to
mature concurrently with the notes. As of December 31, 1994, the Company had
repurchased approximately $60 million of these notes. The Company has guaranteed
the principal and interest of the remaining outstanding notes.

At December 31, 1994, the Company has guaranteed principal and interest of
$34 million on mortgages and real estate held by unrelated investors.

The Company maintains lines of credit with domestic banks totaling $150
million with scheduled renewal dates during 1995. The Company has not borrowed
against its credit lines since 1982.

In November 1994, the Company reached an agreement for the transfer of the
management of its information systems operations to Computer Sciences
Corporation ("CSC"). Under the terms of this agreement to operate, manage and
enhance its information systems operations, the Company will pay CSC an
estimated $205 million over the seven-year contract period. The total payments
under the contract may vary based upon certain factors, including the volume of
computing services and the introduction of new information systems technology.

F-25
<PAGE> 81

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

4. COMMITMENTS AND CONTINGENCIES: -- (CONTINUED)
The Company is a defendant in various legal actions arising primarily from
its investment and insurance operations. In addition, insurance companies are
subject to assessments, up to statutory limits, by state guaranty funds for
losses of policyholders of insolvent insurance companies. In the opinion of
management, assessments and the outcome of the legal proceedings will not have a
material adverse effect on the financial position and the results of operations
of the Company.

5. PENSION PLANS AND OTHER POST-RETIREMENT BENEFITS:

Employee Retirement Plans

The Company has a qualified defined benefit pension plan covering
substantially all its employees. The benefits are based on years of service and
the employee's final average annual compensation. The Company's funding and
accounting policies are to contribute annually the maximum amount that can be
deducted for federal income taxes and to charge expenses in the year the
contributions are made. No contributions were made in the current year or prior
year because the plan was subject to the full funding limitation under the
Internal Revenue Code. At December 31, 1993, the plan's accumulated benefit
obligation, determined in accordance with Statement of Financial Accounting
Standards No. 87 and valued as of December 31, 1993 based on an assumed
settlement rate of 7.5%, was $200.2 million, including vested benefits of $197.9
million, and the fair value of plan assets was $354.9 million.

The Company also has a qualified money purchase pension plan covering
substantially all career field underwriters. Company contributions of 5% of
earnings plus an additional 2% of such earnings in excess of the social security
wage base are made each year. In addition, after-tax voluntary field underwriter
contributions of up to 10% of earnings are allowed. At December 31, 1993, the
fair value of plan assets was $172.8 million.

The Company sponsors a non-qualified defined benefit pension plan, which
provides benefits in excess of Internal Revenue Service limits to certain
employees. The benefits are based on years of service and the employee's final
average annual compensation. Pension benefits are paid from the Company's
general account. The amounts accrued by the Company for this plan, based on an
assumed 7.4% weighted average interest rate for 1994 and 7.3% for 1993 were
$32.4 million and $32.7 million in 1994 and 1993, respectively. The Company also
maintains various non-qualified defined contribution plans. The amounts accrued
for these various plans were $43.4 million and $40.5 million in 1994 and 1993,
respectively.

Deferred Compensation Plan

The Company has incentive savings plans in which substantially all
employees and career field underwriters are eligible to participate. The Company
matches employee and field underwriter contributions up to 3% and 2%,
respectively, of eligible compensation as defined. In addition, for employees,
the Company contributes 2% of eligible compensation for non-officer employees,
and may contribute up to an additional 3%. In addition, the Company has two
compensation plans for key employees which allow deferral of current
compensation, as allowed by New York Insurance Law.

Postretirement Benefits

The Company provides certain health care and life insurance (postretirement
benefits) for retired employees and field underwriters. In accordance with NAIC
requirements, the Company accrues the estimated employee cost of retiree benefit
payments for retirees and fully vested employees by estimating the actuarial
present value of benefits expected to be paid after retirement.

At December 31, 1992, the Company determined that the total pre-tax
postretirement benefit obligation approximated $82.9 million. The Company has
elected to amortize this transition obligation over a period of twenty years as
an expense in its Statement of Operations. The amount of transition obligation
amortized in

F-26
<PAGE> 82

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

5. PENSION PLANS AND OTHER POST-RETIREMENT BENEFITS: -- (CONTINUED)
1994 and 1993 totaled approximately $4.2 million in each year. The total cost to
provide life insurance and health benefits for fully vested and retired
employees, including the expense described above, was $12.4 million in 1994 and
$13.6 million in 1993.

At December 31, 1994, the unfunded postretirement benefit obligation for
retirees and fully vested employees was $75.9 million, with $14.1 million
included in other liabilities. The discount rate used in determining the
accumulated postretirement benefit obligation was 8.5%, and the health care cost
trend rate was 11.0% graded to 6.0% over 15 years.

The health care cost trend rate assumption has an effect on the amounts
reported. To illustrate, an increase in the assumed health care cost trend rates
of one percentage point in each year would increase the postretirement benefit
obligation as of December 31, 1994 by $1.4 million and the estimated eligibility
cost and interest cost components of net periodic postretirement benefit cost
for 1994 by $0.2 million.

6. FEDERAL INCOME TAXES:

Commencing with the tax year 1994, the Company anticipates electing to file
a consolidated federal income tax return with its life and non-life affiliates.
For the tax year 1993, the Company filed a consolidated federal income tax
return with only its life insurance affiliate, MONY America. The allocation of
federal income taxes is based upon separate return calculations with current
credit for net losses. Intercompany tax balances are settled annually in the
first quarter.

As a mutual life insurer, the Company must reduce its deduction for
policyholder dividends for the taxable year by a portion of its surplus
determined on the basis of a tentative rate compiled from preliminary life
insurance industry data and published by the Internal Revenue Service ("IRS").
In the subsequent year, final life insurance industry data is available and the
rate is recomputed and published by the IRS. The reduction in the policyholder
dividends deduction initially reported is adjusted based on the difference
between the tentative and recomputed rates in the federal income tax return
filed for the subsequent year. The Company's current federal income tax expense
reflects the tentative rate for the current year and the adjustment based on the
difference between the recomputed and tentative rates for the prior year.

The Company's federal income tax returns for years through 1989 have been
examined with no proposed material adjustments. In the opinion of management,
adequate provision has been made for any additional taxes which may become due
with respect to open years.

Pre-tax operating gains and pre-tax realized gains, as reported in the
accompanying statements of operations, differ from taxable income reported for
tax purposes. Significant differences include the deferral and amortization of
policy acquisition costs for tax purposes, the difference between statutory and
tax reserves, the taxable portion of the Company's surplus, depreciation expense
and related recapture, utilization of capital loss carryovers, capital gains
deferred to the IMR, alternative minimum tax preference items and equity in
partnerships and joint ventures.

During 1994, the Company reached a settlement with the United States
Department of Justice relating to tax litigation for the years 1981-1983. The
settlement provides for a refund of taxes of $15 million. Interest on the refund
of approximately $30 million is included in other income in the 1994 Summary of
Operations. The Company has recorded a $45 million receivable for the combined
tax refund and related interest as federal income taxes recoverable at December
31, 1994.

F-27
<PAGE> 83

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

7. LEASES:

The Company has entered into various operating lease agreements for office
space and furniture and equipment. These leases have remaining non-cancelable
lease terms in excess of one year. Total rental expense for these operating
leases amounted to $25.8 million in 1994 and $27.9 million in 1993. The future
minimum rental obligations under these leases at December 31, 1994 are as
follows:

<TABLE>
<CAPTION>
(IN MILLIONS)
-------------
<S> <C>
1995............................................................ $ 23.4
1996............................................................ 20.2
1997............................................................ 18.2
1998............................................................ 14.3
1999............................................................ 11.1
Later years..................................................... 77.3
-------
$ 164.5
=======
</TABLE>

8. CAPITAL GAINS/(LOSSES):

The Company realized net capital gains/(losses) (after tax and IMR) of $(4)
million in 1994 and $2 million in 1993 as follows:

<TABLE>
<CAPTION>
1994 1993
---- ----
(IN MILLIONS)
<S> <C> <C>
REALIZED CAPITAL GAINS/(LOSSES)
Bonds and preferred stock.................................... $ 0 $ 85
Common stock................................................. (2) 4
Mortgage loans............................................... 7 (77)
Real estate and other investments............................ (3) 0
---- ----
2 12
Tax benefit (provision)...................................... (4) 14
Transferred to IMR, net of taxes............................. (2) (24)
---- ----
Net realized capital gains/(losses)........................ $(4) $ 2
==== ====
</TABLE>

During 1994 and 1993, realized capital gains resulting from changes in
interest rates on fixed income securities of $1.6 million (net of $0.6 million
tax) and $24 million (net of $13 million tax), respectively, were transferred to
the Company's IMR for future amortization into net income.

F-28
<PAGE> 84

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

8. CAPITAL GAINS/(LOSSES): -- (CONTINUED)
The Company incurred net unrealized capital losses of $55 million in 1994
and $185 million in 1993. The 1994 and 1993 unrealized losses include writedowns
of approximately $86 million and $225 million, respectively, on real estate
acquired through foreclosure and mortgage loans in process of foreclosure,
including real estate held by subsidiaries. These losses are detailed by asset
type in the table below:

<TABLE>
<CAPTION>
1994 1993
---- -----
(IN MILLIONS)
<S> <C> <C>
UNREALIZED CAPITAL GAINS/(LOSSES)
Bonds and preferred stock................................... $ 19 $ 16
Common stock................................................ (6) (1)
Mortgage loans.............................................. (10) (53)
Real estate................................................. (73) (104)
Subsidiaries................................................ 2 (42)
Other investments........................................... 13 (1)
---- -----
Total unrealized capital losses........................... $(55) $(185)
==== =====
</TABLE>

9. COMMON STOCKS:

Common stocks include marketable equity securities carried at market values
of $55.9 million and $36.6 million at December 31, 1994 and 1993, respectively,
and nonmarketable equity investments carried at estimated fair values of $135.9
million and $151.5 million at December 31, 1994 and 1993, respectively. The cost
of marketable equity securities was $62.7 million and $39.4 million at December
31, 1994 and 1993, respectively. At December 31, 1994, gross unrealized gains
were $8.4 million, and gross unrealized losses were $15.2 million for marketable
equity securities.

F-29
<PAGE> 85

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

10. FIXED INCOME SECURITIES:

Fixed Income Securities by Investment Type:

The amortized cost and estimated fair value (see note 13) of investments in
fixed income securities which include short-term investments, bonds and
preferred stocks as of December 31, 1994 and December 31, 1993 are as follows:

<TABLE>
<CAPTION>
GROSS GROSS ESTIMATED
AMORTIZED UNREALIZED UNREALIZED FAIR
COST GAINS LOSSES VALUE
------------------ --------------- --------------- ------------------
(DOLLARS IN MILLIONS) 1994 1993 1994 1993 1994 1993 1994 1993
- ------------------------------------------- ------- ------- ----- ------ ------ ----- ------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
U.S. Treasury securities and obligations of
U.S. government agencies................. $ 314.5 $ 293.7 $ 0.9 $ 2.9 $ 4.2 $ 0.3 $ 311.2 $ 296.3
Collateralized Mortgage Obligations:
Government Agency-Backed................. 250.5 168.7 0 1.1 26.6 0.8 223.9 169.0
Non-Agency Backed........................ 52.2 37.4 0.1 1.1 2.6 0.2 49.7 38.3
Other asset-backed securities:
Government Agency-Backed................. 90.0 102.4 1.1 5.7 5.1 0.2 86.0 107.9
Non-Agency Backed........................ 145.8 112.4 2.4 13.2 2.7 0 145.5 125.6
Foreign governments........................ 21.7 29.2 0 1.9 0.5 0 21.2 31.1
Utilities.................................. 287.0 283.7 5.6 20.3 18.0 1.0 274.6 303.0
Affiliates................................. 30.2 60.2 0 3.6 0.1 0 30.1 63.8
Corporate bonds............................ 2,376.6 2,227.1 25.8 154.5 106.6 34.2 2,295.8 2,347.4
------- ------- ----- ------ ------ ----- ------- -------
Total bonds.............................. 3,568.5 3,314.8 35.9 204.3 166.4 36.7 3,438.0 3,482.4
Redeemable preferred stock................. 19.5 34.8 0.2 1.2 0.7 3.2 19.0 32.8
Commercial paper........................... 135.2 167.4 0 0 0 0 135.2 167.4
------- ------- ----- ------ ------ ----- ------- -------
Total.................................... $3,723.2 $3,517.0 $36.1 $205.5 $167.1 $39.9 $3,592.2 $3,682.6
======= ======= ===== ====== ====== ===== ======= =======
</TABLE>

Amortized cost represents the principal amount of fixed income securities
adjusted by unamortized premium or discount and reduced by writedowns of $40.5
million and $55.1 million for bonds and $0.3 million and $4 million for
preferred stock at December 31, 1994 and 1993, respectively, as required by the
NAIC for securities which are in or near default.

At December 31, 1994, 83% of the Company's Collateralized Mortgage
Obligation (CMO) portfolio was held in U.S. government and government
agency-backed securities. The remainder of the CMO portfolio consisted of NAIC
category 1 investment grade securities.

Maturities of Fixed Income Securities:

The amortized cost of fixed income securities and estimated fair value by
maturity date (excluding scheduled sinking funds) as of December 31, 1994 is the
following:

F-30
<PAGE> 86

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

10. FIXED INCOME SECURITIES: -- (CONTINUED)

<TABLE>
<CAPTION>
ESTIMATED
AMORTIZED FAIR
COST VALUE
--------- ---------
(IN MILLIONS)
<S> <C> <C>
Due in one year or less.................................. $ 202.0 $ 199.2
Due after one year through five years.................... 1,128.0 1,119.7
Due after five years through ten years................... 1,473.0 1,404.5
Due after ten years...................................... 920.2 868.8
--------- ---------
$3,723.2 $3,592.2
======= =======
</TABLE>

Expected maturities may differ from contractual maturities because
borrowers may have the right to call or prepay obligations with or without call
or prepayment penalties.

Proceeds from sales of investments in debt securities during 1994 and 1993
were $331.9 million and $2,111.3 million, respectively. Gross gains of $19.5
million in 1994 and $95.5 million in 1993, and gross losses of $10.9 million in
1994 and $30.1 million in 1993 were realized on these sales.

11. OFF-BALANCE SHEET RISK AND CONCENTRATION OF CREDIT RISK:

Financial Instruments with Off-Balance Sheet Risk:

In 1992, the Company entered into an agreement with a bank to lend
securities to approved borrowers. There were no loaned securities as of December
31, 1994 or 1993.

Concentration of Credit Risk:

At December 31, 1994 and 1993, the Company had no single investment
(excluding U.S. Treasury securities) exceeding 2.1% and 2.0%, respectively, of
total general account assets.

The bond portfolio is diversified by industry type. The industries that
comprise more than 10% of the carrying value of the bond portfolio at December
31, 1994 are Financial Services of $477 million (13.4%), Consumer goods and
services of $356 million (10.0%), and Government and Agencies of $677 million
(18.9%). At December 31, 1993, the industries comprising in excess of 10% of the
bond portfolio carrying value were Financial Services of $489.0 million (14.8%),
Consumer goods and services of $365 million (11.0%) and Government and Agencies
of $594 million (17.9%).

The Company holds below investment grade bonds of $231 million at December
31, 1994. Below investment grade bonds are defined as those securities rated in
categories 3 through 6 by the NAIC, which are approximately equivalent to bonds
rated below BBB by rating agencies. These bonds consist mostly of privately
issued bonds, which are monitored by the Company through extensive internal
analysis of the financial condition of the borrowers, and which include
protective debt covenants. Of these bonds, $103 million are in category 3, which
is considered to be medium quality by the NAIC. At December 31, 1993, the
Company's investments in below investment grade bonds were $293 million.

The Company has significant investments in commercial and agricultural
mortgage loans and real estate (including joint ventures and partnerships).
Approximately 50% of the Company's real estate and mortgage portfolio is
invested in office building properties. The locations of property
collateralizing mortgage loans and real estate investment carrying values (in
millions) at December 31, 1994 and 1993 are as follows:

F-31
<PAGE> 87

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

11. OFF-BALANCE SHEET RISK AND CONCENTRATION OF CREDIT RISK: -- (CONTINUED)

<TABLE>
<CAPTION>
1994 1993
---------------- ----------------
GEOGRAPHIC REGION $ % $ %
- ------------------------------------------------------ ------ ----- ------ -----
<S> <C> <C> <C> <C>
Southeast............................................. $1,133 28.0 $1,160 27.1
West.................................................. 742 18.3 784 18.4
Northeast............................................. 669 16.5 683 16.0
Mountain.............................................. 584 14.5 599 14.0
Southwest............................................. 463 11.5 484 11.3
Midwest............................................... 453 11.2 564 13.2
------ ----- ------ -----
Total............................................... $4,044 100.0% $4,274 100.0%
====== ===== ====== =====
</TABLE>

The states with the largest concentrations of mortgage loans and real
estate investments at December 31, 1994 are: California, $579 million (14.3%);
Texas, $384 million (9.5%); New York, $335 million (8.3%); Georgia, $315 million
(7.8%); Arizona, $281 million (6.9%); Illinois, $281 million (6.9%); Florida,
$254 million (6.3%); Colorado, $215 million (5.3%).

12. MORTGAGE LOANS, REAL ESTATE AND OTHER INVESTED ASSETS:

The Company invests in mortgage loans collateralized by commercial and
agricultural real estate. Such mortgage loans consist primarily of first
mortgage liens on completed income producing properties. As of December 31,
1994, $370 million of mortgage loans have terms that require amortization, and
$1.4 billion of loans require partial amortization or are non-amortizing.
Mortgage loans delinquent over 90 days or in process of foreclosure were $33
million at December 31, 1994 and $97 million at December 31, 1993. Properties
acquired through foreclosure during the year amounted to $108 million and $184
million in 1994 and 1993, respectively.

The Company has performing restructured mortgage loans of $237 million as
of December 31, 1994 and $220 million as of December 31, 1993. The new terms
typically defer a portion of contract interest payments to future periods.
Interest is recognized in income based on the modified rate of the loan.
Deferred interest, which is the difference between the original contractual rate
and the modified rate, is excluded from income. Gross interest income on
restructured loans that would have been recorded in accordance with the loans'
original terms was approximately $23 million in 1994 and $21 million in 1993.
Gross interest income recognized in net income for the period from these loans
was approximately $16 million in 1994 and $14 million in 1993. There are no
commitments to lend additional funds to any debtor involved in a restructuring.

Other invested assets of $339 million and $361 million at December 31, 1994
and 1993, respectively, include, primarily, investments in real estate joint
ventures and limited partnerships.

F-32
<PAGE> 88

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

13. ESTIMATED FAIR VALUE OF FINANCIAL INSTRUMENTS:

The following table presents the carrying amounts and estimated fair values
of the Company's financial instruments at December 31, 1994. The calculations of
estimated fair values involve considerable judgement. Accordingly, these
estimates of fair value are not necessarily indicative of the values that could
be negotiated in an actual sale.

<TABLE>
<CAPTION>
ESTIMATED
CARRYING FAIR
AMOUNT VALUE
-------- ----------
(IN MILLIONS)
<S> <C> <C>
FINANCIAL ASSETS:
Cash................................................. $ 15.5 $ 15.5
Short term investments............................... 135.2 135.2
Preferred Stock...................................... 19.5 19.0
Common Stock (unaffiliated).......................... 191.8 191.8
Fixed Income Securities.............................. 3,568.5 3,438.0
Mortgage Loans....................................... 1,771.3 1,718.2
Separate Account Assets.............................. 1,835.8 1,827.6
FINANCIAL LIABILITIES:
Investment-type contracts............................ 1,704.1 1,680.3
Separate Account Liabilities......................... 1,828.4 1,820.2
</TABLE>

The methods and assumptions utilized in estimating these fair values of
financial instruments are summarized as follows:

The estimated fair value of cash, short term investments and equity
securities approximate their respective carrying amounts.

Fixed Income Securities (See Note 10)

The estimated fair values of fixed income securities are based upon quoted
market prices, where available. The fair values of fixed income securities not
actively traded and other non-publicly traded securities are estimated using
values obtained from independent pricing services or, in the case of private
placements, by discounting expected future cash flows using a current market
interest rate commensurate with the credit quality and term of the investments.

Mortgage Loans

The fair value of mortgage loans is estimated by discounting expected
future cash flows, using current interest rates for similar loans to borrowers
with similar credit risk. Loans with similar characteristics are aggregated for
purposes of the calculations.

Policy Loans

Policy loans are an integral component of insurance contracts and have no
maturity dates. Management has determined that it is not practicable to estimate
the fair value of policy loans.

Separate Account

The estimated fair value of separate account assets and liabilities is
based upon estimates of values available upon full surrender.

F-33
<PAGE> 89

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

13. ESTIMATED FAIR VALUE OF FINANCIAL INSTRUMENTS: -- (CONTINUED)
Investment-type contract liabilities

The fair values of the Company's liabilities under investment-type
contracts are estimated by discounting expected cash outflows using interest
rates currently offered for similar contracts with maturities consistent with
those remaining for the contracts being valued, where appropriate. The fair
values of other investment-type contracts are based on estimates of the value of
payments available upon full surrender.

14. RESERVES:

The withdrawal characteristics of the Company's annuity actuarial reserves
and deposit liabilities as of December 31, 1994 were as follows:

<TABLE>
<CAPTION>
RESERVES
-------------
<S> <C>
(IN MILLIONS)
Not subject to discretionary withdrawal provision.............. $ 1,325
SUBJECT TO DISCRETIONARY WITHDRAWAL -- WITH ADJUSTMENT:
- with market value adjustment................................ 655
- at book value less surrender charges........................ 408
- at market value............................................. 1,027
-------------
Subtotal.................................................. 2,090
SUBJECT TO DISCRETIONARY WITHDRAWAL -- WITHOUT ADJUSTMENT:
- at book value (minimal or no charge or adjustment).......... 1,176
-------------
Total annuity actuarial reserves and deposit liabilities
(gross)...................................................... 4,591
Less: Reinsurance......................................... 639
-------------
Total annuity actuarial reserves and deposit liabilities
(net)........................................................ $ 3,952
=========
</TABLE>

The amounts shown above are included in the Company's balance sheet as life
insurance and annuity reserves ($2.2 billion) and separate account liabilities
($1.8 billion).

15. REINSURANCE:

Life insurance business is ceded on a yearly renewable term basis under
various reinsurance contracts. The Company's practice is to retain no more than
$3 million of risk on any one person for individual products and $4.5 million
for last survivor products. The total amount of reinsured life insurance in
force on this basis was $8.9 billion and $9.7 billion at December 31, 1994 and
1993, respectively. Premiums ceded under these contracts were $33.0 million and
$31.4 million; benefit payments recovered were approximately $23.3 million and
$30.0 million; policy reserve credits recorded were $28.9 million and $28.6
million; and recoverable amounts on paid and unpaid losses were $8.2 million and
$14.7 million in 1994 and 1993, respectively.

The Company reinsured certain whole life contracts issued from 1985 through
1991 under an agreement which combines the modified coinsurance and the
coinsurance bases. Reserves subject to this agreement were $295.9 million in
1994 and $263.1 million in 1993, for which the Company recorded policy reserve
credits of $45.0 million in both 1994 and 1993. Premiums ceded under this
contract were $58.1 million in 1994 and $62.5 million in 1993.

The Company reinsured certain whole life contracts issued from 1985 through
1988 under an agreement which combines the modified coinsurance and the
coinsurance bases. Reserves subject to this agreement were $325.0 million in
1994 and $298.2 million in 1993, for which the Company recorded policy reserve
credits of $55.0 million in both 1994 and 1993, respectively. Premiums ceded
under this contract were $51.1 million in 1994 and $54.7 million in 1993.

F-34
<PAGE> 90

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

15. REINSURANCE: -- (CONTINUED)
The Company has entered into coinsurance agreements with other insurers
related to a portion of its disability income, extended term insurance,
guaranteed interest contract and long-term disability claim liabilities. Under
the terms of these agreements at December 31, 1994 and 1993, ceded premiums were
$41.1 million and $41.6 million, respectively. The total ceded reserves and
claims liabilities under these agreements were $244 million and $272 million at
December 31, 1994 and 1993, respectively.

During 1994, the Company entered into an agreement to reinsure
approximately 50% of its block of paid-up life insurance policies. Pursuant to
this agreement, the Company ceded total liabilities of $123 million and received
a ceding commission of $12.7 million from the reinsurer. The Company transferred
assets equal to the total liabilities ceded into a segregated portfolio within
its general account to secure benefit payments from the reinsurer and
established a funds withheld liability to the reinsurer for a corresponding
amount.

The Company is contingently liable with respect to ceded insurance should
any reinsurer be unable to meet its obligations under these agreements.

16. SURPLUS NOTES:

During 1994, the Company completed the sale of $125 million of 30-year
Surplus Notes which generated net proceeds of $70 million after a discount of
42.146% from the principal amount payable at maturity and issuance expenses of
approximately $2.3 million. The $70 million of net proceeds has increased the
Company's surplus by a corresponding amount. Following the discount period,
interest will begin to accrue on August 15, 1999; thereafter, interest on the
Notes is scheduled to be paid on February 15 and August 15 of each year,
commencing February 15, 2000, at a rate of 11.25% per annum. Each accrual and
payment of interest on the Notes may be made only with the prior approval of the
New York State Superintendent of Insurance. Accordingly, the Company has made no
charge against its surplus for the accretion of discount on the Notes as
authorized by the New York State Insurance Department.

17. ACCOUNTING DEVELOPMENTS:

During 1993, the Financial Accounting Standards Board (FASB) issued
Interpretation No. 40, "Applicability of Generally Accepted Accounting
Principles to Mutual Life Insurance and Other Enterprises." The Interpretation
requires mutual life insurance companies which issue financial statements
described as prepared "in conformity with generally accepted accounting
principles" to apply all applicable authoritative accounting pronouncements in
preparing those statements. The provisions of this Interpretation are effective
for fiscal years beginning after December 15, 1995. The Interpretation indicates
that financial statements of mutual life insurance companies which are prepared
on the basis of statutory accounting practices may no longer receive an
unqualified audit opinion stating that the financial statements have been
prepared in accordance with GAAP.

In January 1995, the FASB issued Statement of Financial Accounting
Standards No. 120, "Accounting and Reporting by Mutual Life Insurance
Enterprises and by Insurance Enterprises for Certain Long-Duration Participating
Contracts." This Statement extends the requirements of FASB Statements No. 60,
"Accounting and Reporting by Insurance Enterprises", No. 97, "Accounting and
Reporting by Insurance Enterprises for Certain Long-Duration Contracts and for
Realized Gains and Losses from the Sale of Investments", and No. 113,
"Accounting and Reporting for Reinsurance of Short-Duration and Long-Duration
Contracts", to mutual life insurance enterprises. In 1995, the AICPA established
accounting for certain participating life insurance contracts of mutual life
insurance enterprises in its Statement of Position 95-1, "Accounting for Certain
Insurance Activities of Mutual life Insurance Enterprises". FASB Statement No.
120 and the AICPA Statement of Position are effective for fiscal years beginning
after December 15, 1995. The Company is currently evaluating the impact of these
accounting developments on its financial statements.

F-35
<PAGE> 91

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

SUPPLEMENTAL SCHEDULE OF SELECTED FINANCIAL DATA
FOR THE YEAR ENDED DECEMBER 31, 1994
(AMOUNTS IN $ THOUSANDS)

The following is a summary of certain financial data from the Company's
Annual Statement included in other exhibits and schedules subjected to audit
procedures by independent accountants and utilized by the Company's actuaries in
the determination of reserves.

<TABLE>
<S> <C>
INVESTMENT INCOME EARNED
Government Bonds............................................. 34,449
Other bonds (unaffiliated)................................... 237,308
Bonds of affiliates.......................................... 2,486
Preferred stocks (unaffiliated).............................. 4,061
Preferred stocks of affiliates............................... 0
Common stocks (unaffiliated)................................. 19,203
Common stocks of affiliates.................................. 3,500
Mortgage loans............................................... 177,916
Real estate.................................................. 293,459
Premium notes, policy loans and liens........................ 75,317
Collateral loans............................................. 0
Cash on hand and on deposit.................................. 113
Short-term investments....................................... 10,350
Other Invested Assets........................................ 6,787
Derivative Instruments....................................... 543
Aggregate write-ins for investment income.................... 3,288
---------
Gross investment income................................... 868,780
=========
REAL ESTATE OWNED -- BOOK VALUE LESS ENCUMBRANCES.............. 1,943,241
MORTGAGE LOANS -- BOOK VALUE:
Farm mortgages............................................... 371,994
Residential mortgages........................................ 4,265
Commercial mortgages......................................... 1,396,212
---------
Total mortgage loans...................................... 1,772,471
=========
MORTGAGE LOANS BY STANDING -- BOOK VALUE:
Good standing................................................ 1,502,541
Good standing with restructured terms........................ 236,516
Interest overdue more than three months, not in
foreclosure............................................... 5,688
Foreclosure in process....................................... 27,726
OTHER LONG TERM ASSETS -- STATEMENT VALUE...................... 1,526,588
COLLATERAL LOANS............................................... 0
</TABLE>

F-36
<PAGE> 92

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

SUPPLEMENTAL SCHEDULE OF SELECTED FINANCIAL DATA -- (CONTINUED)

<TABLE>
<S> <C>
BONDS AND STOCKS OF PARENTS, SUBSIDIARIES AND
AFFILIATES -- BOOK VALUE
Bonds........................................................ 30,215
Preferred Stocks............................................. 0
Common Stocks................................................ 129,252
BONDS AND SHORT-TERM INVESTMENTS BY CLASS AND MATURITY:
BONDS BY MATURITY -- STATEMENT VALUE
Due within one year or less............................... 301,221
Over 1 year through 5 years............................... 1,100,124
Over 5 years through 10 years............................. 1,775,889
Over 10 years through 20 years............................ 372,709
Over 20 years............................................. 153,807
---------
Total by Maturity....................................... 3,703,750
=========
BONDS BY CLASS -- STATEMENT VALUE
Class 1................................................... 2,192,155
Class 2................................................... 1,280,600
Class 3................................................... 102,925
Class 4................................................... 36,609
Class 5................................................... 56,693
Class 6................................................... 34,768
---------
Total by Class.......................................... 3,703,750
=========
TOTAL BONDS PUBLICLY TRADED.................................... 1,665,334
TOTAL BONDS PRIVATELY PLACED................................... 2,038,416
PREFERRED STOCKS -- STATEMENT VALUE............................ 19,467
COMMON STOCKS -- MARKET VALUE.................................. 315,196
SHORT TERM INVESTMENTS -- BOOK VALUE........................... 135,206
FINANCIAL OPTIONS OWNED -- STATEMENT VALUE..................... 2
FINANCIAL OPTIONS WRITTEN AND IN FORCE -- STATEMENT VALUE...... 0
FINANCIAL FUTURES CONTRACTS OPEN -- CURRENT PRICE.............. 0
CASH ON HAND & ON DEPOSIT...................................... 15,466

LIFE INSURANCE IN FORCE:
Industrial................................................... 0
Ordinary..................................................... 68,771,173
Credit Life.................................................. 0
Group Life................................................... 6,663,070
AMOUNT OF ACCIDENTAL DEATH INSURANCE IN FORCE UNDER ORDINARY
POLICIES..................................................... 4,342,890

</TABLE>

F-37
<PAGE> 93

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

SUPPLEMENTAL SCHEDULE OF SELECTED FINANCIAL DATA -- (CONTINUED)

<TABLE>
<S> <C>
LIFE INSURANCE POLICIES WITH DISABILITY PROVISIONS IN FORCE:
Industrial................................................... 0
Ordinary..................................................... 38,666,791
Credit Life.................................................. 0
Group Life................................................... 139,684

SUPPLEMENTARY CONTRACTS IN FORCE:
Ordinary -- Not Involving Life Contingencies
Amount on Deposit......................................... 153,251
Income Payable............................................ 1,630
Ordinary -- Involving Life Contingencies
Income Payable............................................ 6,264
Group -- Not Involving Life Contingencies
Amount on Deposit......................................... 3,446
Income Payable............................................ 545
Group -- Involving Life Contingencies
Income Payable............................................ 7

ANNUITIES:
Ordinary
Immediate -- Amount of Income Payable..................... 6,805
Deferred -- Fully Paid Account Balance.................... 22,542
Deferred -- Not Fully Paid -- Account Balance............. 12,110
Group
Amount of Income Payable.................................. 30,320
Fully Paid Account Balance................................ 37,438
Not Fully Paid -- Account Balance......................... 3

ACCIDENT AND HEALTH INSURANCE -- PREMIUMS IN FORCE:
Ordinary..................................................... 77,209
Group........................................................ 4,755
Credit....................................................... 0

DEPOSIT FUNDS AND DIVIDEND ACCUMULATIONS:
Deposit Funds -- Account Balance............................. 1,150,720
Dividend Accumulations -- Account Balance.................... 311,375

</TABLE>

F-38
<PAGE> 94

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK

SUPPLEMENTAL SCHEDULE OF SELECTED FINANCIAL DATA -- (CONTINUED)

<TABLE>
<S> <C>
CLAIM PAYMENTS 1994:
Group Accident and Health Year -- Ended December 31, 1994
1994...................................................... 13,152
1993...................................................... 3,143
1992...................................................... 4,930
Other Accident & Health
1994...................................................... 2,525
1993...................................................... 4,251
1992...................................................... 7,903
Other Coverages that use developmental methods to calculate
claim reserves
1994...................................................... 0
1993...................................................... 0
1992...................................................... 0
</TABLE>

F-39
<PAGE> 95

PART C

OTHER INFORMATION

ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS

(A) The following Financial Statements are included in this Registration
Statement:

(1) With respect to MONY Variable Account A

(a) Report of Independent Accountants

(b) Statements of assets and liabilities as of December 31, 1994

(d) Statements of changes in net assets for the years ended December
31, 1994 and 1993

(e) Notes to financial statements

(2) With respect to The Mutual Life Insurance Company of New York:

(a) Comment on financial statements of MONY

(b) Report of Independent Accountants

(d) Statements of operations for the years ended December 31, 1994 and
1993

(e) Statements of surplus for the years ended December 31, 1994 and
1993

(f) Statements of cash flows for the years ended December 31, 1994 and
1993

(g) Notes to financial statements

(B) Exhibits

(1) Resolutions of Board of Trustees of The Mutual Life Insurance
Company of New York ("Company") authorizing the establishment of MONY
Variable Account A ("Variable Account"), adopted November 28, 1990, filed
as Exhibit (1) to Pre-Effective Amendment No. 1 to Registration Statement
(Registration Nos. 33-37722 and 811-6216) dated December 17, 1990, are
incorporated herein by reference.

(2) Not applicable.

(3) (a) Underwriting Agreement between MONY Securities Corp., The
Mutual Life Insurance Company of New York, and MONY Series Fund, Inc. filed
as Exhibit (3)(a) to Registration Statement (Registration No. 33-37718)
dated November 9, 1990, is incorporated herein by reference.

(b) Specimen Agreement with Registered Representatives filed as
Exhibit 3(b) to PreEffective Amendment No. 1, to Registration Statement
(Registration Nos. 33-37722 and 811-6216) dated December 17, 1990, is
incorporated herein by reference.

(c) Specimen Agreement (Career Contract) between the Company and
selling agents (with Commission Schedule), filed as Exhibit 3(c) to
Registration Statement Nos. 33-18626 and 811-5394, dated November 20,
1987, is incorporated herein by reference.

(4) Proposed forms of Flexible Payment Variable Annuity Contracts and
Certificates.

(5) Proposed form of Application for Flexible Payment Variable Annuity
Contract and Certificate (included in Exhibit 4).

C-1
<PAGE> 96

(6) Articles of Incorporation and By-Laws of the Company, filed as
Exhibit 6 to Registration Statement (Registration Nos. 33-19836 and
811-5457) No. 33-13850, dated January 27, 1988, is incorporated herein by
reference.

(7) Not applicable.

(8) Not applicable.

(9) Opinion and Consent of Edward P. Bank, Esq., as Vice President and
Deputy General Counsel, filed as Exhibit 9 to Post-Effective Amendment No.
2 to Registration Statement (Registration Nos. 33-37722 and 811-6216) dated
February 28, 1992, is incorporated herein by reference.

(10) Consent of Coopers & Lybrand L.L.P., Independent Accountants for
MONY Variable Account A.

Consent of Cooopers & Lybrand L.L.P., Independent Accountants for The
Mutual Life Insurance Company of New York.

(11) Not applicable.

(12) Not applicable.

(13) Calculation of Performance Data, filed as Exhibit 13 to
Post-Effective Amendment No. 13 to Registration Statement (Registration
Nos. 33-37722 and 811-6216), dated February 28, 1995, is incorporated
herein by reference.

ITEM 25. DIRECTORS AND OFFICERS OF THE DEPOSITOR

1. TRUSTEES

<TABLE>
<S> <C>
Claude M. Ballard, Jr......... Ltd. Partner, Goldman, Sachs & Company, New York, N.Y.
Tom H. Barrett................ Retired Chairman of the Board, President & Chief Executive
Officer, The Goodyear Tire & Rubber Company, Akron, Ohio.
David L. Call................. Dean, Cornell University, College of Agriculture and Life
Sciences, Ithaca, New York.
G. Robert Durham.............. President and Chief Executive Officer, Walter Industries,
Inc., Tampa, Florida.
James B. Farley............... Retired Chairman and Chief Executive Office, MONY
Robert Holland, Jr............ Chairman of the Board, ROKHER-J, Inc., White Plains, New
York.
James L. Johnson.............. Chairman Emeritus, GTE Corporation, Stamford, Connecticut.
John R. Meyer................. Professor, Harvard University, Cambridge, Massachusetts.
Paul A. Miller................ Chairman of the Executive Committee, Pacific Enterprises,
Los Angeles, California.
Jane C. Pfeiffer.............. Management Consultant, Greenwich, Connecticut.
Thomas C. Theobald............ Chairman, Continental Bank, Chicago, Illinois, Chicago,
Illinois.
</TABLE>

2. OFFICER-TRUSTEES

Michael I. Roth, Chairman and Chief Executive Officer, MONY; Director,
Chairman of the Board, and
President, MONY Life Insurance Company of America; Director, MONY CS.

Samuel J. Foti, President and Chief Operating Officer, MONY; Director,
President and Chief Operating Officer, MONY Life Insurance Company of America;
Director, MONY Brokerage, Inc., MONY Financial Planning, Inc.

C-2
<PAGE> 97

Kenneth M. Levine, Executive Vice President and Chief Investment Officer,
MONY; Director, Chairman, and President, MONY Series Fund, Inc.; Director, 1740
Advisers, Inc., MONY Life Insurance Company of America, MONY Realty Partners,
Inc., and 1740 Ventures, Inc.

3. OTHER OFFICERS

Thomas J. Conklin, Senior Vice President and Secretary, MONY.

Richard E. Connors, Senior Vice President, MONY; Director, MONY Life
Insurance Company of America.

Richard Daddario, Executive Vice President and Chief Financial Officer,
MONY; Vice President, MONY Advisers, Inc.; Director, Vice President and
Controller, MONY Life Insurance Company of America.

Phillip A. Eisenberg, Senior Vice President and Chief Actuary, MONY;
Director and Vice President, MONY Life Insurance Company of America.

Stephen J. Hall, Senior Vice President, MONY; Director, MONY Life Insurance
Company of America.

Richard E. Mulroy, Jr., Senior Vice President and General Counsel, MONY.

Theodore J. Shalack, Senior Vice President, MONY; Director and President,
MONY Credit Corporation; Director and Vice President, MONY Life Insurance
Company of America; Director, MONY Brokerage, Inc.

Francis J. Waldron, Senior Vice President, MONY.

David V. Weigel, Vice President -- Treasurer, MONY; Vice President and
Treasurer, MONY Credit Corporation, MONY Realty Partners, Inc., and 1740
Ventures, Inc.; Treasurer, 1740 Advisers, Inc., MONY Life Insurance Company of
America, MONY Series Fund, Inc., MONY Brokerage, Inc., MONY Financial Planning,
Inc., MONY-Rockville/GP, Inc., MONY Bloomfield Hills, Inc., and MONY Funding,
Inc.

For more than the past five years, the principal occupation of each of the
officers listed above (except Messrs. Daddario and Roth) has been an officer of
MONY. Mr. Daddario was formerly employed by Primerica Corporation in the
following capacities: January, 1988 to January, 1989 -- Vice President,
Corporate Controller; January 1987 to January, 1988 -- Assistant Corporate
Controller; January, 1986 to January, 1987 -- Managing Director, Policy and
Reporting; January, 1985 to January 1986 -- Director, Policy and Reporting. Mr.
Roth was employed from January, 1987 to March, 1989 as Executive Vice President
and Chief Financial Officer of Primerica Corporation and prior to January, 1987,
he served as Executive Vice President of that company.

The business address for all officers and officer-trustees of the Company
is 1740 Broadway, New York, New York 10019.

ITEM 26. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH THE DEPOSITOR OR
REGISTRANT.

The following is a diagram showing all corporations directly or indirectly
controlled by or under common control with the Company, showing the state or
other sovereign power under the laws of which each is organized and the
percentage ownership of voting securities giving rise to the control
relationship. (See diagram on following page.) Omitted from the diagram are
subsidiaries of the Company that, considered in the aggregate, would not
constitute a "significant subsidiary" (as that term is defined in Rule 8b-2
under Section 8 of the Investment Company Act of 1940) of the Company.

C-3
<PAGE> 98

ORGANIZATIONAL CHART

Attach a chart or listing presenting the identities of interrelationships
between the parent, all affiliated insurers and other affiliates, identifying
all insurers as such and listing the Federal Employer's Identification Number
for each. The NAIC Company code and two-letter state abbreviation of the state
of domicile should be included for all domestic insurers. The relationship of
the Holding Company Group to the ultimate parent (if such parent is outside the
reported holding company) should be shown. No non-insurer need be shown if it
does not have any activities reported in Part 2 and its total assets are less
than one-half of one percent of the total assets of the largest affiliated
insurer.

ORGANIZATIONAL CHART

C-4
<PAGE> 99

ITEM 27. NUMBER OF CERTIFICATE OWNERS:

As of December 31, 1994, MONY Variable Account A had 157 owners of
contracts.

ITEM 28. INDEMNIFICATION

The By-Laws of The Mutual Life Insurance Company of New York provide, in
Article XVI as follows:

Each person (and the heirs, executors and administrators of such person)
made or threatened to be made a party to any action, civil or criminal, by
reason of being or having been a trustee, officer, or employee of the
corporation (or by reason of serving any other organization at the request of
the corporation) shall be indemnified to the extent permitted by the law of the
State of New York and in the manner prescribed therein. To this end, and as
authorized by Chapter 513, 1986 Laws of New York, the Board of Trustees may
adopt all resolutions, authorize all agreements and take all actions with
respect to the indemnification of trustees and officers, and the advance payment
of their expenses in connection therewith.

Insofar as indemnification for liability arising under the Securities Act
of 1933 may be permitted to directors, officers and controlling persons of the
Registrant pursuant to the foregoing provisions, or otherwise, 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 Act and is,
therefore, unenforceable. In the event that a claim for indemnification for such
liabilities (other than the payment by the Registrant of expense 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 Act and will be governed by the final
adjudication of such issue.

ITEM 29. PRINCIPAL UNDERWRITERS

(a) MONY Securities Corp. ("MSC"), a wholly-owned subsidiary of The Mutual
Life Insurance Company of New York ("MONY"), is the principal underwriter of the
Registrant and also acts as principal underwriter for MONY Series Fund, Inc.
(the "Fund"). MONY acts as sub-investment adviser to the Fund through a services
agreement.

(b) The names, titles, and principal business addresses of the officers of
MSC are listed on Schedule A of Form BD for MSC (Registration No. 8-15289)
(originally filed on behalf of MONY Sales, Inc. on November 23, 1969) and Form
U-4 filed by each individual officer, the text of which is hereby incorporated
by reference.

(c) No commissions or other compensation was received by the principal
underwriter, directly or indirectly, from or MONY Variable Account A during
fiscal year 1992 and 1992.

ITEM 30. LOCATION OF ACCOUNTS AND RECORDS

Accounts, books, and other documents required to be maintained by Section
31(a) of the Investment Company Act of 1940 and the Rules promulgated thereunder
are maintained by The Mutual Life Insurance Company of New York, in whole or in
part, at its principal offices at 1740 Broadway, New York, New York 10019, at
its Operations Center at 1 MONY Plaza, Syracuse, New York 13202 or at its
Marketing Center at 500 Frank W. Burr Boulevard, Teaneck, New Jersey 07666-6888.

ITEM 31. MANAGEMENT SERVICES

Not applicable.

C-5
<PAGE> 100

ITEM 32. UNDERTAKINGS

(a) Registrant hereby undertakes to file post-effective amendments to the
Registration Statement as frequently as is necessary to ensure that the audited
financial statements in the Registration Statement are never more than 16 months
old for so long as payments under the variable annuity contracts may be
accepted;

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

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

C-6
<PAGE> 101

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant, MONY Variable Account A, has
duly caused this Post-Effective Amendment No. 14 to this Registration Statement
to be signed on its behalf by the undersigned thereunto duly authorized, in the
City of New York, State of New York, on this 25th day of April, 1994.

MONY VARIABLE ACCOUNT A
(Registrant)

THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK
(Depositor)

By: /S/ MICHAEL I. ROTH
------------------------------------
Michael I. Roth, Trustee,
Chairman and Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 14 to this Registration Statement has been signed
below by the following persons in the capacities and on the date indicated.

<TABLE>
<CAPTION>
SIGNATURE DATE
- ---------------------------------------------- -------------------

<S> <C>
/S/ MICHAEL I. ROTH
- ----------------------------------------------
Michael I. Roth
Trustee, Chairman and Chief Executive Officer

/S/ SAMUEL J. FOTI
- ----------------------------------------------
Samuel J. Foti
Trustee, President and Chief Operating Officer

/S/ KENNETH M. LEVINE April 25, 1995
- ----------------------------------------------
Kenneth M. Levine
Trustee, Executive Vice President and
Chief Investment Officer

/S/ RICHARD DADDARIO
- ----------------------------------------------
Richard Daddario
Executive Vice President and
Chief Financial Officer
</TABLE>

C-7
<PAGE> 102

<TABLE>
<CAPTION>
SIGNATURE DATE
- --------------------------------------------- -------------------

<S> <C>

/S/ PHILLIP A. EISENBERG
- ---------------------------------------------
Phillip A. Eisenberg
Senior Vice President and Chief Actuary

/S/ THOMAS J. CONKLIN
- ---------------------------------------------
Thomas J. Conklin
Senior Vice President and Secretary
</TABLE>

C-8
<PAGE> 103

<TABLE>
<CAPTION>
SIGNATURE DATE
- --------------------------------------------- -------------------

<S> <C>

- ---------------------------------------------
Claude M. Ballard, Jr.*
Trustee

- ---------------------------------------------
Tom H. Barrett*
Trustee

- ---------------------------------------------
David L. Call*
Trustee

- ---------------------------------------------
G. Robert Durham*
Trustee

- ---------------------------------------------
James B. Farley*
Trustee

- ---------------------------------------------
Robert Holland, Jr.*
Trustee

April 25, 1995
- ---------------------------------------------
James L. Johnson*
Trustee

- ---------------------------------------------
John R. Meyer*
Trustee
</TABLE>

C-9
<PAGE> 104

<TABLE>
<CAPTION>
SIGNATURE DATE
- --------------------------------------------- -------------------

<S> <C>

- ---------------------------------------------
Paul A. Miller*
Trustee

- ---------------------------------------------
Jane C. Pfeiffer*
Trustee

- ---------------------------------------------
Thomas C. Theobald*
Trustee

*By /S/ THOMAS J. CONKLIN
- ---------------------------------------------
Thomas J. Conklin
Attorney In Fact
</TABLE>

C-10
<PAGE> 105

EXHIBIT INDEX

<TABLE>
<CAPTION>
EXHIBIT NO. DESCRIPTION
- ----------- ----------------------------------------------------------------------------------
<S> <C>
(10) Consent of Coopers & Lybrand, Independent Accountants
(27) Financial Data Schedule
</TABLE>

<PAGE> 1
[COOPERS & LYBRAND LETTERHEAD]

CONSENT OF INDEPENDENT ACCOUNTANTS

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

We consent to the inclusion in Post-Effective Amendment No. 14 to the
Registration Statement on Form N-4 (File No. 33-37722) of our report dated
February 21, 1995, on our audit of the financial statements of MONY Variable
Account A and our report dated February 28, 1995, on our audit of the financial
statements of The Mutual Life Insurance Company of New York.

We also consent to the reference to our Firm in the Statement of Additional
Information under the caption "Independent Accountants".

/s/ Coopers & Lybrand L.L.P.
-----------------------------
COOPERS & LYBRAND L.L.P.

New York, New York
April 24, 1995

<ARTICLE> 7
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM COMPANY'S
ANNUAL STATEMENT WHICH IS PREPARED BASED ON STATUTORY ACCOUNTING PRINCIPLES AND
IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH.
</LEGEND>

<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-START> JAN-01-1994
<PERIOD-END> DEC-31-1994
<DEBT-HELD-FOR-SALE> 0
<DEBT-CARRYING-VALUE> 3,568,543,549
<DEBT-MARKET-VALUE> 3,438,000,000
<EQUITIES> 334,663,307
<MORTGAGE> 1,771,305,289
<REAL-ESTATE> 1,943,241,305
<TOTAL-INVEST> 9,145,679,009
<CASH> 150,672,460
<RECOVER-REINSURE> 104,622,197
<DEFERRED-ACQUISITION> 0
<TOTAL-ASSETS> 11,670,001,156
<POLICY-LOSSES> 6,429,823,042
<UNEARNED-PREMIUMS> 7,259,047
<POLICY-OTHER> 54,848,708
<POLICY-HOLDER-FUNDS> 1,603,025,773
<NOTES-PAYABLE> 0
<COMMON> 0
0
0
<OTHER-SE> 680,070,134
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</TABLE>