RELIASTAR BANKERS SECURITY LIFE INSURANCE CO
485BPOS, 1998-04-27
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<PAGE>
   
    As filed with the Securities and Exchange Commission on April 27, 1998
    
                                                     Registration No. 333-19123
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549


   
                        POST-EFFECTIVE AMENDMENT NO. 3
    
                                      TO


                                   FORM S-6

                   FOR REGISTRATION UNDER THE SECURITIES ACT
                   OF 1933 OF SECURITIES OF UNIT INVESTMENT
                       TRUSTS REGISTERED ON FORM N-8B-2
                                ---------------
   
                 ReliaStar Life Insurance Company of New York
                       Variable Life Separate Account I
    
                          (Exact Name of Registrant)

   
                 RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK
    
                              1000 Woodbury Road
                           Woodbury, New York 11797
         (Name and Address of principal executive office of depositor)

                                ---------------
   
                               Stewart D. Gregg
    
                                    Counsel
   
                 ReliaStar Life Insurance Company of New York
    
                          20 Washington Avenue South
                             Minneapolis, MN 55440


                                   Copy to:
   
                               Robert B. Saginaw
                                    Counsel
                 ReliaStar Life Insurance Company of New York
                          20 Washington Avenue South
                             Minneapolis, MN 55440
                                ---------------
    
   
It is proposed that this filing will become effective

[  ] immediately upon filing pursuant to paragraph (b) of Rule 485
[X] on May 1, 1998 pursuant to paragraph (b) of Rule 485
    
[  ] 60 days after filing pursuant to paragraph (a) of Rule 485
[  ] on (date) pursuant to paragraph (a) of Rule 485
[  ] this post-effective amendment designates a new effective date for a
previously filed post-effective amendment.
   
                                ---------------
                     Title of Securities Being Registered:

       Variable Life contracts issued by a registered separate account.
- --------------------------------------------------------------------------------
    
- --------------------------------------------------------------------------------
<PAGE>

   
 RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK VARIABLE LIFE SEPARATE ACCOUNT I


                             CROSS REFERENCE SHEET
                        (Reconciliation and Tie Sheet)
    



   
<TABLE>
<S>              <C>
Item Number of
  Form N-8B-2    Heading in the Prospectus
- ---------------- ----------------------------------------------------------------------------------------------------
         1       Cover Page
         2       Cover Page
         3       Not Applicable
         4       Distribution of the Policies
         5       ReliaStar Life Insurance Company of New York; The Variable Account
         6       The Variable Account
         7       Not Applicable
         8       Not Applicable
         9       Not Applicable
        10       Summary; Death Benefit; Payment and Allocation of Premiums; Death Benefit Guarantee;
                 Accumulation Value; Policy Lapse and Reinstatement; Surrender Benefits; Investments of the Variable
                 Account; Transfers; Policy Loans; Free Look and Conversion Rights; Voting Rights; General
                 Provisions; Appendix A; Appendix B
        11       Deductions and Charges; Investments of the Variable Account
        12       Investments of the Variable Account
        13       Deductions and Charges
        14       The Policies; General Definitions; Distribution of the Policies
        15       Payment and Allocation of Premiums; Investments of the Variable Account
        16       Payment and Allocation of Premiums; Surrender Benefits; Investments of the Variable Account
        17       Surrender Benefits; Policy Loans; Free Look and Conversion Rights; General Provisions
        18       The Variable Account; Investments of the Variable Account; Payment and Allocation of Premiums
        19       Voting Rights; General Provisions
        20       Not Applicable
        21       Policy Loans
        22       Not Applicable
        23       Bonding Arrangements
        24       Definitions; General Provisions
        25       ReliaStar Life Insurance Company of New York
        26       Not Applicable
        27       ReliaStar Life Insurance Company of New York
        28       Management
        29       ReliaStar Life Insurance Company of New York
        30       Not Applicable
        31       Not Applicable
        32       Not Applicable
        33       Not Applicable
        34       Not Applicable
        35       Not Applicable
        36       Not Applicable
        37       Not Applicable
        38       Distribution of the Policies
        39       Distribution of the Policies
        40       Distribution of the Policies
        41       Distribution of the Policies
        42       Not Applicable
        43       Not Applicable
        44       Investments of the Variable Account; Payment and Allocation of Premiums; Deductions and Charges
        45       Not Applicable
</TABLE>
    

<PAGE>


   
<TABLE>
<S>    <C>
 
Item Number of
 Form N-8B-2     Heading in the Prospectus
- ------           ----------------------------------------------------------------------------------------------
  46             Investments of the Variable Account; Deductions and Charges
  47             Investments of the Variable Account
  48             ReliaStar Life Insurance Company of New York; State Regulation
  49             Not Applicable
  50             The Variable Account
  51             Cover Page; The Policies; Death Benefit; Payment and Allocation of Premiums; Deductions and
                 Charges; Policy Lapse and Reinstatement; General Provisions; Free Look and Conversion Rights
  52             Investments of the Variable Account
  53             Federal Tax Matters
  54             Not Applicable
  55             Not Applicable
  56             Not Applicable
  57             Not Applicable
  58             Not Applicable
  59             Not Applicable
</TABLE>  
    

<PAGE>

                                (RELIASTAR logo)

                                   
    
                  ReliaStar Life Insurance Company of New York
    
                              1000 Woodbury Road
                           Woodbury, New York 11797


   
               FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICIES
                                   Issued by
 RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK VARIABLE LIFE SEPARATE ACCOUNT I
                                      of
                 RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK


     This Prospectus describes a flexible premium variable life insurance
policy (the "Policy") offered by ReliaStar Life Insurance Company of New York
("we", "us", "our", or "the Company"). This Policy is designed to provide
lifetime insurance protection up to Age 95, provided the Policy's Cash
Surrender Value (that is, the amount that would be paid to you upon surrender
of the Policy) is sufficient to pay certain monthly charges imposed under the
Policy (including the cost of insurance and certain administrative charges). It
also is designed to provide maximum flexibility in connection with premium
payments and death benefits by giving the Policy owner ("you", "your") the
opportunity to allocate net premiums among investment alternatives with
different investment objectives. A Policy owner may, subject to certain
restrictions, including limitations on premium payments, vary the frequency and
amount of premium payments and increase or decrease the level of death benefits
payable under the Policy. This flexibility allows a Policy owner to provide for
changing insurance needs under a single insurance contract.

     The Policy provides for a death benefit payable at the Insured's death. As
long as the Policy remains in force, the death benefit will never be less than
the current Face Amount less any Policy loans and unpaid charges. The Face
Amount may be increased, subject to certain limitations. Generally, the Policy
will remain in force as long as the Policy's Cash Surrender Value (that is, the
amount that would be paid to you upon surrender of the Policy) is sufficient to
pay certain monthly charges imposed in connection with the Policy (including
the cost of insurance and certain administrative charges). In addition, the
Policy will remain in force until the Insured reaches Age 65 (or five Policy
Years, if longer), without regard to the Cash Surrender Value, if on each
Monthly Anniversary the total premiums paid on the Policy, less any partial
withdrawals and Policy loans, equals or exceeds the total required Minimum
Monthly Premium payments specified in your Policy (which is a feature of the
Policy called the "Death Benefit Guarantee").
    

                           (Continued on next page)

     THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED
UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE
CONTRARY IS A CRIMINAL OFFENSE.

   
     SHARES OF THE FUNDS AND INTERESTS IN THE POLICIES ARE NOT DEPOSITS OR
OBLIGATIONS OF, OR GUARANTEED OR ENDORSED BY A BANK, AND THE SHARES AND
INTERESTS ARE NOT FEDERALLY INSURED BY THE U.S. GOVERNMENT, THE FEDERAL DEPOSIT
INSURANCE CORPORATION, OR ANY OTHER GOVERNMENTAL AGENCY. ANY INVESTMENT IN THE
POLICY INVOLVES CERTAIN INVESTMENT RISK WHICH MAY INCLUDE THE POSSIBLE LOSS OF
PRINCIPAL.
    

This Prospectus should be read carefully and retained for future reference. A
current prospectus for each of the Funds must accompany this Prospectus and
should be read in conjunction with this Prospectus.

   
The date of this Prospectus is May 1, 1998.


46263b
    

                                       1
<PAGE>

   
     You can allocate net premiums paid under the Policy to the ReliaStar Life
Insurance Company of New York Variable Life Separate Account I (the "Variable
Account"), which is one of our separate accounts or to our General Account (the
"Fixed Account"). Any amounts allocated to the Variable Account will be
allocated to one or more Sub-Accounts of the Variable Account. The assets of
each Sub-Account will be invested solely in the shares of one of the three
portfolios available through The Alger American Fund, in one of the four
portfolios of Fidelity Variable Insurance Products Fund ("VIP"), in one of the
three portfolios of Fidelity Variable Insurance Products Fund II ("VIP II"), in
one of the four portfolios of Janus Aspen Series, in one of the two portfolios
available through Neuberger&Berman Advisers Management Trust, in one of the
five portfolios available through the Northstar Variable Trust, in one of the
four portfolios available through the OCC Accumulation Trust, or in one of the
three funds available through Putnam Variable Trust (collectively the "Funds").
 

     If net premiums are allocated to the Variable Account, the amount of the
Policy's death benefit may, and the Policy's Accumulation Value (that is, the
total amount that a Policy provides for investment at any time) will, reflect
the investment performance of the Sub-Accounts of the Variable Account that you
select. You bear the entire investment risk for any amounts allocated to the
Variable Account; no minimum Accumulation Value in the Variable Account is
guaranteed. Regardless of how net premiums are allocated, the Policy's death
benefit may, and the Policy's Accumulation Value will, also depend upon the
frequency and amount of premiums paid, any partial withdrawals, loans, and the
charges and deductions assessed in connection with the Policy.

     Replacing existing insurance with a Policy described in this Prospectus
may not be to your advantage. In addition, it may not be to your advantage to
purchase this Policy to obtain additional insurance protection if you already
own another flexible premium variable life insurance policy.
    


                                       2
<PAGE>


   
<TABLE>
<S>                                                                                       <C>
 DEFINITIONS ............................................................................   6
 PART 1. SUMMARY
  Premium Payments ......................................................................   9
  Deductions From Each Premium Payment ..................................................   9
  The Fixed Account .....................................................................   9
  The Variable Account ..................................................................   9
  The Investment Advisers of the Funds ..................................................   9
  The Funds .............................................................................  10
  Transfers Between the Sub-Accounts and/or the Fixed Account ...........................  10
  Charges Against the Accumulation Value ................................................  10
  Charges Made Upon Lapse or Total Surrender of the Policy ..............................  10
  The Value of the Policy if You Surrender It ...........................................  11
  Partial Withdrawals ...................................................................  11
  The Free Look and Conversion Rights ...................................................  11
  Borrowing Against the Value of the Policy .............................................  11
  The Death Benefit .....................................................................  11
  You May Adjust the Amount of the Death Benefit ........................................  11
  The Death Benefit Guarantee ...........................................................  12
  Unless the Death Benefit Guarantee is in Effect, We May Cause the Policy to Lapse .....  12
  Death Benefit Proceeds Generally Not Taxable Income to the Beneficiary ................  12
  Accumulation Value Increases Generally Not Taxable Income While Accumulating ..........  12
  Exercising Certain Policy Rights and Tax Consequences .................................  12
  Modified Endowment Contracts ..........................................................  12
 PART 2. DETAILED INFORMATION
  ReliaStar Life Insurance Company of New York ..........................................  13
  The Variable Account ..................................................................  13
  Performance Information ...............................................................  13
  The Policies ..........................................................................  14
  Death Benefit .........................................................................  14
    Death Benefit Options ...............................................................  14
    Which Death Benefit Option to Choose ................................................  16
    Requested Changes in Face Amount ....................................................  16
    Insurance Protection ................................................................  17
    Change in Death Benefit Option ......................................................  18
    Accelerated Benefit .................................................................  18
  Payment and Allocation of Premiums ....................................................  19
    Issuing the Policy ..................................................................  19
    Allocation of Premiums ..............................................................  19
    Amount and Timing of Premiums .......................................................  20
    Planned Periodic Premiums ...........................................................  20
    Unscheduled Additional Premiums .....................................................  20
    Paying Premiums by Mail .............................................................  21
  Death Benefit Guarantee ...............................................................  21
  Requirements ..........................................................................  21
  Accumulation Value ....................................................................  22
  Specialized Uses of the Policy ........................................................  22
  Deductions and Charges ................................................................  22
    Premium Expense Charge ..............................................................  23
    Monthly Deduction ...................................................................  23
    Surrender Charge ....................................................................  23
    Partial Withdrawal and Transfer Charges .............................................  25
    The Investment Advisory Fees and Other Fund Expenses After Reimbursement ............  25
</TABLE>
    

                                       3
<PAGE>


   
<TABLE>
<S>                                                                     <C>
    Reduction of Charges .............................................. 26
  Policy Lapse and Reinstatement ...................................... 27
  Surrender Benefits .................................................. 27
    Total Surrender ................................................... 27
    Partial Withdrawal ................................................ 27
  Transfers ........................................................... 28
    Telephone/Fax Instructions ........................................ 29
    Dollar Cost Averaging Service ..................................... 29
    Portfolio Rebalancing Service ..................................... 29
    Transfer Limits ................................................... 30
    Transfer Charges .................................................. 30
  Policy Loans ........................................................ 30
  Free Look and Conversion Rights ..................................... 32
    Free Look Rights .................................................. 32
    Conversion Rights ................................................. 32
  Investments of the Variable Account ................................. 32
  Fund Descriptions ................................................... 34
    Addition, Deletion, or Substitution of Investments ................ 34
  Voting Rights ....................................................... 35
  General Provisions .................................................. 35
    Benefits at Age 95 ................................................ 35
    Ownership ......................................................... 36
    Proceeds .......................................................... 36
    Beneficiary ....................................................... 36
    Postponement of Payments .......................................... 36
    Settlement Options ................................................ 36
    Incontestability .................................................. 37
    Misstatement of Age and Sex ....................................... 37
    Suicide ........................................................... 37
    Termination ....................................................... 37
    Amendment ......................................................... 38
    Reports ........................................................... 38
    Dividends ......................................................... 38
    Collateral Assignment ............................................. 38
    Optional Insurance Benefits ....................................... 38
  Federal Tax Matters ................................................. 39
    Introduction ...................................................... 39
    Tax Status of the Policy .......................................... 39
    Tax Treatment of Policy Benefits .................................. 39
    Taxation of ReliaStar Life Insurance Company of New York .......... 40
    Possible Changes in Taxation ...................................... 40
    Other Considerations .............................................. 40
  Preparing for Year 2000 ............................................. 41
  Legal Developments Regarding Employment - Related Benefit Plans ..... 41
  Distribution of the Policies ........................................ 41
  Management .......................................................... 42
    Directors and Officers ............................................ 42
  State Regulation .................................................... 43
  Legal Proceedings ................................................... 43
  Bonding Arrangements ................................................ 44
  Legal Matters ....................................................... 44
  Experts ............................................................. 44
  Registration Statement Contains Further Information ................. 44
  Financial Statements ................................................ 44
</TABLE>
    

                                       4
<PAGE>


   
<TABLE>
<S>                                                                                        <C>
  Appendix A -- The Fixed Account ........................................................ A-1
  Appendix B -- Calculation of Accumulation Value ........................................ B-1
  Appendix C -- Illustration of Accumulation Values, Surrender Charges, Cash Surrender
Values and Death
    Benefits ............................................................................. C-1
  Appendix D -- Maximum Surrender Charge Per $1,000 of Face Amount........................ D-1
  Appendix E -- Surrender Charge Whole Life Premium Per $1,000 of Face Amount............. E-1
 Fund Prospectuses ("Select-Product Investment Options")
  The Alger American Fund
  Fidelity Variable Insurance Products Fund ("VIP")
  Fidelity Variable Insurance Products Fund II ("VIP II")
  Janus Aspen Series
  Neuberger&Berman Advisers Management Trust ("AMT")
  Northstar Variable Trust ("Northstar")
  OCC Accumulation Trust
  Putnam Variable Trust
</TABLE>
    

   
     This Policy may not be available in all jurisdictions. This Prospectus
does not constitute an offering or solicitation in any jurisdiction in which
such offering or solicitation may not lawfully be made. No person is authorized
to give any information or to make any representations in connection with this
offering other than those contained in this Prospectus or the accompanying Fund
prospectuses and, if given or made, such information or representations must
not be relied upon as having been authorized.

     The primary purpose of the Policy is to provide insurance protection for
the beneficiary named in the Policy. No claim is made that the Policy is in any
way similar or comparable to a systematic investment plan or a mutual fund.
    


                                       5
<PAGE>

   
DEFINITIONS

Accumulation Value. The total value attributable to a specific Policy, which
   equals the sum of the Variable Accumulation Value (the total of the values
   in each Sub-Account of the Variable Account) and the Fixed Accumulation
   Value (the value in the Fixed Account). See "Accumulation Value" at page 22
   and Appendix B.

Age. The Insured's age at the last birthday determined as of the beginning of
   each Policy Year.

Cash Surrender Value. The Accumulation Value less any Surrender Charge, Loan
   Amount and unpaid Monthly Deductions.

Cash Value. The Accumulation Value less any Surrender Charge.

Code. Internal Revenue Code of 1986, as amended.

Death Benefit. The amount determined under the applicable Death Benefit Option
   (the Level Amount Option or the Variable Amount Option). The proceeds
   payable to the beneficiary of the Policy upon the death of the Insured
   under either Death Benefit Option will be reduced by any Loan Amount and
   any unpaid Monthly Deductions. See "Death Benefit" at page 14.

Death Benefit Guarantee. A feature of the Policy guaranteeing that the Policy
   will not lapse before the Insured reaches Age 65 (or five Policy Years, if
   longer) if, on each Monthly Anniversary, the total premiums paid on the
   Policy, less any partial withdrawals and any Loan Amount, equals or exceeds
   the total required Minimum Monthly Premium payments specified in your
   Policy, including the Minimum Monthly Premium for the current Monthly
   Anniversary. See "Death Benefit Guarantee" at page 21.

Death Benefit Option. Either of two death benefit options available under the
   Policy (the Level Amount Option and the Variable Amount Option). See "Death
   Benefit -- Death Benefit Options" at page 14.

Face Amount. The minimum Death Benefit under the Policy as long as the Policy
   remains in force. See "Death Benefit" at page 14.

Fixed Account. The assets of ReliaStar Life Insurance Company of New York other
   than those allocated to the Variable Account or any other separate account.
   See Appendix A.

Fixed Accumulation Value. The value attributable to a specific Policy to the
   extent such amount is attributable to the Fixed Account (our General
   Account). Unlike the Variable Accumulation Value, the Fixed Accumulation
   Value will not reflect the investment performance of the Funds. See
   "Accumulation Value" at page 22 and Appendix B.

Funds. Any open-end management investment company (or portfolio thereof) or
   unit investment trust (or series thereof) in which a Sub-Account invests as
   described herein. See "Investments of the Variable Account" at page 32.
    

Insured. The person upon whose life the Policy is issued.

   
Issue Date. The date insurance coverage under a Policy begins.

Level Amount Option. One of two Death Benefit Options available under the
   Policy. Under this option, the Death Benefit is the greater of the current
   Face Amount or the corridor percentage of Accumulation Value on the
   Valuation Date on or next following the date of the Insured's death. See
   "Death Benefit -- Death Benefit Options" at page 14.

Loan Amount. The sum of all unpaid Policy loans including unpaid interest due
thereon. See "Policy Loans" at page 30.

Minimum Face Amount. The minimum Face Amount shown in the Policy (currently
$25,000).

Minimum Monthly Premium. A monthly premium amount specified in the Policy and
   determined by us at issuance of the Policy. See "Death Benefit Guarantee"
   at page 21.
    

Monthly Anniversary. The same date in each succeeding month as the Policy Date.
   Whenever the Monthly Anniversary falls on a date other than a Valuation
   Date, the Monthly Anniversary will be considered to be the next Valuation
   Date. The first Monthly Anniversary is on the Policy Date.

   
Monthly Deduction. A monthly charge deducted from the Accumulation Value of the
   Policy. See "Deductions and Charges -- Monthly Deduction" at page 23.

Monthly Administrative Charge. A monthly charge to reimburse us for expenses
   incurred in administering the Policy. See "Deductions and Charges --
   Monthly Deduction" at page 23.
    


                                       6
<PAGE>

   
Monthly Mortality and Expense Risk Charge. A monthly charge to compensate us
   for certain mortality and expense risks we assume under the Policy. See
   "Deductions and Charges -- Monthly Mortality and Expense Risk Charge" at
   page 23.

Net Premium. The gross premium less a Premium Expense Charge deducted from each
   premium.

Planned Periodic Premium. The scheduled premium selected by you of a level
   amount at a fixed interval. The initial Planned Periodic Premium you select
   will be shown in the Policy. See "Payment and Allocation of Premiums --
   Planned Periodic Premiums" at page 20.
    

Policy, Policies. The flexible premium variable life insurance Policy offered
   by us and described in this Prospectus.

Policy Anniversary. The same date in each succeeding year as the Policy Date.
   Whenever the Policy Anniversary falls on a date other than a Valuation
   Date, the Policy Anniversary will be considered to be the next Valuation
   Date.

Policy Date. The Policy Date is used in determining Policy Years, Policy
   Months, Monthly Anniversaries, and Policy Anniversaries. The Policy Date
   will be shown in the Policy.

   
Policy Month. A month beginning on the Monthly Anniversary.

Policy Year. A year beginning on the Policy Anniversary.

Premium Expense Charge. An amount deducted from each premium payment. The
   Premium Expense Charge is currently 5.00% of each premium payment. See
   "Deductions and Charges -- Premium Expense Charge" at page 23.

Premium Related Surrender Charge Reduction. A reduction to the Surrender Charge
   when total premiums paid are less than the Surrender Charge Whole Life
   Premium. See "Deductions and Charges -- Surrender Charge" at page 23.
    

Rate Class. A group of Insureds we determine based on our expectation that they
   will have similar mortality experience.

SEC. Securities and Exchange Commission.

Signature Guarantee. A guarantee of your signature by a member firm of the New
   York, American, Boston, Midwest, Philadelphia, or Pacific Stock Exchange,
   or by a commercial bank (not a savings bank) which is a member of the
   Federal Deposit Insurance Corporation, or, in certain cases, by a member
   firm of the National Association of Securities Dealers, Inc. that has
   entered into an appropriate agreement with us.

Sub-Account. A sub-division of the Variable Account. Each Sub-Account invests
   exclusively in the shares of a specified Fund.

   
Surrender Charge. A charge imposed upon total surrender or lapse of the Policy
   during the first 15 Policy Years and the first 15 years following any
   requested increase in Face Amount. See "Deductions and Charges -- Surrender
   Charge" at page 23.

Surrender Charge Whole Life Premium. An amount used in calculating the Premium
   Related Surrender Charge Reduction. The Surrender Charge Whole Life Premium
   will equal the amount obtained by dividing the Face Amount or the amount of
   a requested increase, as the case may be, by $1,000, and multiplying the
   result by the applicable factor from Appendix E. See "Deductions and
   Charges -- Surrender Charge" at page 23.
    

Unit Value. The unit measure by which the value of the Policy's interest in
   each Sub-Account is determined. See Appendix B.

Valuation Date. Each day on which the New York Stock Exchange is open for
   business except for a day that a Sub-Account's corresponding Fund does not
   value its shares. The New York Stock Exchange is currently closed on
   weekends and on the following holidays: New Year's Day; Martin Luther King,
   Jr. Day; Presidents' Day; Good Friday; Memorial Day; July Fourth; Labor
   Day; Thanksgiving Day; and Christmas Day. See Appendix B.

   
Valuation Period. The period between two successive Valuation Dates, commencing
   at the close of business of a Valuation Date and ending at the close of
   business of the next Valuation Date. See Appendix B.

Variable Account. ReliaStar Life Insurance Company of New York Variable Life
   Separate Account I, a separate investment account established by us to
   receive and invest Net Premiums paid under the Policy. See "The Variable
   Account" at page 13.

Variable Accumulation Value. The value attributable to a specific Policy to the
   extent such amount is attributable to the Variable Account. See
   "Accumulation Value" at page 22 and Appendix B.
    


                                       7
<PAGE>

   
Variable Amount Option. One of two Death Benefit Options available under the
   Policy. Under this option, the Death Benefit is the greater of the Face
   Amount plus the Accumulation Value of the Policy, or the Accumulation Value
   multiplied by the corridor percentage on the Valuation Date on or next
   following the date of the Insured's death. See "Death Benefit -- Death
   Benefit Options" at page 14.

We, Us, Our. ReliaStar Life Insurance Company of New York.
    

You, Your. The Policy owner as designated in the application for the Policy or
   as subsequently changed. If a Policy has been absolutely assigned, the
   assignee is the Policy owner. A collateral assignee is not the Policy
   owner.


                                       8
<PAGE>

PART 1. SUMMARY

   
     This is a brief summary of the Policy's features. More detailed
information is provided in this Prospectus and the Policy.


Premium Payments

     With certain restrictions, you can choose when you pay premiums and how
much each payment will be. In most cases, however, payment of cumulative
premiums sufficient to maintain the Death Benefit Guarantee will be required to
keep the Policy in force during at least the first several Policy Years. See
"Death Benefit Guarantee" and "Payment and Allocation of Premiums -- Amount and
Timing of Premiums".


Deductions From Each Premium Payment

     We deduct an amount (the Premium Expense Charge) from each premium and
credit the remaining premium (the Net Premium) to the Fixed Account or to the
Variable Account in accordance with your instructions. The Premium Expense
Charge is 5.00% of each premium payment. See "Deductions and Charges -- Premium
Expense Charge".


The Fixed Account

     The Fixed Account consists of all of our assets other than those in our
separate accounts (including the Variable Account). We credit interest of at
least 4% per year on any amounts you have in the Fixed Account. From time to
time we may guarantee interest in excess of 4%. See Appendix A, "The Fixed
Account".


The Variable Account

     The Reliastar Life Insurance Company of New York Variable Life Separate
Account I is one of our separate accounts. Only premiums from our variable life
insurance policies are invested in the Variable Account. See "The Variable
Account". The Variable Account is divided into Sub-Accounts. Premiums allocated
to each Sub-Account are invested in shares, at net asset value, of the Fund
corresponding to that Sub-Account. The Variable Accumulation Value of the
Policy will vary with, among other things, the investment performance of the
Funds to which Policy premiums are allocated and the charges deducted from the
Variable Accumulation Value. See "Accumulation Value".


The Investment Advisers of the Funds

   o Fred Alger Management, Inc. ("Alger Management") is the investment
     manager for the three Alger American Portfolios and is responsible for the
     overall administration of the Fund, subject to the supervision of the
     Board of Trustees.

   o Fidelity Management & Research Company ("FMR") is the investment adviser
     of the VIP Funds' four portfolios and the VIP II Funds' three portfolios.

   o Janus Capital Corporation ("Janus Capital") is the investment adviser of
     the four portfolios of Janus Aspen Series.

   o Neuberger&Berman Management, with the assistance of Neuberger&Berman, LLC
     as sub-adviser, is the investment manager of AMT Limited Maturity Bond
     Investments and AMT Partners Investments.

   o Northstar Investment Management Corporation, an affiliate of ours, is the
     investment adviser of Northstar's five portfolios of the Northstar
     Variable Trust. The Northstar Variable Trust Growth Portfolio is
     sub-advised by Navellier Fund Management, Inc. and the Northstar Variable
     Trust International Growth Portfolio is sub-advised by Brandes Investment
     Partners, L.P.

   o OpCap Advisors is the investment manager for each of the four OCC
     Accumulation Trust Portfolios and is a subsidiary of Oppenheimer Capital,
     a registered investment adviser.

   o Putnam Investment Management, Inc. ("Putnam Management") is the
     investment adviser of Putnam Variable Trust's three funds.

     For the expenses of each Fund, see "The Investment Advisory Fees and Other
     Fund Expenses After Reimbursement."
    

                                       9
<PAGE>

   
The Funds

     You can put your money in up to seventeen (17) of these twenty-eight (28)
investment portfolios which are described in the prospectuses for the
portfolios. You do not have to choose your investment options in advance, but
upon participation in the seventeenth Fund you would only be able to transfer
within the seventeen Funds already utilized. See "Investments of the Variable
Account."
    



   
<TABLE>
<CAPTION>
                          Fidelity Variable Insurance   Neuberger&Berman Advisers
The Alger American Fund   Products Fund II              Management Trust            OCC Accumulation Trust
- ------------------------- ----------------------------- -------------------------- ------------------------
<S>                       <C>                           <C>                        <C>
 Growth Portfolio         VIP II Contrafund             Limited Maturity Bond      Equity Portfolio
 MidCap Growth            Portfolio                     Portfolio                  Global Equity Portfolio
  Portfolio               VIP II Index 500              Partners Portfolio         Managed Portfolio
 Small Capitalization     Portfolio                                                Small Cap Portfolio
  Portfolio               VIP II Investment
                          Grade Bond Portfolio
</TABLE>
    


   
<TABLE>
<CAPTION>
Fidelity Variable
Insurance Products Fund   Janus Aspen Series     Northstar Variable Trust   Putnam Variable Trust
- ------------------------- ---------------------- -------------------------- ----------------------
<S>                       <C>                    <C>                        <C>
 VIP Equity-Income        Aggressive Growth      Growth Portfolio           Putnam VT Diversified
  Portfolio               Portfolio              High Yield Bond            Income Fund
 VIP Growth Portfolio     Growth Portfolio       Portfolio                  Putnam VT Growth
 VIP High Income          International Growth   Income and Growth          and Income Fund
  Portfolio               Portfolio              Portfolio                  Putnam VT Voyager
 VIP Money Market         Worldwide Growth       International Value        Fund
  Portfolio               Portfolio              Portfolio
                                                 Multi-Sector Bond
                                                 Portfolio
</TABLE>
    

   
Transfers Between the Sub-Accounts and/or the Fixed Account

     Subject to certain restrictions, you can transfer all or part of your
Accumulation Value among the investment options of the Policy. We currently
allow up to twelve transfers per Policy Year. Transfers from the Fixed Account
are subject to certain additional restrictions. See "Transfers".


Charges Against the Accumulation Value

     The Accumulation Value of the Policy is subject to several charges -- the
Monthly Deduction and Transfer and Partial Withdrawal Charges.

     The Monthly Deduction will be deducted monthly from both the Fixed
Accumulation Value and the Variable Accumulation Value and includes the cost of
insurance, the Monthly Administrative Charge, the Monthly Mortality and Expense
Risk Charge, the Monthly Amount Charge, and charges for optional insurance
benefits. The cost of insurance will be determined by multiplying the
applicable cost of insurance rate(s) by the net amount at risk. The Monthly
Administrative Charge is currently $7.50 per month and is guaranteed not to
exceed the product of $5.00 and the ratio (not to exceed 2.00) of (a) the
Consumer Price Index (for all urban households) for the preceding September to
(b) the Consumer Price Index for September 1985. The Monthly Mortality and
Expense Risk Charge is anticipated to be one-twelfth of .60 of 1% (.60%) of the
Variable Accumulation Value (that is, the total value attributable to a
specific Policy in the Sub-Accounts of the Variable Account) but in no event
will it exceed .90% of 1% (.90%) for the duration of the Policy. The charges
for optional insurance benefits will vary, depending upon the benefit(s)
selected. See "Deductions and Charges -- Monthly Deduction".


Charges Made Upon Lapse or Total Surrender of the Policy

     During the first 15 years the Policy is in force and the first 15 years
following a requested increase in the Face Amount, there is a charge if the
Policy lapses or you surrender the Policy (the Surrender Charge). See
"Deductions and Charges -- Surrender Charge".

     The maximum Surrender Charge on the Initial Face Amount and on any
requested increase in Face Amount will be determined on the Policy Date and on
the effective date of any such requested increase, as the case may be. This
maximum charge remains level during the first five years in the relevant 15
year period, and then reduces in equal monthly increments until it becomes zero
at the end of 15 years.
    


                                       10
<PAGE>

   
The Value of the Policy if You Surrender It

     In general, the Cash Surrender Value is the amount you would receive if
you surrender the Policy. To determine the Cash Surrender Value, your
Accumulation Value is reduced by the Surrender Charge, if any, and any Loan
Amount and unpaid Monthly Deductions. See "Surrender Benefits -- Total
Surrender".


Partial Withdrawals

     You can withdraw part of your Cash Surrender Value. You will not incur a
Surrender Charge, but partial withdrawals are subject to a processing charge.
Only one partial withdrawal is allowed in any Policy Year. See "Surrender
Benefits -- Partial Withdrawal".


The Free Look and Conversion Rights

     You have a limited free look period during which you have a right to
return the Policy and receive a refund of all premiums paid. See "Free Look and
Conversion Rights -- Free Look Rights". The Policy must be returned to us by
midnight of the 20th day after you receive it.

     Also, the Policy may in effect be converted in whole or in part to a
"fixed benefit" policy (providing benefits that do not vary with the investment
performance of the Variable Account) at any time during the first two Policy
Years by transferring all or part of the Accumulation Value of the Policy from
the Variable Account to the Fixed Account. See "Free Look and Conversion Rights
- -- Conversion Rights."

     Similar free look and conversion rights will be available for requested
increases in the Face Amount.


Borrowing Against the Value of the Policy

     At any time after the first Policy Year, you can borrow the Cash Value of
the Policy less any existing Loan Amount. Each loan must be at least $500.
Interest is payable in advance for each Policy Year and accrues daily at an
effective annual rate that will not exceed 6.00% (which is 5.66% when payable
in advance). After the tenth Policy Year, we will charge interest at an annual
rate of 4.00% (which is 3.85% when payable in advance) on the portion of your
Loan Amount that is not in excess of (a) the Accumulation Value, less (b) the
total of all premiums paid net of all partial withdrawals. See "Policy Loans".


The Death Benefit

     You choose one of two Death Benefit Options -- the Level Amount Option or
the Variable Amount Option. The Death Benefit under the Level Amount Option is
the greater of the Face Amount or the Accumulation Value multiplied by the
corridor percentage according to the Insured's attained age. The Death Benefit
under the Variable Amount Option is equal to the greater of the Face Amount
plus the Accumulation Value, or the Accumulation Value multiplied by the
corridor percentage according to the Insured's attained age. See "Death
Benefit".

     The proceeds payable upon the death of the Insured under either Death
Benefit Option will be reduced by any Loan Amount and any unpaid Monthly
Deductions.

     The Death Benefit will never be less than the Face Amount as long as the
Policy is in force and there is no Loan Amount or unpaid Monthly Deductions.


You May Adjust the Amount of the Death Benefit

     After the second Policy Year, you have flexibility to adjust the Death
Benefit by increasing or decreasing the Face Amount. You cannot decrease the
Face Amount below the Minimum Face Amount shown in the Policy. Any increase in
the Face Amount must be at least $5,000 and may require additional evidence of
insurability satisfactory to us and will result in additional charges. See
"Death Benefit -- Requested Changes in Face Amount".

     Generally, you may also change the Death Benefit Option at any time after
the second Policy Year. We may require evidence of insurability satisfactory to
us. See "Death Benefit -- Change in Death Benefit Option".

     For a discussion of available techniques to adjust the amount of insurance
protection to satisfy changing insurance needs. See "Death Benefit -- Insurance
Protection".
    


                                       11
<PAGE>

   
The Death Benefit Guarantee

     Until the Insured reaches age 65 (or five Policy Years, if longer), if you
meet the requirements for the Death Benefit Guarantee we will not lapse your
Policy, even if the Cash Surrender Value is not sufficient to cover the Monthly
Deduction that is due. See "Death Benefit Guarantee".


Unless the Death Benefit Guarantee is in Effect, We May Cause the Policy to
   Lapse

     The Policy will only lapse if the Cash Surrender Value is less than the
Monthly Deduction due and if a grace period of 61 days expires without a
sufficient payment. The Policy thus differs in two important respects from
traditional life insurance. First, the failure to pay a Planned Periodic
Premium will not automatically cause the Policy to lapse. Second, even if
Planned Periodic Premiums have been paid, the Policy may lapse. See "Policy
Lapse and Reinstatement -- Lapse".


Death Benefit Proceeds Generally Not Taxable Income to the Beneficiary

     Under current Federal tax law, as long as the Policy qualifies as life
insurance, the Death Benefit under the Policy will be subject to the same
Federal income tax treatment as proceeds of traditional life insurance.
Therefore, the Death Benefit should generally not be taxable income to the
beneficiary. See "Federal Tax Matters -- Policy Proceeds".


Accumulation Value Increases Generally Not Taxable Income While Accumulating

     Under current Federal tax law, as long as the Policy qualifies as life
insurance, Accumulation Value increases will also be subject to the same
Federal income tax treatment as traditional life insurance cash values.
Therefore, any increases generally should accumulate on a tax deferred basis.
See "Federal Tax Matters -- Policy Proceeds".


Exercising Certain Policy Rights and Tax Consequences

     A change of owners, a partial withdrawal, a total surrender, or a Policy
loan may have tax consequences depending on the particular circumstances. See
"Federal Tax Matters -- Policy Proceeds".


Modified Endowment Contracts

     We intend for the Policy to satisfy the definition of a life insurance
contract under Section 7702 of the Internal Revenue Code of 1986, as amended
(the "Code"). Under certain circumstances, a Policy could be treated as a
"modified endowment contract." We will monitor Policies and will attempt to
notify a Policy owner on a timely basis if his or her Policy is in jeopardy of
becoming a modified endowment contract. See "Federal Tax Matters."
    


                                       12
<PAGE>

PART 2. DETAILED INFORMATION

   
ReliaStar Life Insurance Company of New York

     We are a stock life insurance company incorporated under the laws of the
State of New York in 1917 under the name The Morris Plan Insurance Society. In
1946 we adopted the name Bankers Security Life Insurance Society, in 1996 we
adopted the name ReliaStar Bankers Security Life Insurance Company, and in 1998
we adopted our present name. We are authorized to transact business in all
states, the District of Columbia, and the Dominican Republic. We are a
wholly-owned subsidiary of ReliaStar Financial Corp., a holding company whose
subsidiaries specialize in life insurance and related financial services
businesses.

     Our principal office is located at 1000 Woodbury Road, Suite 102, P.O. Box
9004, Woodbury, New York 11797.

     We may from time to time publish in advertisements, sales literature, and
reports, the ratings and other information assigned to us by one or more
independent rating organizations such as A.M. Best Company, Standard & Poor's,
Moody's, and Duff & Phelps. The purpose of the ratings is to reflect our
financial strength and/or claims-paying ability and should not be considered as
bearing on the investments held in the Variable Account. Each year the A.M.
Best Company reviews the financial status of many insurers, culminating in the
assignment of Best's Ratings. These ratings reflect their current opinion of
the relative financial strength and operating performance of an insurance
company in comparison to the norms of the life/health insurance industry. We
have been assigned a rating of A+ by A.M. Best, which is a rating assigned to
companies demonstrating superior overall performance and a very strong ability
to meet obligations to Policy holders over a long period.
    


The Variable Account

     The Variable Account is a Separate Account of ours, established by the
Board of Directors on March 23, 1982 pursuant to the laws of the State of New
York. The Variable Account will receive and invest the Net Premiums paid and
allocated to it under this Policy. In addition, the Variable Account currently
receives and invests net premiums for another class of scheduled premium
variable life insurance policy and may do so for additional classes in the
future. The Variable Account meets the definition of a "separate account" under
the federal securities laws and has been registered with the SEC as a unit
investment trust under the Investment Company Act of 1940. The registration
does not involve supervision by the SEC of the management or investment
policies or practices of the Variable Account, us, or the Funds.

     We own the assets of the Variable Account. However, the New York laws
under which the Variable Account was established provide that the Variable
Account cannot be charged with liabilities arising out of any other business we
may conduct. We are required to maintain assets which are at least equal to the
reserves and other liabilities of the Variable Account. We may transfer assets
which exceed these reserves and liabilities to our general account (the Fixed
Account).

     For a description of the Fixed Account, see Appendix A to this Prospectus.
 


Performance Information

     Performance information for the Sub-Accounts of the Variable Account and
the Funds available for investment by the Variable Account may appear in
advertisements, sales literature, or reports to Policy owners or prospective
purchasers. Performance information for the Sub-Accounts will reflect
deductions of Fund expenses and be adjusted to reflect the Mortality and
Expense Risk Charge, but will not reflect deductions for the cost of insurance
or the Surrender Charge. Quotations of performance information for the Funds
will be accompanied by performance information for the Sub-Accounts.
Performance information for the Funds will take into account all fees and
charges at the Fund level, but will not reflect any deductions from the
Variable Account. Performance information reflects only the performance of a
hypothetical investment during a particular time period in which the
calculations are based. Performance information showing total returns and
average annual total returns may be provided for periods prior to the date a
Sub-Account commenced operation. Such performance information will be
calculated based on the assumption that the Sub-Accounts were in existence for
the same periods as those indicated for the Funds, with the level of charges at
the Variable Account level that were in effect at the inception of the
Sub-Accounts. Performance information should be considered in light of the
investment objectives and policies, characteristics and quality of the
portfolio of the Fund in which the Sub-Account invests, and the market
conditions during the given period of time, and should not be considered as a
representation of what may be achieved in the future.

     We may also provide individualized hypothetical illustrations of Policy
Accumulation Value, Cash Surrender Value and Death Benefit based on historical
investment returns of the Funds. These illustrations will reflect deductions
for Fund expenses and Policy and Variable Account charges, including the
Monthly Deduction, Premium Expense Charge and the


                                       13
<PAGE>

Surrender Charge. These hypothetical illustrations will be based on the actual
historical experience of the Funds as if the Sub-Accounts had been in existence
and a Policy issued for the same periods as those indicated for the Funds.

     Performance of the Sub-Accounts and/or the Funds as reported from time to
time in advertisements and sales literature may be compared to other variable
life insurance issuers in general or to the performance of particular types of
variable life insurance policies investing in mutual funds, or investment
series of mutual funds with investment objectives similar to each of the
Sub-Accounts, whose performance is reported by Lipper Analytical Services, Inc.
("Lipper") and Morningstar, Inc. ("Morningstar") or reported by other services,
companies, individuals or other industry or financial publications of general
interest, such as Forbes, Money, The Wall Street Journal, Business Week,
Barron's, Kiplinger's Personal Finance, and Fortune. Lipper and Morningstar are
independent services which monitor and rank the performances of variable life
insurance issuers in each of the major categories of investment objectives on
an industry-wide basis.

   
     We may also compare the performance of each Sub-Account in advertising and
sales literature to the Standard & Poor's Index of 500 common stocks and the
Dow Jones Industrials, which are widely used measures of stock market
performance. We may also compare the performance of each Sub-Account to other
widely recognized indices. Unmanaged indices may assume the reinvestment of
dividends, but typically do not reflect any "deduction" for the expense of
operating or managing an investment portfolio.
    


The Policies

     The Policies are flexible premium variable life insurance contracts with
death benefits, cash values, and other features of traditional life insurance
contracts. They are "flexible premium" because premiums do not have to be paid
according to a fixed schedule. They are "variable" because, to the extent
Accumulation Value is attributable to the Variable Account, Accumulation Values
and, under certain circumstances, the Death Benefit will increase and decrease
based on the investment performance of the Funds in which the Sub-Accounts to
which you allocate your premium payments invest.


Death Benefit

   
     The proceeds payable upon the death of the Insured, while the Policy is in
force, will be the Death Benefit (see "Death Benefit Options" below) reduced by
any Loan Amount and unpaid Monthly Deductions. All or part of the proceeds may
be paid in cash to your beneficiaries or under one or more of the settlement
options we offer. See "General Provisions -- Settlement Options."
    

     The Policy provides two Death Benefit Options: the Level Amount Option and
the Variable Amount Option. You choose the Death Benefit Option on the
application for the Policy. Subject to certain limitations, you can change the
Death Benefit Option after issuance of the Policy. See "Death Benefit -- Change
in Death Benefit Option."

   
     The Death Benefit may vary with the Policy's Accumulation Value. Under the
Level Amount Option, the Death Benefit will only vary with the Accumulation
Value whenever the Accumulation Value multiplied by the corridor percentage
(see "Death Benefit Options -- Level Amount Option") exceeds the Face Amount of
the Policy. The Death Benefit under the Variable Amount Option will always vary
with the Accumulation Value because the Death Benefit equals the Face Amount
plus the Accumulation Value, or the corridor percentage multiplied by the
Accumulation Value. Under either Death Benefit Option, however, the Death
Benefit will never be less than the current Face Amount of the Policy and will
be payable only as long as the Policy remains in force. The proceeds payable
upon the death of the Insured under either Death Benefit Option will be reduced
by any Loan Amount and any unpaid Monthly Deductions.
    

     In addition to affecting the amount of the Death Benefit as described
above, the Accumulation Value generally determines how long the Policy remains
in force. See "Policy Lapse and Reinstatement." This means that, to the extent
Accumulation Value is attributable to the Variable Account, the investment
performance of the Variable Account (and the underlying Funds) may affect the
duration of the Policy by affecting the amount of Accumulation Value. You bear
the investment risk with respect to any amounts allocated to the Variable
Account. If, however, the Death Benefit Guarantee is in effect (see "Death
Benefit Guarantee"), the Policy will stay in force until the Insured reaches
Age 65 (or five Policy Years, if longer) without regard to the investment
performance under the Policy.

     Appendix C illustrates Accumulation Values, Surrender Charges, Cash
Surrender Values, and Death Benefits assuming different levels of premium
payments and investment returns for selected Ages and Face Amounts.


Death Benefit Options

     The Level Amount Option and the Variable Amount Option are described
below.

                                       14
<PAGE>

     Level Amount Option. The Death Benefit is the greater of the current Face
Amount of the Policy or the corridor percentage multiplied by the Accumulation
Value on the Valuation Date on or next following the date of the Insured's
death. The corridor percentage is 250% for an Insured Age 40 or below, and the
percentage declines with increasing Ages as shown below in the Corridor
Percentage Table. Accordingly, under the Level Amount Option the Death Benefit
will remain level unless the corridor percentage of Accumulation Value exceeds
the current Face Amount, in which case the amount of the Death Benefit will
vary as the Accumulation Value varies.

   
     Illustration of Level Amount Option. For purposes of this illustration,
assume that the Insured is under Age 40, and that there is no Loan Amount.
Under the Level Amount Option, a Policy with a $100,000 Face Amount will
generally have a $100,000 Death Benefit. However, because the Death Benefit
must be equal to or be greater than 250% of the Accumulation Value, any time
the Accumulation Value of the Policy exceeds $40,000, the Death Benefit will
exceed the $100,000 Face Amount. Each additional dollar added to the
Accumulation Value above $40,000 will increase the Death Benefit by $2.50.
Thus, if the Accumulation Value exceeds $40,000 and increases by $100 because
of investment performance or premium payments, the Death Benefit will increase
by $250. A Policy owner with an Accumulation Value of $50,000 will be entitled
to a Death Benefit of $125,000 ($50,000 x 250%); an Accumulation Value of
$75,000 will yield a Death Benefit of $187,500 ($75,000 x 250%); and an
Accumulation Value of $100,000 will yield a Death Benefit of $250,000 ($100,000
x 250%).
    

     Similarly, as long as the Accumulation Value exceeds $40,000, each dollar
taken out of the Accumulation Value will reduce the Death Benefit by $2.50. If,
for example, the Accumulation Value is reduced from $75,000 to $70,000 because
of partial withdrawals, charges, or negative investment performance, the Death
Benefit will be reduced from $187,500 to $175,000. If at any time, however, the
Accumulation Value multiplied by the corridor percentage is less than the Face
Amount, the Death Benefit will equal the current Face Amount of the Policy.

     The corridor percentage becomes lower as the Insured's Age increases. If
the current Age of the Insured in the illustration above were, for example, 50
(rather than under Age 40), the corridor percentage would be 185%. The Death
Benefit would not exceed the $100,000 Face Amount unless the Accumulation Value
exceeded approximately $54,055 (rather than $40,000), and each $1 then added to
or taken from the Accumulation Value would change the Death Benefit by $1.85
(rather than $2.50).
                           Corridor Percentage Table






<TABLE>
<CAPTION>
    Insured's          Corridor
      Age on         Percentage of
 Previous Policy     Accumulation
   Anniversary           Value
- -----------------   --------------
<S>                 <C>
  40 or younger          250%
        41               243
        42               236
        43               229
        44               222
        45               215
        46               209
        47               203
        48               197
        49               191
        50               185
        51               178
        52               171
        53               164
 


</TABLE>
<TABLE>
<CAPTION>
    Insured's          Corridor
      Age on         Percentage of
 Previous Policy     Accumulation
   Anniversary           Value
- -----------------   --------------
<S>                 <C>
        54               157%
        55               150
        56               146
        57               142
        58               138
        59               134
        60               130
        61               128
        62               126
        63               124
        64               122
        65               120
        66               119
        67               118


</TABLE>
<TABLE>
<CAPTION>
    Insured's          Corridor
      Age on         Percentage of
 Previous Policy     Accumulation
   Anniversary           Value
- -----------------   --------------
<S>                 <C>
        68               117%
        69               116
        70               115
        71               113
        72               111
        73               109
        74               107
      75-90              105
        91               104
        92               103
        93               102
        94               101
        95               100
</TABLE>

     Variable Amount Option. The Death Benefit is equal to the greater of the
current Face Amount plus the Accumulation Value of the Policy, or the corridor
percentage multiplied by the Accumulation Value on the Valuation Date on or
next following the date of the Insured's death. The corridor percentage is 250%
for an Insured Age 40 or below, and the percentage declines with increasing
Ages as shown in the Corridor Percentage Table above. Accordingly, under the
Variable Amount Option the amount of the Death Benefit will always vary as the
Accumulation Value varies.


                                       15
<PAGE>

   
     Illustration of Variable Amount Option. For purposes of this illustration,
assume that the Insured is under Age 40 and that there is no Loan Amount. Under
the Variable Amount Option, a Policy with a Face Amount of $100,000 will
generally pay a Death Benefit of $100,000 plus the Accumulation Value. Thus,
for example, a Policy with an Accumulation Value of $20,000 will have a Death
Benefit of $120,000 ($100,000 + $20,000); an Accumulation Value of $40,000 will
yield a Death Benefit of $140,000 ($100,000 + $40,000). The Death Benefit,
however, must be at least 250% of the Accumulation Value. As a result, if the
Accumulation Value of the Policy exceeds approximately $66,667, the Death
Benefit will be greater than the Face Amount plus the Accumulation Value. Each
additional dollar of the Accumulation Value above $66,667 will increase the
Death Benefit by $2.50. Thus, if the Accumulation Value exceeds $66,667 and
increases by $100 because of investment performance or premium payments, the
Death Benefit will increase by $250. A Policy owner with an Accumulation Value
of $75,000 will be entitled to a Death Benefit of $187,500 ($75,000 X 250%); an
Accumulation Value of $100,000 will yield a Death Benefit of $250,000 ($100,000
x 250%); and an Accumulation Value of $125,000 will yield a Death Benefit of
$312,500 ($125,000 x 250%).
    

     Similarly, any time the Accumulation Value exceeds $66,667, each dollar
taken out of the Accumulation Value will reduce the Death Benefit by $2.50. If,
for example, the Accumulation Value is reduced from $75,000 to $70,000 because
of partial withdrawals, charges, or negative investment performance, the Death
Benefit will be reduced from $187,500 to $175,000. If at any time, however, the
Accumulation Value multiplied by the corridor percentage is less than the Face
Amount plus the Accumulation Value, then the Death Benefit will be the current
Face Amount plus the Accumulation Value of the Policy.

     The corridor percentage becomes lower as the Insured's Age increases. If
the current Age of the Insured in the illustration above were, for example, 50
(rather than under 40), the corridor percentage would be 185%. The amount of
the Death Benefit would be the sum of the Accumulation Value plus $100,000
unless the Accumulation Value exceeded approximately $117,647 (rather than
$66,667), and each $1 then added to or taken from the Accumulation Value would
change the Death Benefit by $1.85 (rather than $2.50).


Which Death Benefit Option to Choose

   
     If you prefer to have premium payments and favorable investment
performance reflected partly in the form of an increasing Death Benefit, you
should choose the Variable Amount Option. If you are satisfied with the amount
of your existing insurance coverage and prefer to have premium payments and
favorable investment performance reflected to the maximum extent in the
Accumulation Value and lower cost of insurance charges, you should choose the
Level Amount Option.
    


Requested Changes in Face Amount

     Subject to certain limitations, you may request an increase or decrease in
the Face Amount. No increase or decrease in the Face Amount will be permitted
during the first Policy Year.

     Increases. For an increase in the Face Amount, a written request must be
submitted to us. We may also require additional evidence of insurability
satisfactory to us. The effective date of the increase will be the Monthly
Anniversary on or next following our approval of the increase. The increase may
not be less than $5,000 and no increase will be permitted after the Insured
reaches Age 75. We will deduct any charges associated with the increase (the
increases in the cost of insurance and the Surrender Charge upon lapse or total
surrender -- see "Effect of Requested Changes in Face Amount" below) from the
Accumulation Value, whether or not you pay an additional premium in connection
with the increase. You will be entitled to limited conversion rights with
respect to requested increases in Face Amount. See "Free Look and Conversion
Rights."

     Decreases. For a decrease in the Face Amount, a written request must also
be submitted to us. Any decrease in the Face Amount will be effective on the
Monthly Anniversary on or next following our receipt of a written request. The
Face Amount remaining in force after any requested decrease may not be less
than the Minimum Face Amount shown in the Policy. Under our current policies,
the Minimum Face Amount is $25,000, but we reserve the right to establish a
different Minimum Face Amount in the future. If, following a decrease in Face
Amount, the Policy would no longer qualify as life insurance under Federal tax
law (see "Federal Tax Matters -- Policy Proceeds"), the decrease will be
limited to the extent necessary to meet these requirements.

     For purposes of determining the cost of insurance, decreases in the Face
Amount will be applied to reduce the current Face Amount in the following
order:


                                       16
<PAGE>

     (a) The Face Amount provided by the most recent increase;

     (b) The next most recent increases successively; and

     (c) The Face Amount when the Policy was issued.

     By reducing the current Face Amount in this manner, the Rate Class
applicable to the most recent increase in Face Amount will be eliminated first,
then the Rate Class applicable to the next most recent increase, and so on, for
the purposes of calculating the cost of insurance. This assumption will affect
the cost of insurance under the Policy only if different Rate Classes have been
applied to the current Face Amount. A Rate Class is a group of Insureds we
determine based upon our expectation that they will have similar mortality
experience. We currently place Insureds into standard Rate Classes or into
substandard Rate Classes that involve a higher mortality risk (for example, a
200% Rate Class or a 300% Rate Class). In an otherwise identical Policy, an
Insured in the standard Rate Class will have a lower cost of insurance than an
Insured in a substandard Rate Class with higher mortality risks. See
"Deductions and Charges -- Monthly Deduction."

     For example, assume that the Initial Face Amount was $50,000 with a
standard Rate Class, and that successive increases of $25,000 (at a Rate Class
of 200%) and $50,000 (at a Rate Class of 300%) were added. If a decrease of
$50,000 or less is requested, the amount of insurance at a 300% Rate Class will
be reduced first. If a decrease of more than $50,000 is requested, the amount
at a 300% Rate Class will be eliminated, and the excess over $50,000 will next
reduce the amount of insurance at a 200% Rate Class.

     Effect of Requested Changes in Face Amount. An increase or decrease in
Face Amount will affect the Monthly Deduction because the cost of insurance
depends upon the Face Amount. The charge for certain optional insurance
benefits may also be affected. See "Deductions and Charges -- Monthly
Deduction." An increase in the Face Amount will increase the Surrender Charge,
but a decrease in the Face Amount will not reduce the Surrender Charge. The
Surrender Charge is, however, imposed only upon lapse or total surrender of the
Policy and not upon a requested decrease in Face Amount. See "Deductions and
Charges -- Surrender Charge."

     An increase in the Face Amount will increase the Minimum Monthly Premium
as of the effective date of the increase. Therefore, additional premium
payments may be required to maintain the Death Benefit Guarantee. A decrease in
the Face Amount will reduce the Minimum Monthly Premium as of the effective
date of the decrease. See "Death Benefit Guarantee."

     The additional Surrender Charge on a requested increase in the Face Amount
will reduce the Cash Surrender Value (which is the Accumulation Value less any
Surrender Charge, Loan Amount and unpaid Monthly Deductions). If the resulting
Cash Surrender Value is not sufficient to cover the Monthly Deduction, the
Policy may lapse unless the Death Benefit Guarantee is in effect. See "Policy
Lapse and Reinstatement -- Lapse" and "Death Benefit Guarantee."


Insurance Protection

     You may increase or decrease the pure insurance protection provided by the
Policy (that is, the difference between the Death Benefit and the Accumulation
Value) in one of several ways as insurance needs change. These ways include
increasing or decreasing the Face Amount of insurance, changing the level of
premium payments, and, to a lesser extent, making a partial withdrawal under
the Policy. Although the consequences of each of these methods will depend upon
the individual circumstances, they may be generally summarized as follows:

   (a)   A decrease in the Face Amount will, subject to the corridor
        percentage limitations (see "Death Benefit -- Death Benefit Options"),
        decrease the pure insurance protection without reducing the
        Accumulation Value. If the Face Amount is decreased, the Policy charges
        generally will decrease as well. (Note that the Surrender Charge will
        not be reduced. See "Deductions and Charges -- Surrender Charge.")
   (b)   An increase in the Face Amount (which is generally subject to
        underwriting approval -- see "Death Benefit -- Requested Changes in
        Face Amount") will likely increase the amount of pure insurance
        protection, depending on the amount of Accumulation Value and the
        resultant corridor percentage limitation. If the insurance protection
        is increased, the Policy charges generally will increase as well.
   (c)   A partial withdrawal will reduce the Death Benefit. See "Surrender
        Benefits -- Partial Withdrawal." However, it has a limited effect on
        the amount of pure insurance protection and charges under the Policy,
        because the decrease in the Death Benefit is usually equal to the
        amount of Accumulation Value withdrawn. The primary use of a partial
        withdrawal is to withdraw Accumulation Value. Furthermore, it results
        in a reduced amount of Accumulation Value and increases the possibility
        that the Policy will lapse.


                                       17
<PAGE>

   (d)   Under the Level Amount Option, until the corridor percentage of
        Accumulation Value exceeds the Face Amount, (i) an increased level of
        premium payments will reduce the amount of pure insurance protection,
        and (ii) a reduced level of premium payments will increase the amount
        of pure insurance protection.
   (e)   Under the Variable Amount Option, until the corridor percentage of
        Accumulation Value exceeds the Face Amount plus the Accumulation Value,
        the level of premium payments will not affect the amount of pure
        insurance protection. (However, both the Accumulation Value and the
        Death Benefit will be increased if premium payments are increased, and
        reduced if premium payments are reduced.)
   (f)   Under either Death Benefit Option, if the Death Benefit is the
        corridor percentage of Accumulation Value, then (i) an increased level
        of premium payments will increase the amount of pure insurance
        protection (subject to underwriting approval -- see "Payment and
        Allocation of Premiums -- Amount and Timing of Premiums"), and (ii) a
        reduced level of premium payments will reduce the pure insurance
        protection.

   THE TECHNIQUES DESCRIBED IN THIS SECTION FOR CHANGING THE AMOUNT OF PURE
   INSURANCE PROTECTION UNDER THE POLICY (FOR EXAMPLE, CHANGING THE FACE
   AMOUNT, MAKING A PARTIAL WITHDRAWAL, AND CHANGING THE AMOUNT OF PREMIUM
   PAYMENTS) MUST BE CONSIDERED TOGETHER WITH THE OTHER RESTRICTIONS AND
   CONSIDERATIONS DESCRIBED ELSEWHERE IN THIS PROSPECTUS.


Change in Death Benefit Option

     After the first two Policy Years, and at least two years after any
increase in Face Amount, you may change the Death Benefit Option once each
Policy Year. The change is effective on the Monthly Anniversary on or next
following the date we receive your request. You must submit a written request
to change the Death Benefit Option. A change in the Death Benefit Option will
also change the Face Amount. If the Death Benefit Option is changed from the
Level Amount Option to the Variable Amount Option, the Face Amount will be
decreased by an amount equal to the Accumulation Value on the effective date of
the change. You cannot change from the Level Amount Option to the Variable
Amount Option if the resulting Face Amount would fall below the Minimum Face
Amount (currently $25,000).

     If the Death Benefit Option is changed from the Variable Amount Option to
the Level Amount Option, the Face Amount will be increased by an amount equal
to the Policy's Accumulation Value on the effective date of the change.

     An increase or decrease in Face Amount resulting from a change in the
Death Benefit Option will affect the future Monthly Deductions because the cost
of insurance depends upon the Face Amount. The charge for certain optional
insurance benefits may also be affected. See "Deductions and Charges -- Monthly
Deduction." The Surrender Charge, however, will not be affected by an increase
or decrease in Face Amount resulting from a change in Death Benefit Option.

   
     Changes in the Death Benefit Option do not require additional evidence of
insurability.
    


Accelerated Benefit

     Under certain circumstances, the Accelerated Benefit allows a Policy owner
to accelerate benefits from the Policy that would be otherwise payable upon the
death of the Insured. The benefit may vary state-by-state and your registered
representative should be consulted as to whether and to what extent the rider
is available in a particular state and on any particular Policy.

     Generally, we will provide an Accelerated Benefit if the Insured has a
terminal illness that will result in the death of the Insured within 12 months,
as certified by a physician.

     The Accelerated Benefit will not be more than 50% of the amount that would
be payable at the death of the Insured. The Accelerated Benefit will first be
used to pay off any outstanding Policy loans and interest due. The remainder of
the Accelerated Benefit will be in a lump sum to the Policy owner. Limitations,
as described in the Accelerated Benefit Rider, may apply.

     A lien will be established against the Policy for the amount of the
Accelerated Benefit plus the administrative charge, plus interest on the lien.
Any proceeds from the Policy will be first used to repay this lien. The Policy
owner's access to the Cash Value will be reduced by the amount of the lien. The
proceeds payable to the beneficiary will be reduced by the amount of the lien.

     The administrative charge will not exceed $300 and will be assessed at the
time the benefit is accelerated.

     The premium payable on the Policy will not be affected by the Accelerated
Benefit.

                                       18
<PAGE>

     Receipt of a benefit under the Accelerated Benefit Rider may give rise to
Federal or State income tax. A competent tax adviser should be consulted for
further information.

     The above information is not intended to be a complete summary of the
Rider. All of the terms and provisions of the Accelerated Benefit are set forth
in the Rider and should be referred to in order to fully ascertain its benefits
and limitations.


Payment and Allocation of Premiums

Issuing the Policy

     To apply for a Policy, an individual must complete an application and
personally deliver it to our licensed agent. The minimum Face Amount is
currently $25,000, but we reserve the right to specify a different minimum Face
Amount in the future for issuing a new Policy. We will generally only issue a
Policy to an applicant Age 75 or less who supplies evidence of insurability
satisfactory to us. Acceptance is subject to our underwriting rules and we
reserve the right to reject an application for any reason permitted by law.

   
     Coverage. Coverage under a Policy begins on the later of the Issue Date or
the date we receive at least the minimum initial premium (see immediately
following section). In general, if the applicant pays at least the minimum
initial premium with the application, the Issue Date will be the later of the
date of the application or the date of any medical examination required by our
underwriting procedures. However, if underwriting approval has not occurred
within 45 days after we receive the application or if you authorize premiums to
be paid by bank account monthly deduction, the Issue Date will be the date of
underwriting approval.
    

     If you authorize premiums to be paid by government allotment, the Issue
Date generally will be, subject to our underwriting approval, the first day of
the month in which we receive the first Minimum Monthly Premium through
government allotment, whether or not a Minimum Monthly Premium is collected
with the application. If a Minimum Monthly Premium is collected with the
application, it will be allocated to the Sub-Accounts of the Variable Account
and the Fixed Account on the Valuation Date next following the Issue Date.

     Minimum Initial Premium. The minimum initial premium is three Minimum
Monthly Premiums. See "Death Benefit Guarantee." If, however, you authorize
premiums to be paid by bank account monthly deduction or government allotment,
we will accept one Minimum Monthly Premium together with the required
authorization forms. The Minimum Monthly Premium is specified in the Policy and
determines the payments required to maintain the Death Benefit Guarantee.

     Crediting Net Premiums. We will credit Net Premiums to the Sub-Accounts of
the Variable Account and to the Fixed Account (except for policies issued in
New Jersey) on the basis of the applicant's allocation on the latest of the
following dates:

     o The Valuation Date following the date of underwriting approval.
     o The Valuation Date on or next following the Policy Date.
     o The Valuation Date on or next following the date we have received at
       least the required minimum initial premium payment.
     o In the case of Policies issued under government allotment programs, the
       Valuation Date next following the Issue Date.

     Until the date on which Net Premiums are credited as described above,
premium payments will be held in our General Account. No interest will be
earned on these premium payments during this period of time.

     Refunding Premium. We will return all premiums paid without interest if
any of the following occur:

     o We send notice to the applicant that the insurance is declined.
     o The applicant refuses an offer for an alternative policy.
     o The applicant does not supply required medical exams or tests within 30
       days of the date of the application.
     o The applicant returns the Policy under the limited free look right. See
       "Free Look and Conversion Rights -- Free Look Rights."


Allocation of Premiums

   
     You choose the initial allocation of your Net Premiums (your gross
premiums less the Premium Expense Charge) to the Fixed Account and the
Sub-Accounts of the Variable Account on the application for the Policy. You may
change the allocation at any time by notifying us in writing. Changes will not
be effective until the date we receive your request and will only affect
premiums we receive on or after that date. The premium allocation may be 100%
to the Fixed Account or
    


                                       19
<PAGE>

the Sub-Accounts or divided among the Fixed Account and the Sub-Accounts in
whole percentage points totaling 100%. We reserve the right to adjust any
allocation to eliminate fractional percentages. Changing the Net Premium
allocation will not affect the allocation of existing Accumulation Value.


Amount and Timing of Premiums

     The amount and frequency of premium payments will affect the Accumulation
Value, the Cash Surrender Value, and how long the Policy will remain in force
(including affecting whether the Death Benefit Guarantee is in effect -- see
"Death Benefit Guarantee"). After the initial premium, you may determine the
amount and timing of subsequent premium payments within the following
restrictions:

   o IN MOST CASES, PAYMENT OF CUMULATIVE PREMIUMS SUFFICIENT TO MAINTAIN THE
     DEATH BENEFIT GUARANTEE WILL BE REQUIRED TO KEEP THE POLICY IN FORCE DURING
     AT LEAST THE FIRST SEVERAL POLICY YEARS. SEE "DEATH BENEFIT GUARANTEE."
   o We may choose not to accept any premium less than $25.00.
   o We reserve the right to limit the amount of any premium payment. In
     general, during the first Policy Year we will not accept total premium
     payments in excess of $250,000 on the life of any Insured, whether such
     payments are received on a Policy or on any other insurance policy issued
     by us or our affiliates. Also, we will not accept any premium payment in
     excess of $50,000 on any Policy after the first Policy Year. At our
     discretion, however, we may waive any of these premium limitations.
   o We may require additional evidence of insurability satisfactory to us if
     any premium would increase the difference between the Death Benefit and the
     Accumulation Value (that is, the net amount at risk). A premium payment
     would increase the net amount at risk if at the time of payment the Death
     Benefit would be based upon the applicable percentage of Accumulation
     Value. See "Death Benefit -- Death Benefit Options."
   o In no event may the total of all premiums paid, both scheduled and
     unscheduled, exceed the current maximum premium payments allowed for life
     insurance under Section 7702 of the Federal Internal Revenue Code. If at
     any time a premium is paid which would result in total premiums exceeding
     the current maximum premiums allowed, we will only accept that portion of
     the premium which would make total premiums equal the maximum. Any part of
     the premium in excess of that amount will be returned, and no further
     premiums will be accepted until allowed by the current maximum premium
     limitations.
   o If you contemplate a large premium payment under this Policy, and you wish
     to avoid Modified Endowment Contract classification, you may contact us in
     writing before making the payment and we will tell you the maximum amount
     which can be paid into the Policy. See "Federal Tax Matters -- Policy
     Proceeds."


Planned Periodic Premiums

     You may choose a Planned Periodic Premium schedule which indicates a
preference as to future amounts and frequency of payment. The Planned Periodic
Premiums may be paid annually, semi-annually, quarterly or, if you choose, you
can pay the Planned Periodic Premiums by bank account monthly deduction or
government allotment.

     The amount and frequency of your initial Planned Periodic Premium will be
shown in the Policy. You may change the Planned Periodic Premium at any time by
written request. We may limit the amount of any increase if such an increase
would result in planned periodic premiums that are larger than (a) the maximum
premium we would accept under the terms of the Amount and Timing of Premium
Payments provision in the Policy or (b) the planned periodic premium which
would total more than $50,000 per year.

   
     Failure to make any Planned Periodic Premium payment will not, however,
necessarily result in lapse of the Policy. On the other hand, making Planned
Periodic Premium payments will not guarantee that the Policy remains in force.
See "Death Benefit Guarantee" and "Policy Lapse and Reinstatement."
    


Unscheduled Additional Premiums

     Premiums, other than Planned Periodic Premiums, may be paid at any time
while the Policy is in force. We may limit the number and amount of these
additional payments.



                                       20
<PAGE>

Paying Premiums by Mail

   
   Planned Periodic Premiums and Unscheduled Additional Premiums may be paid
   to the Company by mailing them to: 
   ReliaStar Life Insurance Company of New York
   P.O. Box 802511
   Chicago, Illinois 60680-2511
    


Death Benefit Guarantee

     If you meet the requirements described below, we guarantee that we will
not lapse the Policy even if the Cash Surrender Value is not sufficient to
cover the Monthly Deduction that is due. This feature of the Policy is called
the "Death Benefit Guarantee." The Death Benefit Guarantee expires at the
Insured's Age 65 (or five Policy Years, if longer).

     In general, the two most significant benefits from the Death Benefit
Guarantee are as follows. First, during the early Policy Years, the Cash
Surrender Value will generally not be sufficient to cover the Monthly
Deduction, so that the Death Benefit Guarantee will be necessary to avoid lapse
of the Policy. See "Policy Lapse and Reinstatement." This occurs because the
Surrender Charge usually exceeds the Accumulation Value in these years. In this
regard, you should consider that if you request an increase in Face Amount, an
additional Surrender Charge would apply for the fifteen years following the
increase, which could create a similar possibility of lapse as exists during
the early Policy Years. Second, to the extent the Cash Surrender Value declines
due to poor investment performance, or due to an additional Surrender Charge
after a requested increase, the Cash Surrender Value may not be sufficient even
in later Policy Years to cover the Monthly Deduction, so that the Death Benefit
Guarantee may also be necessary in later Policy Years to avoid lapse of the
Policy. THUS, EVEN THOUGH THE POLICY PERMITS PREMIUM PAYMENTS THAT ARE LESS
THAN THE MINIMUM MONTHLY PREMIUMS, YOU MAY LOSE THE SIGNIFICANT PROTECTION
PROVIDED BY THE DEATH BENEFIT GUARANTEE BY PAYING LESS THAN THE MINIMUM MONTHLY
PREMIUMS.


Requirements

     The Death Benefit Guarantee will be in effect if the sum of all premiums
paid minus any partial withdrawals and any loans are equal to or greater than
the sum of the Minimum Monthly Premiums since the Policy Date, including the
Minimum Monthly Premium for the current Monthly Anniversary.

     The requirements for the Death Benefit Guarantee must be satisfied as of
each Monthly Anniversary, even though you do not have to pay premiums monthly.

   
     Example: The Policy Date is January 1, 1998. The Minimum Monthly Premium
is $100 per month. No Policy loans or partial withdrawals are taken and no Face
Amount changes have occurred.
    

   Case 1. You pay $100 each month. The Death Benefit Guarantee is maintained.
          

   
   Case 2. You pay $1,000 on January 1, 1998. The $1,000 maintains the Death
         Benefit Guarantee without your paying any additional premiums for the
         next 10 months (through October 31, 1998). However, you must pay at
         least $100 by November 1, 1998 to maintain the Death Benefit Guarantee
         through November 30, 1998.
    

     The amount of the initial Minimum Monthly Premium will be determined by us
at issuance of the Policy and will be shown in the Policy. The initial Minimum
Monthly Premium will depend upon the Insured's sex, Age at issue, Rate Class,
optional insurance benefits added by rider, and the Initial Face Amount.

     The following Policy changes may change the Minimum Monthly Premium:

     o A requested increase or decrease in the Face Amount. See "Death Benefit
- -- Requested Changes in Face Amount."
     o A change in the Death Benefit Option. See "Death Benefit -- Change in
Death Benefit Option."
     o The addition or termination of a Policy rider. See "General Provisions
- -- Optional Insurance Benefits."

     We will notify you in writing of any changes in the Minimum Monthly
Premium.

     If, as of any Monthly Anniversary, you have not made sufficient premium
payments to maintain the Death Benefit Guarantee, we will send you notice of
the premium payment required to maintain it. If we do not receive the required
premium payment within 61 days from the date of our notice, the Death Benefit
Guarantee will terminate. THE DEATH BENEFIT GUARANTEE CANNOT BE REINSTATED.


                                       21
<PAGE>

     Even if the Death Benefit Guarantee terminates, the Policy will not
necessarily lapse. For a discussion of the circumstances under which the Policy
may lapse, see "Policy Lapse and Reinstatement."


Accumulation Value

     The Accumulation Value of the Policy (that is, the total value
attributable to a specific Policy in the Variable Account and the Fixed
Account) is equal to the sum of the Variable Accumulation Value (the amount
attributable to the Variable Account) plus the Fixed Accumulation Value (the
amount attributable to the Fixed Account). The Accumulation Value should be
distinguished from the Cash Surrender Value that would actually be paid to you
upon total surrender of the Policy, which is the Accumulation Value less any
Surrender Charge, Loan Amount and unpaid Monthly Deductions. See "Surrender
Benefits -- Total Surrender." The Accumulation Value should also be
distinguished from the Cash Value, which determines the amount available for
Policy loans, and is the Accumulation Value less any Surrender Charge. See
"Policy Loans."

   
     The Variable Accumulation Value will increase or decrease to reflect the
investment performance of the Funds in which Sub-Accounts of the Variable
Account have been invested. The Variable Accumulation Value will also be
increased by (a) any Net Premiums credited to the Variable Account and (b) any
transfers from the Fixed Account. The Variable Accumulation Value will also be
reduced by (a) the Monthly Deduction attributable to the Variable Account, (b)
partial withdrawals from the Variable Account, (c) any transfer and partial
withdrawal charges attributable to the Variable Account, and (d) any amounts
transferred from the Variable Account to the Fixed Account including amounts
transferred from the Variable Account to the Fixed Account as security for
Policy loans. The Variable Accumulation Value will generally vary daily.
    

     The Fixed Accumulation Value will be increased by (a) any Net Premiums
credited to it in the Fixed Account, (b) any interest credited to it in the
Fixed Account (determined at our discretion, but guaranteed not to be less than
4%), and (c) any amounts transferred from the Variable Account to it in the
Fixed Account (including amounts transferred to the Fixed Account as security
for Policy loans -- see "Policy Loans"). The Fixed Accumulation Value will be
reduced by (a) the Monthly Deduction attributable to it in the Fixed Account,
(b) partial withdrawals from it in the Fixed Account, (c) any transfer and
partial withdrawal charges attributable to the Fixed Account, and (d) any
amounts transferred from the Fixed Account to the Variable Account.

     For a detailed discussion of the calculation of Accumulation Value, see
Appendix B. An illustration of various Accumulation Values, Surrender Charges,
Cash Surrender Values, and Death Benefits, assuming different levels of premium
payments and various investment returns for selected Ages and Face Amounts, is
shown in Appendix C.


   
Specialized Uses of the Policy

     Because the Policy provides for an accumulation of Cash Surrender Value as
well as a Death Benefit, the Policy can be used for various individual and
business financial planning purposes. Purchasing the Policy in part for such
purposes entails certain risks. For example, if the investment performance of
the Sub-Accounts to which Accumulation Value is allocated is poorer than
expected or if sufficient premiums are not paid, the Policy may lapse or may
not accumulate sufficient Accumulation Value or Cash Surrender Value to fund
the purpose for which the Policy was purchased. Withdrawals and Policy loans
may significantly affect current and future Accumulation Value, Cash Surrender
Value, or Death Benefit proceeds. Depending upon Sub-Account investment
performance and the amount of a Policy loan, the loan may cause a Policy to
lapse. Because the Policy is designed to provide benefits on a long-term basis,
before purchasing a Policy for a specialized purpose you should consider
whether the long-term nature of the Policy is consistent with the purpose for
which it is being considered. Using a Policy for a specialized purpose may have
tax consequences. See "Federal Tax Matters."
    


Deductions and Charges

   
     Charges will be deducted in connection with the Policy for (a) providing
the insurance benefits of the Policy (including any riders), (b) administering
the Policy, (c) assuming certain risks in connection with the Policy, and (d)
incurring expenses in distributing the Policy.
    

     Some of these charges are deducted from each premium payment. Certain
other charges are deducted monthly from both the Fixed Account and the Variable
Account, or from the Variable Account only. A charge is also made for each
partial withdrawal and a charge may be made for each transfer.

   
     We may realize a profit on one or more of these charges, such as the
mortality and expense risk charge. We may use any such profits for any proper
corporate purpose, including, among other things, payment of sales expenses.
    


                                       22
<PAGE>

Premium Expense Charge

     We deduct a Premium Expense Charge, which is 5% of each premium payment.
The amount remaining after we have deducted the Premium Expense Charge is
called the Net Premium. The Net Premium is then credited to the Fixed Account
and the Sub-Accounts of the Variable Account according to your allocation.


Monthly Deduction

     We deduct the charges described below from the Accumulation Value of the
Policy on a monthly basis. The total of these charges is called the Monthly
Deduction.

     The Monthly Deduction will be deducted on each Monthly Anniversary from
the Fixed Account and the Sub-Accounts of the Variable Account on a
proportionate basis depending on their relative Accumulation Values at that
time. For purposes of determining these proportions, the Fixed Accumulation
Value is reduced by the Loan Amount. Because the cost of insurance portion of
the Monthly Deduction can vary from month to month, the Monthly Deduction
itself will vary in amount from month to month.

     If the Cash Surrender Value is not sufficient to cover the Monthly
Deduction on a Monthly Anniversary and the Death Benefit Guarantee is not in
effect, the Policy may lapse. See "Death Benefit Guarantee" and "Policy Lapse
and Reinstatement."

     Cost of Insurance. We will determine the monthly cost of insurance by
multiplying the applicable cost of insurance rate or rates by the net amount at
risk under the Policy. The net amount at risk under the Policy for a Policy
Month is (a) the Death Benefit at the beginning of the Policy Month divided by
1.004074 (which reduces the net amount at risk, solely for purposes of
computing the cost of insurance, by taking into account assumed monthly
earnings at an annual rate of 5%), less (b) the Accumulation Value immediately
before the Monthly Deduction, minus the cost of any rider benefits other than
any Waiver of Monthly Deduction rider, for the month. As a result, the net
amount at risk may be affected by changes in the Accumulation Value or in the
Death Benefit.

     The Rate Class of an Insured may affect the cost of insurance. A Rate
Class is a group of Insureds we determine based upon our expectation that they
will have similar mortality experience. We currently place Insureds into
standard Rate Classes or into substandard Rate Classes that involve a higher
mortality risk. In an otherwise identical Policy, an Insured in a standard Rate
Class will have a lower cost of insurance than an Insured in a Rate Class with
higher mortality risks.

     If there is an increase in the Face Amount and the Rate Class applicable
to the increase is different from that for the Initial Face Amount or any prior
requested increases in Face Amount, the net amount at risk will be calculated
separately for each Rate Class. For purposes of determining the net amount at
risk for each Rate Class, the Accumulation Value will first be assumed to be
part of the Initial Face Amount. If the Accumulation Value is greater than the
Initial Face Amount, it will then be assumed to be part of each increase in
order, starting with the first increase.

     Cost of insurance rates will be based on the sex, Issue Age, Policy Year
and Rate Class(es) of the Insured. The actual monthly cost of insurance rates
will reflect our expectations as to future experience. They will not, however,
be greater than the guaranteed cost of insurance rates shown in the Policy,
which are based on the Commissioner's 1980 Standard Ordinary Mortality Tables
for smokers or nonsmokers, respectively.

   
     Monthly Administrative Charge. Each month we deduct an administrative
charge of $7.50 which is guaranteed not to exceed the product of $5.00 and the
ratio (not to exceed 2.00) of (a) the Consumer Price Index (for all urban
households) for the preceding September to (b) the Consumer Price Index for
September 1985.

     Monthly Mortality and Expense Risk Charge. Each month it is currently
anticipated that we will deduct this charge at an annual rate of .60 of 1%
(.60%) of the Variable Accumulation Value but in no event will it exceed .90 of
1% (.90%).
    

     Optional Insurance Benefit Charges. Each month we deduct charges for any
optional insurance benefits added to the Policy by rider. See "General
Provisions -- Optional Insurance Benefits."


Surrender Charge

     During the first 15 years the Policy is in force and the first 15 years
following a requested increase in the Face Amount, there is a Surrender Charge
if you surrender the Policy or the Policy lapses. The maximum Surrender Charge
for the Initial Face Amount or any requested increase in Face Amount will be
determined on the Policy Date or on the effective date of any requested
increase respectively. The Surrender Charge remains level for the first five
years in the relevant 15 year period, and then reduces in equal monthly
increments until it becomes zero at the end of 15 years. Thus if the Policy
remains in force during the entire relevant 15-year period, you do not pay the
Surrender Charge. The Surrender Charge will vary


                                       23
<PAGE>

depending on the Age of the Insured, the sex of the Insured, and the Rate Class
of the Insured (on the Policy Date or on the effective date of an increase in
Face Amount).

     The Surrender Charge for the Initial Face Amount or any requested increase
in Face Amount is determined by multiplying (i) the applicable Surrender Charge
per $1,000 Face Amount from Appendix D by (ii) the Initial Face Amount or the
Face Amount of the increase, as applicable, and by (iii) the applicable
percentage from the Surrender Charge Percentage Table below, and then dividing
this amount by 1000. Then the Surrender Charge is reduced by the Premium
Related Surrender Charge Reduction.

     The Premium Related Surrender Charge Reduction will apply only to the
Surrender Charge for the Initial Face Amount when the cumulative premiums are
less than the Surrender Charge Whole Life Premium. The Premium Related
Surrender Charge Reduction will be zero when the cumulative premiums equal or
exceed the Surrender Charge Whole Life Premium. The Premium Related Surrender
Charge Reduction also will be zero for any requested increase in Face Amount.
The Premium Related Surrender Charge Reduction for the Initial Face Amount is
calculated by multiplying 70% by the excess of (i) the Surrender Charge Whole
Life Premium over (ii) the cumulative premiums. The Surrender Charge Whole Life
premium is calculated by multiplying (i) the applicable Surrender Charge Whole
Life premium per $1000 of Face Amount from Appendix E by (ii) the Initial Face
Amount, and then dividing by 1000.

     Example. The following example illustrates how the Surrender Charge is
determined. Assume that a male nonsmoker, Age 35 buys a Policy with an initial
Face Amount of $100,000 and he surrenders the Policy during the third Policy
Year at which time he has paid cumulative premiums of $2,000.

     Based on these assumptions the Surrender Charge will be the result of
multiplying (i) $16.20 (from Appendix D for a male nonsmoker Age 35) by (ii)
$100,000 (the Initial Face Amount) and by (iii) 100% (the applicable percentage
from the Surrender Charge Percentage Table), and then dividing by 1000, which
results in a Surrender Charge of $1,620 ($16.20 x $100,000 x 100% / 1000).

     The Surrender Charge Whole Life Premium is determined by multiplying (i)
$11.64 (from Appendix E for a male nonsmoker Age 35) by (ii) $100,000 (the
Initial Face Amount), and then dividing by 1000, which results in a Surrender
Charge Whole Life Premium of $1,164 ($11.64 x $100,000 / 1000). The Surrender
Charge Whole Life Premium of $1,164 is less than the cumulative premium of
$2,000, so the Premium Related Surrender Charge Reduction is zero.

     The additional Surrender Charge for requested increases in Face Amount
will be calculated in the same manner as illustrated in the example above,
except that the Premium Related Surrender Charge is zero for requested
increases in Face Amount.


                       Surrender Charge Percentage Table


   
<TABLE>
<S>                                                     <C>
           If surrender or lapse occurs in the last     The following percentage of the
                 month of Policy Year:                  Surrender Charge will be payable:
- -----------------------------------------------------   ----------------------------------
                     1 through 5                                       100%
                          6                                            90%
                          7                                            80%
                          8                                            70%
                          9                                            60%
                          10                                           50%
                          11                                           40%
                          12                                           30%
                          13                                           20%
                          14                                           10%
                     15 and later                                       0%
</TABLE>
    

For requested increases, years are measured from the date of the increase.

The percentages reduce equally for each Policy Month during the years shown.
For example, during the seventh Policy Year, the percentage reduces equally
each month from 90% at the end of the sixth Policy Year to 80% at the end of
the seventh Policy Year.


                                       24
<PAGE>

Partial Withdrawal and Transfer Charges

     We currently make no charge for transfers. We currently charge $10.00 for
each partial withdrawal. The charge for transfers is guaranteed not to exceed
$25.00 per transfer for transfers in excess of 12 per Policy Year for the
duration of the Policy. The charge for partial withdrawals is guaranteed not to
exceed $25.00 for the duration of the Policy. The transfer charge will not be
imposed on transfers that occur as a result of Policy loans or the exercise of
conversion rights.


   
The Investment Advisory Fees and Other Fund Expenses After Reimbursement

     Because the Variable Account purchases shares of the Funds, the net asset
value of the investments of the Variable Account will reflect the investment
advisory fees and other expenses incurred by the Funds. Set forth below is
information provided by each Fund on its total 1997 annual expenses as a
percentage of the Fund's average net assets. For more information concerning
these expenses, see the prospectuses for the Funds that are contained in the
accompanying book entitled "Select-Product Investment Options".


Expenses
    

   
<TABLE>
                                                                                             Total Investment
                                                                                           --------------------
                                                                                               Fund Annual
                                                                   Management     Other    --------------------
Funds                                                                 Fees      Expenses         Expenses
- -----                                                            -------------  ---------  --------------------
<S>                                                               <C>            <C>        <C>
Alger American Growth Portfolio (a)                                  0.75%        0.04%           0.79%  
Alger American MidCap Growth Portfolio (a)                           0.80%        0.04%           0.84%  
Alger American Small Capitalization Portfolio (a)                    0.85%        0.04%           0.89%  
Fidelity VIP Equity-Income Portfolio (a) (b)                         0.50%        0.08%           0.58%  
Fidelity VIP Growth Portfolio (a) (b)                                0.60%        0.09%           0.69%  
Fidelity VIP High Income Portfolio (a) (b)                           0.59%        0.12%           0.71%  
Fidelity VIP Money Market Portfolio                                  0.21%        0.10%           0.31%  
Fidelity VIP II Contrafund Portfolio (a) (b)                         0.60%        0.11%           0.71%  
Fidelity VIP II Index 500 Portfolio (a) (c)                          0.24%        0.04%           0.28%  
Fidelity VIP II Investment Grade Bond Portfolio (a)                  0.44%        0.14%           0.58%  
Janus Aggressive Growth Portfolio (a) (d)                            0.73%        0.03%           0.76%  
Janus Growth Portfolio (a) (d)                                       0.65%        0.05%           0.70%  
Janus International Growth Portfolio (a) (d)                         0.67%        0.29%           0.96%  
Janus Worldwide Growth Portfolio (a) (d)                             0.66%        0.08%           0.74%  
Neuberger&Berman AMT Limited Maturity Bond Portfolio (a)             0.65%        0.12%           0.77%  
Neuberger&Berman AMT Partners Portfolio (a)                          0.80%        0.06%           0.86%  
Northstar Variable Trust Growth Portfolio (e)                        0.75%        0.05%           0.80%  
Northstar Variable Trust High Yield Bond Portfolio (e)               0.75%        0.05%           0.80%  
Northstar Variable Trust Income & Growth Portfolio (e)               0.75%        0.05%           0.80%  
Northstar Variable Trust International Value Portfolio (e)           0.75%        0.05%           0.80%  
Northstar Variable Trust Multi-Sector Bond Portfolio (e)             0.75%        0.05%           0.80%  
OCC Equity Portfolio (a) (f)                                         0.80%        0.19%           0.99%  
OCC Global Equity Portfolio (a) (f)                                  0.79%        0.40%           1.19%  
OCC Managed Portfolio (a) (f)                                        0.80%        0.07%           0.87%  
OCC Small Cap Portfolio (a) (f)                                      0.80%        0.17%           0.97%  
Putnam VT Diversified Income Fund                                    0.69%        0.11%           0.80%  
Putnam VT Growth and Income Fund                                     0.47%        0.04%           0.51%  
Putnam VT Voyager Fund                                               0.54%        0.05%           0.59%  
</TABLE>                                                  
    


   
                                       25
    
<PAGE>

   
(a) The Company or its affiliates may receive compensation from an affiliate or
    affiliates of certain of the Funds based upon an annual percentage of the
    average net assets held in that Fund by the Company and by certain of the
    Company's insurance company affiliates. These amounts are intended to
    compensate the Company or the Company's affiliates for administrative,
    recordkeeping, distribution in some cases, and other services provided by
    the Company and its affiliates to Funds and/or the Funds' affiliates.
    Payments of such amounts by an affiliate or affiliates of the Funds do not
    increase the fees paid by the Funds or their shareholders. The percentage
    paid may vary from one fund to another.

(b) A portion of the brokerage commissions that certain funds pay was used to
    reduce funds expenses. In addition, certain funds have entered into
    arrangements with their custodian whereby credits realized, as a result of
    uninvested cash balances, were used to reduce custodian expenses.
    Including these reductions, the Total Investment Fund Annual Expenses
    presented in the table would have been 0.57% for Fidelity VIP
    Equity-Income Portfolio, 0.67% for Fidelity VIP Growth Portfolio and 0.68%
    for Fidelity VIP II Contrafund Portfolio.

(c) FMR agreed to reimburse a portion of Fidelity VIP II Index 500 Portfolio's
    expenses during the period. Without this reimbursement, the funds'
    Management Fee, Other Expenses and Total Investment Fund Annual Expenses
    would have been 0.27%, 0.13%, and 0.40%, respectively. Expense
    reimbursements are voluntary. There is no assurance of ongoing
    reimbursement.

(d) The fees and expenses in the table above are based on gross expenses before
    expense offset arrangements for the fiscal year ended December 31, 1997.
    The information for each Portfolio is net of fee waivers from Janus
    Capital. Fee reductions for the Aggressive Growth, Growth, International
    Growth, and Worldwide Growth Portfolios reduce the management fee to the
    level of the corresponding Janus retail fund. Without such waivers or
    reductions, the Management Fee, Other Expenses and Total Operating
    Expenses would have been: 0.74%, 0.04%, and 0.78% for the Janus Aggressive
    Growth Portfolio; 0.74%, 0.04%, and 0.78% for the Janus Growth Portfolio;
    0.79%, 0.29%, and 1.08% for the Janus International Growth Portfolio; and
    0.72%, 0.09%, and 0.81% for the Janus Worldwide Growth Portfolio. Janus
    Capital may modify or terminate the reductions at any time upon at least
    90 days' notice to the Trustees of Janus Aspen Series.

(e) The investment adviser to the Northstar Variable Trust has agreed to
    reimburse the five Northstar Portfolios for any expenses in excess of
    0.80% of each Portfolio's average daily net assets. In the absence of the
    investment adviser's expense reimbursements, the Total Investment Fund
    Annual Expenses that would have been paid by each Portfolio during its
    fiscal year ended December 31, 1997 would have been: 1.09% for the
    Northstar Variable Trust Growth Portfolio, 1.35% for the Northstar
    Variable Trust High Yield Bond Portfolio, 1.11% for the Northstar Variable
    Trust Income and Growth Portfolio, 1.36% for the Northstar Variable Trust
    Multi-Sector Bond Portfolio; and 2.61% for the Northstar Variable Trust
    International Value Portfolio. Expense reimbursements are voluntary. There
    is no assurance of ongoing reimbursement.

(f) Management Fees reflect effective management fees after taking into effect
    any waiver. Other Expenses are shown gross of expense offsets afforded the
    Portfolios which effectively lowered overall custody expenses. Total
    Investment Fund Annual Expenses for the Equity, Small Cap and Managed
    Portfolios are limited by OpCap Advisors so that their respective
    annualized operating expenses (net of any expense offsets) do not exceed
    1.00% of average daily net assets. Total Investment Fund Annual Expenses
    for the Global Equity Portfolio are limited to 1.25% of average daily net
    assets. Without such limitation and without giving effect to any expense
    offsets, the Management Fees, Other Expenses and Total Investment Fund
    Annual Expenses incurred for the fiscal year ended December 31, 1997 would
    have been: 0.80%, 0.19% and 0.99%, respectively, for the Equity Portfolio;
    0.80%, 0.40% and 1.20%, respectively, for the Global Equity Portfolio;
    0.80%, 0.07% and 0.87%, respectively, for the Managed Portfolio; and
    0.80%, 0.17% and 0.97%, respectively, for the Small Cap Portfolio. Expense
    reimbursements are voluntary. There is no assurance of ongoing
    reimbursement.
    

Reduction of Charges

     Any of the charges under the Policy, as well as the minimum Face Amount
set forth in this Prospectus, may be reduced because of special circumstances
that result in lower sales, administrative, or mortality expenses. For example,
special circumstances may exist in connection with group or sponsored
arrangements, sales to our policyholders or those of affiliated insurance
companies, or sales to employees or clients of members of our affiliated group
of insurance companies. The amount of any reductions will reflect the reduced
sales effort and administrative costs resulting from, or the different
mortality experience expected as a result of, the special circumstances.
Reductions will not be unfairly discriminatory against any person, including
the affected Policy owners and owners of all other policies funded by the
Variable Account.


                                       26
<PAGE>

Policy Lapse and Reinstatement

     Lapse. Unlike traditional life insurance policies, the failure to make a
Planned Periodic Premium will not by itself cause the Policy to lapse. If the
Death Benefit Guarantee is not in effect, the Policy will lapse if, as of any
Monthly Anniversary, the Cash Surrender Value is less than the Monthly
Deduction due, and a grace period of 61 days expires without a sufficient
premium payment. A sufficient premium payment is any premium payment such that
the Net Premium is larger than the sum of 1+2 where 1 is the amount by which
the Accumulation Value is less than the Surrender Charge as of the beginning of
the grace period and 2 is the sum of past due Monthly Deductions.

     During the early Policy Years, the Cash Surrender Value will generally not
be sufficient to cover the Monthly Deduction, so that premium payments
sufficient to maintain the Death Benefit Guarantee will be required to avoid
lapse. See "Death Benefit Guarantee."

     The Policy does not lapse, and the insurance coverage continues, until the
expiration of a 61-day grace period which begins on the date we send you
written notice indicating that the Cash Surrender Value is less than the
Monthly Deduction due. Our written notice to you will indicate the amount of
the payment required to avoid lapse. Failure to make a sufficient premium
payment within the grace period will result in lapse of the Policy without
value.

     If the Insured dies during the grace period, the proceeds payable will
equal the amount of the Death Benefit on the Valuation Date on or next
following the date of the Insured's death, reduced by any Loan Amount and any
unpaid Monthly Deductions.

     If the Death Benefit Guarantee is in effect, we will not lapse the Policy.
See "Death Benefit Guarantee."

     Reinstatement. Reinstatement means putting a lapsed Policy back in force.
You may reinstate a lapsed Policy by written request any time within five years
after it has lapsed if it has not been surrendered for its Cash Surrender
Value.

     To reinstate the Policy and any riders you must submit evidence of
insurability satisfactory to us and you must pay a premium large enough such
that the Net Premium is as large as the sum of the Surrender Charge after
reinstatement, plus the Monthly Deductions for the date of reinstatement and
the following Monthly Anniversary.

     The Death Benefit Guarantee cannot be reinstated. See "Death Benefit
Guarantee."


Surrender Benefits

     Subject to certain limitations, you may make a total surrender of the
Policy or a partial withdrawal of the Policy's Cash Surrender Value by sending
us a written request. The amount available for a total surrender or partial
withdrawal will be determined at the end of the Valuation Period during which
your written request is received. Any amounts payable from the Variable Account
upon total surrender or partial withdrawal will generally be paid within seven
days of receipt of your written request. Postponement of payments may, however,
occur in certain circumstances. See "General Provisions -- Postponement of
Payments."


Total Surrender

     By making a written request, you may surrender the Policy at any time for
its Cash Surrender Value. The Cash Surrender Value is the Accumulation Value of
the Policy reduced by any Surrender Charge, Loan Amount and unpaid Monthly
Deductions. If the Cash Surrender Value at the time of a surrender exceeds
$25,000, the written request must include a Signature Guarantee. An
illustration of Accumulation Values, Surrender Charges, Cash Surrender Values,
and Death Benefits assuming different levels of premium payments and investment
returns for selected Ages and Face Amounts, is shown in Appendix C.


Partial Withdrawal

   
     After the first Policy Year, you may also withdraw part of the Policy's
Cash Surrender Value by sending us a written request. If the amount being
withdrawn exceeds $25,000, the written request must include a Signature
Guarantee. Only one partial withdrawal is allowed in any Policy Year. We
currently make a $10.00 charge for each partial withdrawal. This charge is
guaranteed not to exceed $25.00 for each partial withdrawal. See "Deductions
and Charges -- Partial Withdrawal and Transfer Charges." The amount of any
partial withdrawal must be at least $500 and, during the first 15 Policy Years,
may not be more than 20% of the Cash Surrender Value on the date we receive
your written request. No interest will accrue on amounts represented by
uncashed distribution or redemption checks.
    


                                       27
<PAGE>

     Unless you specify a different allocation, we make partial withdrawals
from the Fixed Account and the Sub-Accounts of the Variable Account on a
proportionate basis based upon the Accumulation Value. These proportions will
be determined at the end of the Valuation Period during which your written
request is received. For purposes of determining these proportions, any
outstanding Loan Amount is first subtracted from the Fixed Accumulation Value.

     Effect of Partial Withdrawals. The Accumulation Value will be reduced by
the amount of any partial withdrawal. The Death Benefit will also be reduced by
the amount of the withdrawal, or, if the Death Benefit is based on the corridor
percentage of Accumulation Value (see "Death Benefit -- Death Benefit
Options"), by an amount equal to the corridor percentage times the amount of
the partial withdrawal.

     If the Level Amount Option is in effect, the Face Amount will be reduced
by the amount of the partial withdrawal. When increases in the Face Amount have
occurred previously, we reduce the current Face Amount by the amount of the
partial withdrawal in the following order:

   
   (a) The Face Amount provided by the most recent increase;
   (b) The next most recent increases successively; and
   (c) The Face Amount when the policy was issued.

     Thus, partial withdrawals may affect the way in which the cost of
insurance is calculated and the amount of pure insurance protection under the
Policy. See "Death Benefit -- Requested Changes in Face Amount", "Deductions
and Charges -- Monthly Deduction" and "Death Benefit -- Insurance Protection."
    

     We do not allow a partial withdrawal if the Face Amount after a partial
withdrawal would be less than the Minimum Face Amount (currently $25,000).

     If the Variable Amount Option is in effect, a partial withdrawal does not
affect the Face Amount.

     A partial withdrawal may also cause the termination of the Death Benefit
Guarantee because the amount of the partial withdrawal is deducted from the
total premiums paid in calculating whether sufficient premiums have been paid
in order to maintain the Death Benefit Guarantee.

     Like partial withdrawals, Policy loans are a means of withdrawing funds
from the Policy. See "Policy Loans." A partial withdrawal or a Policy loan may
have tax consequences depending on the circumstances of such withdrawal or
loan. See "Federal Tax Matters -- Policy Proceeds."


Transfers

     You may transfer all or part of the Variable Accumulation Value between
the Sub-Accounts or to the Fixed Account subject to any conditions the Funds
whose shares are involved may impose. (Transfers to or from the Fixed Account
are not available for Policies issued in New Jersey.) Transfer requests must be
in writing. Telephone/fax transfers are available when you complete a
telephone/fax form. See "Telephone/Fax Instructions." You may also direct us to
automatically make periodic transfers under the Dollar Cost Averaging or
Portfolio Rebalancing services as described below.

     To transfer all or part of the Variable Accumulation Value from a
Sub-Account, Accumulation Units are redeemed and their values are reinvested in
other Sub-Accounts, or the Fixed Account, as directed in your request. We will
effect transfers, and determine all values in connection with transfers, at the
end of the Valuation Period during which we receive your request, except as
otherwise specified for the Dollar Cost Averaging or Portfolio Rebalancing
services. With respect to future Net Premium payments, however, your current
premium allocation will remain in effect unless (i) you have requested the
Portfolio Rebalancing service, or (ii) you are transferring all of the Variable
Accumulation Value from the Variable Account to the Fixed Account in exercise
of conversion rights. See "Free Look and Conversion Rights -- Conversion
Rights."

     Transfers from the Fixed Account to the Variable Account are subject to
the following additional restrictions: (i) your transfer request must be
postmarked no more than 30 days before or after the Policy Anniversary in any
year, and only one transfer is permitted during this period, (ii) the Fixed
Accumulation Value after the transfer must be at least equal to the Loan
Amount, (iii) no more than 50% of the Fixed Accumulation Value, less any Loan
Amount, may be transferred unless the balance, after the transfer, would be
less than $1,000, in which event the full Fixed Accumulation Value, less any
Loan Amount, may be transferred, and (iv) you must transfer at least the lesser
of $500 or the total Fixed Accumulation Value, less any Loan Amount. See
Appendix A. Some of these restrictions may be waived for transfers due to the
Portfolio Rebalancing service.


                                       28
<PAGE>

   
     Telephone/Fax Transfer Instructions. You are allowed to enter certain
types of instructions either by telephone or by fax if you complete a
telephone/fax instruction authorization form. If you complete the form, you can
enter the following types of instructions by telephone or fax: transfers
between Sub-Accounts or changes of allocations among fund options. If the Owner
completes the telephone/fax form, the Owner agrees that we will not be liable
for any loss, liability, cost or expense when we act in accordance with the
telephone/fax transfer instructions that are received and, if by telephone, are
recorded on voice recording equipment. If a telephone/fax transfer request is
later determined not to have been made by the Owner or was made without the
Owner's authorization, and loss results from such unauthorized transfer, the
Owner bears the risk of this loss. Any requests via fax are considered
telephone requests and are bound by the conditions in the telephone/  fax
transfer authorization form you sign. Any fax request should include your name,
daytime telephone number, Policy number and the names of the Sub-Accounts from
which and to which money will be transferred and the allocation percentage. The
Company will employ reasonable procedures to confirm that instructions
communicated by telephone are genuine. In the event the Company does not employ
such procedures, the Company may be liable for any losses due to unauthorized
or fraudulent instructions. Such procedures may include, among others,
requiring forms of personal identification prior to acting upon telephone/fax
instructions, providing written confirmation of such instructions, and/or tape
recording telephone instructions.
    

     Dollar Cost Averaging Service. You may request this service if your Face
Amount is at least $100,000 and your Accumulation Value, less any Loan Amount,
is at least $5,000. If you request this service, you direct us to automatically
make specific periodic transfers of a fixed dollar amount from any of the
Sub-Accounts to one or more of the Sub-Accounts or to the Fixed Account. No
transfers from the Fixed Account are permitted under this service. Transfers of
this type may be made on a monthly, quarterly, semi-annual, or annual basis.
This service is intended to allow you to use "Dollar Cost Averaging", a long
term investment method which provides for regular investments over time. We
make no guarantees that Dollar Cost Averaging will result in a profit or
protect against loss. You may discontinue this service at any time by notifying
us in writing.

     If you are interested in the Dollar Cost Averaging service you may obtain
a separate application form and full information concerning this service and
its restrictions from us or our registered representative.

     If you are using the Dollar Cost Averaging service, this service will be
discontinued immediately (i) on receipt of any request to begin a Portfolio
Rebalancing service, (ii) if the Policy is in the grace period on any date when
Dollar Cost Averaging transfers are scheduled, or (iii) if the specified
transfer amount from any Sub-Account is more than the Accumulation Value in
that Sub-Account.

     We reserve the right to discontinue, modify, or suspend this service. Any
such modification or discontinuation would not affect any Dollar Cost Averaging
service requests already commenced.

     Portfolio Rebalancing Service. You may request this service if your Face
Amount is at least $200,000 and your Accumulation Value, less any Loan Amount,
is at least $10,000. If you request this service, you direct us to
automatically make periodic transfers to maintain your specified percentage
allocation of Accumulation Value, less any Loan Amount, among the Sub-Accounts
of the Variable Account and the Fixed Account; your allocation of future Net
Premium payments will also be changed to be equal to this specified percentage
allocation. Transfers made under this service may be made on a quarterly,
semi-annual, or annual basis. This service is intended to maintain the
allocation you have selected consistent with your personal objectives.

     The Accumulation Value in each Sub-Account of the Variable Account and the
Fixed Account will grow or decline at different rates over time. Portfolio
Rebalancing will periodically transfer Accumulation Values from those accounts
that have increased in value to those accounts that have increased at a slower
rate or declined in value. If all accounts decline in value, it will transfer
Accumulation Values from those that have decreased less in value to those that
have decreased more in value. We make no guarantees that Portfolio Rebalancing
will result in a profit or protect against loss. You may discontinue this
service at any time by notifying us in writing.

     If you are interested in the Portfolio Rebalancing service you may obtain
a separate application form and full information concerning this service and
its restrictions from us or our registered representative.

     If you are using the Portfolio Rebalancing service, this service will be
discontinued immediately (i) on receipt of any request to change the allocation
of premiums to the Fixed Account and Sub-Account of the Variable Account, (ii)
on receipt of any request to begin a Dollar Cost Averaging service, (iii) upon
receipt of any request to transfer Accumulation Value among the Fixed Account
or Sub-Accounts, or (iv) if the policy is in the grace period or the
Accumulation Value, less any Loan Amount, is less than $7,500 on any Valuation
Date when Portfolio Rebalancing transfers are scheduled.


                                       29
<PAGE>

     We reserve the right to discontinue, modify, or suspend this service. Any
such modification or discontinuation could affect Portfolio Rebalancing
services currently in effect, but only after 30 days notice to affected Policy
owners.

     Transfer Limits. We currently allow 12 transfers in a Policy Year. We
reserve the right to limit you to no more than 12 transfers per Policy Year.
All transfers that are effective on the same Valuation Date will be treated as
one transfer transaction. Transfers made due to the Dollar Cost Averaging or
Portfolio Rebalancing services do not currently count toward the limit on
number of transfers.

   
     Transfer Charges. While there is currently no charge imposed on a
transfer, including transfers to implement Dollar Cost Averaging and Portfolio
Rebalancing, we reserve the right to make a charge not to exceed $25.00 per
transfer for transfers in excess of 12 per Policy Year for the duration of the
Policy. See "Deductions and Charges -- Partial Withdrawal and Transfer
Charges." In no event, however, will any charge be imposed in connection with
the exercise of a conversion right or transfers occurring as the result of
Policy Loans. All transfers are also subject to any charges and conditions
imposed by the Fund whose shares are involved. All transfers that are effective
on the same Valuation Date will be treated as one transfer transaction.
    


Policy Loans

     General. As long as the Policy remains in effect, you may borrow money
from us at any time after the first Policy Year using the Policy as security
for the loan. You may not borrow at any time more than the Loan Value of the
Policy, which is equal to the Cash Value less the existing Loan Amount. Each
Policy loan must be at least $500.

     Loan requests may be made in writing or by telephoning us on any Valuation
Date. Any loan request in excess of $25,000 will require a Signature Guarantee
and telephone loan requests cannot exceed $10,000. No election form is
currently required to make telephone loan requests. We will employ reasonable
procedures to confirm that loan requests made by telephone are genuine. In the
event we do not employ such procedures, we may be liable for any losses due to
unauthorized or fraudulent instructions. Such procedures may include, among
others, requiring forms of personal identification prior to acting upon
telephone instructions, providing written confirmations of such instructions
and/or tape recording telephone instructions.

     Policy loans have priority over the claims of any assignee or other
person. A Policy loan may be repaid in whole or in part at any time while the
Insured is living.

     The loan proceeds will normally be paid to you within seven days after we
receive your request. Payment of loan proceeds to you may be postponed under
certain circumstances. See "General Provisions -- Postponement of Payments."

     When you make a payment on a Policy loan, you must tell us that you are
making a loan payment; otherwise, we will treat it as a premium payment and it
will be subject to the Premium Expense Charge. See "Deductions and Charges --
Premium Expense Charge." We reserve the right to treat a loan payment as a
premium payment if doing so will prevent your policy from lapsing or prevent
borrowing from your policy to pay premiums.

     The total of your outstanding Policy loans including unpaid interest due
thereon is called the "Loan Amount."

     Immediate Effect of Policy Loans. When we make a Policy loan, an amount
equal to the Policy loan (which includes interest payable in advance) will be
segregated within the Accumulation Value of your Policy and held in the Fixed
Account as security for the loan (this includes loans taken on policies issued
in New Jersey). As described below, you will pay interest to us on the Policy
loan, but we will also credit interest to you on the amount held in the Fixed
Account as security for the loan. The amount segregated in the Fixed Account as
security for the Policy loan will be included as part of the Fixed Accumulation
Value under the Policy, but will (as described below) be credited with interest
on a basis different from other amounts in the Fixed Account.

     Unless you specify differently, amounts held as security for the Policy
loan will come proportionately from the Fixed Accumulation Value and the
Variable Accumulation Value (with the proportions being determined as described
below). Assets equal to the portion of the Policy loan coming from the Variable
Accumulation Value will be transferred from the Sub-Accounts of the Variable
Account to the Fixed Account, THEREBY REDUCING THE ACCUMULATION VALUE HELD IN
THE SUB-ACCOUNTS. These transfers are not treated as transfers for the purposes
of the transfer charge or the limit on the number of transfers.

     Illustration of Determination of Proportions. The segregated amount that
will be security for a Policy loan will come from the Fixed Accumulation Value
and the Variable Accumulation Value in the same proportion that the sum of (a)
the Policy's Fixed Accumulation Value, less any existing Loan Amount, and (b)
the Policy's Variable Accumulation Value, bear


                                       30
<PAGE>

to the Policy's total Accumulation Value less any existing Loan Amount
(determined, in each case, at the end of the Valuation Period during which your
request is received).

   
     This can be illustrated as follows. Assume that the Fixed Accumulation
Value is $5,000 and the Variable Accumulation Value is $6,000, with Sub-Account
XXX = $2,000, and Sub-Account YYY = $4,000. Assume that the existing Loan
Amount is $1,000, and the new Policy loan request is $5,000. For purposes of
determining the proportions, we first subtract the existing Loan Amount from
the Fixed Accumulation Value, and then we add the Variable Accumulation Value,
which in our example would be ($5,000 - $1,000) + $6,000 = $10,000. The
proportionate percentages of the Policy loan coming from the Fixed Accumulation
Value and the Variable Accumulation Value are then determined as a percentage
of this total, which would be $4,000/$10,000 = 40% from the Fixed Accumulation
Value, and $6,000/$10,000 = 60% from the Variable Accumulation Value. The
percentage deducted from the Variable Accumulation Value would be distributed
as follows: $2,000/$10,000 = 20% from Sub-Account XXX; and $4,000/$10,000 = 40%
from Sub-Account YYY. The actual amounts coming from the various Accounts in
connection with the new $5,000 Policy loan would be 40% x $5,000 = $2,000 from
the Fixed Account; 20% x $5,000 = $1,000 from Sub-Account XXX; and 40% x $5,000
= $2,000 from Sub-Account YYY.
    

     Effect on Investment Performance. Amounts coming from the Variable Account
as security for Policy loans will no longer participate in the investment
performance of the Variable Account. All amounts held in the Fixed Account as
security for Policy loans (that is, the Loan Amount) will only be credited with
interest at an effective annual rate currently equal to 4.00%. NO ADDITIONAL
INTEREST WILL BE CREDITED TO THESE AMOUNTS. On the Policy Anniversary, any
interest credited on these amounts will be credited to the Fixed Account and
the Variable Account according to the premium allocation then in effect. See
"Payment and Allocation of Premiums -- Allocation of Premiums."

     Although Policy loans may be repaid in whole or in part at any time before
the Insured's Age 95, Policy loans will permanently affect the Policy's
potential Accumulation Value. As a result, to the extent that the Death Benefit
depends upon the Accumulation Value (see "Death Benefit -- Death Benefit
Options"), Policy loans will also affect the Death Benefit under the Policy.
This effect could be favorable or unfavorable depending on whether the
investment performance of the assets allocated to the Sub-Account(s) is less
than or greater than the interest being credited on the assets transferred to
the Fixed Account while the loan is outstanding. Compared to a Policy under
which no loan is made, values under the Policy will be lower when such interest
credited is less than the investment performance of assets held in the
Sub-Account(s).

     Effect on Policy Coverage. If, on any Monthly Anniversary, the Loan Amount
is greater than the Accumulation Value less the then applicable Surrender
Charge, we will notify you. If we do not receive sufficient payment within 61
days from the date we send notice to you, the Policy will lapse and terminate
without value. Our written notice to you will indicate the amount of the
payment required to avoid lapse. The Policy may, however, later be reinstated.
See "Policy Lapse and Reinstatement."

     A Policy loan may also cause termination of the Death Benefit Guarantee,
because the Loan Amount is deducted from the total premiums paid in calculating
whether sufficient premiums have been paid in order to maintain the Death
Benefit Guarantee. See "Death Benefit Guarantee."

     Proceeds payable upon the death of the Insured will be reduced by any Loan
Amount.

     Interest. The interest rate charged on Policy loans will be an annual rate
of 5.66%, payable in advance. After the tenth Policy Year, we will charge
interest at an annual rate of 3.85%, payable in advance, on that portion of
your Loan Amount that is not in excess of (a) the Accumulation Value, less (b)
the total of all premiums paid and all partial withdrawals. Any excess of this
amount will be charged interest at the annual rate of 5.66%.

     Interest is payable in advance (for the rest of the Policy Year) at the
time any Policy loan is made and at the beginning of each Policy Year
thereafter (for that entire Policy Year). If interest is not paid when due, it
will be deducted from the Cash Surrender Value as an additional Policy loan
(see "Immediate Effect of Policy Loans" above) and will be added to the
existing Loan Amount.

     Because we charge interest in advance, any interest that we have not
earned will be refunded to you upon lapse or surrender of the Policy or
repayment of the Policy Loan.

     Repayment of Loan Amount. The Loan Amount may be repaid any time while the
Insured is living. See "General Provisions -- Benefits at Age 95." If not
repaid, the Loan Amount will be deducted by us from any amount payable under
the Policy. As described above, unless you provide us with notice to the
contrary, any payments on the Policy will generally be treated as premium
payments, which are subject to the Premium Expense Charge, rather than
repayments on the Loan


                                       31
<PAGE>

Amount. Any repayments on the Loan Amount will result in amounts being
reallocated from the Fixed Account and to the Sub-Accounts of the Variable
Account according to your current premium allocation.

   
     Tax Considerations. A Policy loan, particularly after the 10th Policy
year, may have tax consequences depending on the circumstances of the loan. A
competent tax adviser should be consulted prior to taking out a Policy loan.
See "Federal Tax Matters -- Policy Proceeds."
    


Free Look and Conversion Rights

Free Look Rights

     The Policy provides for an initial free look period during which you have
a right to return the Policy for cancellation and receive a refund of all
premiums paid. You must return the Policy to us or your agent and ask us to
cancel the Policy by midnight of the 20th day after receiving it.


Conversion Rights

   
     During the first two Policy Years and the first two years following a
requested increase in Face Amount, we provide you with an option to convert the
Policy or any requested increase in Face Amount to a life insurance policy
under which the benefits do not vary with the investment experience of the
Variable Account. This option is made available by permitting you to transfer
all or a part of your Variable Accumulation Value to the Fixed Account.
    

     General Option. In all states except Connecticut and New Jersey, you may
exercise your conversion right by transferring all or any part of your Variable
Accumulation Value to the Fixed Account. If, at any time during the first two
Policy Years or the first two years following a requested increase in Face
Amount, you request transfer from the Variable Account to the Fixed Account and
indicate that you are making the transfer in exercise of your conversion right,
the transfer will not be subject to the transfer charge and will not count
against the limit on the number of transfers. At the time of such transfer,
there is no effect on the Policy's Death Benefit. Face Amount, net amount at
risk, Rate Class(es) or Issue Age -- only the method of funding the
Accumulation Value under the Policy will be affected. See "Death Benefit",
"Accumulation Value" and Appendix A, "The Fixed Account."

   
     If you transfer all of the Variable Accumulation Value from the Variable
Account to the Fixed Account and indicate that you are making this transfer in
exercise of your Conversion Right, we will automatically credit all future
premium payments on the policy to the Fixed Account unless you request a
different allocation.
    


Investments of the Variable Account

   
     There are currently 28 investment alternatives available under the
Variable Account. Alger Management is the investment manager for the three
Alger American Fund Portfolios and is responsible for the overall
administration of the Fund, subject to the supervision of the Board of
Trustees. Fidelity Management & Research Company is the investment adviser for
the four portfolios of the Variable Insurance Products Fund (VIP) and the three
portfolios of the Variable Insurance Products Fund II (VIP II). Each of the
four portfolios of Janus Aspen Series has an investment advisory agreement with
Janus Capital. Neuberger&Berman Management, with the assistance of
Neuberger&Berman, LLC as sub-adviser, is the investment manager of AMT Limited
Maturity Bond Investments and AMT Partners Investments. Northstar Investment
Management Corporation, an affiliate of the Company, is the investment adviser
of the five Northstar Portfolios. The Northstar Variable Trust Growth Portfolio
is sub-advised by Navellier Fund Management, Inc., and the Northstar Variable
Trust International Value Portfolio is sub-advised by Brandes Investment
Partners, L.P. OpCap Advisors is the investment manager for each of the four
OCC Accumulation Trust Portfolios and is a subsidiary of Oppenheimer Capital, a
registered investment adviser. Putnam Investment Management, Inc. is the
investment adviser for the three funds of Putnam Variable Trust.

     We reserve the right to establish additional Sub-Accounts of the Variable
Account, each of which could invest in a new Fund with a specified investment
objective. The Variable Account currently consists of 28 investment options;
you are permitted, however, to participate in a maximum of seventeen investment
options over the lifetime of your Policy. You do not have to choose your
investment options in advance, but upon participation in the seventeenth Fund
since the issue of the Policy you would only be able to transfer within the
seventeen Funds already utilized and which are still available. This limitation
includes transfers.
    

     The Company has entered into service agreements with the managers or
distributors of certain of the Funds pursuant to which the Company or its
affiliates may receive from affiliates of the Funds compensation for providing
administrative,


                                       32
<PAGE>

   
recordkeeping, distribution in some cases, and other services to the Funds or
their affiliates. Such compensation is paid based upon assets invested in the
particular Funds, or based upon aggregated net asset goals. Currently, the
Company has service arrangements with Alger, Fidelity, Janus, Neuberger&Berman
Management, and OCC.

     The Funds currently offered are described below. A brief summary of
investment objectives is contained in the description of each Fund. In
addition, you should read the prospectuses of the Funds, which are contained in
the accompanying "Select-Product Investment Options" book, for more detailed
information and particularly, a more thorough explanation of investment
objectives of the Funds. There is no assurance that any Fund will achieve its
investment objective(s). There is a possibility that one Fund might become
liable for any misstatement, inaccuracy or incomplete disclosure in another
Fund's prospectus.

     The Fund shares may be available to fund benefits under both variable
annuity and variable life contracts and policies. This could, in the future,
result in an irreconcilable conflict between the interests of the holders of
the different types of variable contracts. The Funds have advised us that they
will monitor for such conflicts and will promptly provide us with information
regarding any such conflicts should they arise or become imminent and we will
promptly advise the Funds if we become aware of any such conflicts. If any such
material irreconcilable conflict arises we will arrange to eliminate and remedy
such conflict up to and including establishing a new management investment
company and segregating the assets underlying the variable policies and
contracts at no cost to the holders of the policies and contracts. For a brief
explanation of the conflicts that may be involved in such situations, refer to
the following sections in the Fund Prospectuses.
    

     The Funds described below distribute dividends and capital gains. However,
distributions are automatically reinvested in additional Fund shares, at net
asset value. The Sub-Account receives the distributions which are then
reflected in the Unit Value of that Sub-Account. See "Accumulation Value."


                                       33
<PAGE>

   
                               Fund Descriptions
    


   
<TABLE>
<CAPTION>
                 INVESTMENT FUNDS                                    INVESTMENT OBJECTIVE
- -------------------------------------------------- -------------------------------------------------------
<S>                                                <C>
    The Alger American Fund:
     Growth Portfolio                              long-term capital appreciation
     MidCap Growth Portfolio                       long-term capital appreciation
     Small Capitalization Portfolio                long-term capital appreciation

    Fidelity Variable Insurance Products Fund:
     VIP Equity-Income Portfolio                   reasonable income; capital appreciation
     VIP Growth Portfolio                          capital appreciation
     VIP High Income Portfolio                     high current income
     VIP Money Market Portfolio                    income while maintaining stable $1.00 share price

    Fidelity Variable Insurance Products Fund II:
     VIP II Contrafund Portfolio                   capital appreciation
     VIP II Index 500 Portfolio                    total return that corresponds to that of the
                                                   Standard & Poor's 500 Index
     VIP II Investment Grade Bond Portfolio        high current income

    Janus Aspen Series:
     Aggressive Growth Portfolio                   long-term capital growth
     Growth Portfolio                              long-term capital growth
     International Growth Portfolio                long-term capital growth
     Worldwide Growth Portfolio                    long-term capital growth

    Neuberger&Berman Advisers Management Trust
    ("AMT"):
     Limited Maturity Bond Portfolio               highest current income consistent with low risk to
                                                   principal and liquidity, and secondarily, total return
     Partners Portfolio                            capital growth

    Northstar Variable Trust (Northstar):
     Growth Portfolio                              long-term capital growth
     High Yield Bond Portfolio                     high current yield and capital appreciation
     Income and Growth Portfolio                   consistent level of income; capital appreciation
     International Value Portfolio                 long-term capital appreciation
     Multi-Sector Bond Portfolio                   current income; capital preservation

    OCC Accumulation Trust:
     Equity Portfolio                              long-term capital appreciation
     Global Equity Portfolio                       long-term capital appreciation
     Managed Portfolio                             capital growth
     Small Cap Portfolio                           capital appreciation

    Putnam Variable Trust:
     Putnam VT Diversified Income Fund             capital growth; current income
     Putnam VT Growth and Income Fund              capital growth; current income
     Putnam VT Voyager Fund                        capital appreciation
</TABLE>
    

   
Addition, Deletion, or Substitution of Investments
    

     We reserve the right, subject to compliance with applicable law and, if
required, approval by the Insurance Department, to make additions to, deletions
from, or substitutions for the shares that are held by the Variable Account or
that the Variable Account may purchase. We reserve the right to eliminate the
shares of any of the Funds and to substitute shares of another Fund or of
another open-end, registered investment company. We will not substitute any
shares attributable to your interest in a Sub-Account of the Variable Account
without notice and prior approval of the SEC, to the extent required by the
Investment Company Act of 1940 or other applicable law. Nothing contained
herein shall prevent the Variable Account from purchasing other securities of
other Funds or classes of policies, or from permitting a conversion between
Funds or classes of policies on the basis of requests made by Policy owners.


                                       34
<PAGE>

     We also reserve the right to establish additional Sub-Accounts of the
Variable Account, each of which would invest in a new Fund, or in shares of
another investment company, with a specified investment objective. New Sub-
Accounts may be established when, in our sole discretion, marketing needs or
investment conditions warrant, and any new Sub-Accounts will be made available
to existing Policy owners on a basis to be determined by us. We may also
eliminate one or more Sub-Accounts if, in our sole discretion, marketing, tax,
regulatory requirements, or investment conditions warrant.

   
     In the event of any such substitution, deletion or change, we may make
such changes in this and other policies as may be necessary or appropriate to
reflect such substitution, deletion or change. If all or a portion of your
investments are allocated to any of the current funds that are being
substituted for or deleted on the date such action is announced, you may
transfer the portion of the Accumulation Value affected without payment of a
transfer charge to available Sub-Accounts. If deemed by us to be in the best
interests of persons having voting rights under the Policies, the Variable
Account may be operated as a management company under the Investment Company
Act of 1940, it may be deregistered under that Act in the event such
registration is no longer required, or it may be combined with our other
separate accounts.

     The Company currently plans to discontinue offering certain of the Funds
as investment options. It is anticipated that this will occur in the first half
of 1999, subject to and contingent upon receipt of various approvals. It is
expected that any policyholder monies that are invested in Sub-Accounts
investing in the discontinued Funds will be transferred to alternate Funds with
similar investment objectives. Policyholders who have investments in any of
discontinued Funds will be permitted for a period of 30 days to transfer their
investment into a non-discontinued Fund without payment of any transfer charge.
 
    


Voting Rights

     You have the right to instruct us how to vote the Fund shares attributable
to the Policy at regular meetings and special meetings of the Funds. We will
vote the Fund shares held in Sub-Accounts according to the instructions
received, as long as:

    o The Variable Account is registered as a unit investment trust under the
      Investment Company Act of 1940; and
    o The assets of the Variable Account are invested in Fund shares.

     If we determine that, because of applicable law or regulation, we do not
have to vote according to the voting instructions received, we will vote the
Fund shares at our discretion.

     All persons entitled to voting rights and the number of votes they may
cast are determined as of a record date, selected by us, not more than 90 days
before the meeting of the Fund. All Fund proxy materials and appropriate forms
used to give voting instructions will be sent to persons having voting
interests.

     Any Fund shares held in the Variable Account for which we do not receive
timely voting instructions, or which are not attributable to Policy owners,
will be voted by us in proportion to the instructions received from all Policy
owners having a voting interest in the Fund. Any Fund shares held by us or any
of our affiliates in general accounts will, for voting purposes, be allocated
to all separate accounts having voting interests in the Fund in proportion to
each account's voting interest in the respective Fund, and will be voted in the
same manner as are the respective account's votes.

     Owning the Policy does not give you the right to vote at meetings of our
stockholders.

     Disregard of Voting Instructions. We may, when required by state insurance
regulatory authorities, disregard voting instructions if the instructions
require that the shares be voted so as to cause a change in the
subclassification or investment objective of any Fund or to approve or
disapprove an investment advisory contract for any Fund. In addition, we may
disregard voting instructions in favor of changes initiated by a Policy owner
in the investment policy or the investment adviser of any Fund if we reasonably
disapprove of such changes. A change would be disapproved only if the proposed
change is contrary to state law or prohibited by state regulatory authorities
or we determine that the change would have an adverse effect on the Variable
Account in that the proposed investment policy for a Fund may result in
speculative or unsound investments. In the event we do disregard voting
instructions, a summary of that action and the reasons for such action will be
included in the next annual report to owners.


General Provisions

Benefits at Age 95

     If the Insured is living at Age 95 and the Policy is in force, the Cash
Surrender Value of the Policy will automatically be applied to purchase single
premium paid-up life insurance, unless you notify us in writing on or before
the Insured's


                                       35
<PAGE>

attained Age 95 that the Cash Surrender Value should be paid in cash. While the
Cash Surrender Value of the new paid-up policy will be the same as this Policy,
the face amount of the new policy will be whatever the single premium will
purchase.


Ownership

   While the Insured is alive, subject to the Policy's provisions you may:
   o Change the amount and frequency of premium payments.
   o Change the allocation of premiums.
   o Change the Death Benefit Option.
   o Change the Face Amount.
   o Make transfers between accounts.
   o Surrender the Policy for cash.
   o Make a partial withdrawal for cash.
   o Receive a cash loan.
   o Assign the Policy as collateral.
   o Change the beneficiary.
   o Transfer ownership of the Policy.
   o Enjoy any other rights the Policy allows.


Proceeds

   At the Insured's death, the proceeds payable include the Death Benefit then
   in force:
   o Plus any additional amounts provided by rider on the life of the Insured;
   o Plus any Policy loan interest that we have collected but not earned;
   o Minus any Loan Amount; and
   o Minus any unpaid Monthly Deductions.


Beneficiary

     You may name one or more beneficiaries on the application when you apply
for the Policy. You may later change beneficiaries by written request. If no
beneficiary is surviving when the Insured dies, the Death Benefit will be paid
to you, if surviving, or otherwise to your estate.


Postponement of Payments

     Payments from the Variable Account for Death Benefits, cash surrender,
partial withdrawal, or loans will generally be made within seven days after we
receive all the documents required for the payments.

     We may, however, delay making a payment when we are not able to determine
the Variable Accumulation Value because (i) the New York Stock Exchange is
closed, other than customary weekend or holiday closings, or trading on the New
York Stock Exchange is restricted by the SEC, (ii) the SEC by order permits
postponement for the protection of Policyholders, or (iii) an emergency exists,
as determined by the SEC, as a result of which disposal of securities is not
reasonably practicable or it is not reasonably practicable to determine the
value of the Variable Account's net assets. Transfers and allocation to and
against any Sub-Account of the Variable Account may also be postponed under
these circumstances.

     Any of the payments described above which are made from the Fixed Account
may be delayed up to six months from the date we receive the documents
required. We will pay interest at the same rate we are currently paying on
proceeds at death from the date of the request to the date of payment if we
delay payment more than 10 days. No additional interest will be credited to any
delayed payments. The time a payment from the Fixed Account may be delayed and
the rate of interest paid on such amounts may vary among states.


Settlement Options

   Settlement Options are ways you can choose to have the Policy's proceeds
   paid. These options apply to proceeds paid:
   o At the Insured's death.
   o On total surrender of the Policy.

     The proceeds are paid to one or more payees. The proceeds may be paid in a
lump sum or may be applied to one of the following Settlement Options. Proceeds
will be paid in one sum unless one or more Options are requested. A combination
of options may be used. At least $2,500 must be applied to any option for each
payee under that option. Under an


                                       36
<PAGE>

installment Option, each payment must be at least $25.00. We may adjust the
interval between payments to make each payment at least $25.00.

     Proceeds applied to any Option no longer earn interest at the rate applied
to the Fixed Account or participate in the investment performance of the Funds.
 

   Option 1 -- Proceeds are left with us to earn interest. Withdrawals and
   any changes are subject to our approval.
   Option 2 -- Proceeds and interest are paid in equal installments of a
   specified amount until the proceeds and interest are all paid.
   Option 3 -- Proceeds and interest are paid in equal installments for a
   specified period until the proceeds and interest are all paid.
   Option 4 -- The proceeds provide an annuity payment with a specified number
   of months "certain." The payments are continued for the life of the primary
   payee. If the primary payee dies before the certain period is over, the
   remaining payments are paid to a contingent payee.
   Option 5 -- The proceeds provide a life income for two payees. When one
   payee dies, the surviving payee receives two-thirds of the amount of the
   joint monthly payment for life.
   Option 6 -- The proceeds are used to provide an annuity based on the rates
   in effect when the proceeds are applied. We do not apply this Option if a
   similar option would be more favorable to the payee at that time.

     Interest on Settlement Options. We base the interest rate for proceeds
applied under Options 1 and 2 on the interest rate we declare on funds that we
consider to be in the same classification based on the Option, restrictions on
withdrawal, and other factors. The interest rate will never be less than an
effective annual rate of 3.50%.

     In determining amounts to be paid under Options 3 and 4, we assume
interest at an effective annual rate of 3.50%. Also, for Option 3 and "certain"
periods under Option 4, we credit any excess interest we may declare on funds
that we consider to be in the same classification based on the Option,
restrictions on withdrawal, and other factors.


Incontestability

     After the Policy has been in force during the Insured's lifetime for two
years from the Policy's Issue Date, we cannot claim the Policy is void or
refuse to pay any proceeds unless the Policy has lapsed.

     If you make a Face Amount increase or a premium payment which requires
proof of insurability, the corresponding Death Benefit increase has its own
two-year contestable period measured from the date of the increase.

     If the Policy is reinstated, the contestable period is measured from the
date of reinstatement with respect to statements made on the application for
reinstatement.


Misstatement of Age and Sex

     If the Insured's Age or sex or both are misstated (except where unisex
rates apply), the Death Benefit will be the amount that the most recent cost of
insurance would purchase using the current cost of insurance rate for the
correct Age and sex.


Suicide

     If the Insured commits suicide within two years of the Policy's Issue
Date, we do not pay the Death Benefit. Instead, we refund all premiums paid for
the Policy and any attached riders, minus any Loan Amounts and partial
withdrawals.

     If you make a Face Amount increase or a premium payment which requires
proof of insurability, the corresponding Death Benefit increase has its own
two-year suicide limitation for the proceeds associated with that increase. If
the Insured commits suicide within two years of the effective date of the
increase, we pay the Death Benefit prior to the increase and refund the cost of
insurance for that increase.


Termination

   The Policy terminates when any of the following occurs:
   o The Policy lapses. See "Policy Lapse and Reinstatement."
   o The Insured dies.
   o The Policy is surrendered for its Cash Surrender Value.
   o The Policy is amended according to the amendment provision described
     below and you do not accept the amendment.


                                       37
<PAGE>

Amendment

     We reserve the right to amend the Policy, subject to the approval of the
Insurance Department, in order to include any future changes relating to the
following:
   o Any SEC rulings and regulations.
   o The Policy's qualification for treatment as a life insurance policy under
     the following:
     - The Internal Revenue Code of 1986, as amended.
     - Internal Revenue Service rulings and regulations.
     - Any requirements imposed by the Internal Revenue Service.


Reports

     Annual Statement. We will send you an Annual Statement once each year free
of charge, showing the Face Amount, Death Benefit, Accumulation Value, Cash
Surrender Value, Loan Amount, premiums paid, Planned Periodic Premiums,
interest credits, partial withdrawals, transfers, and charges since the last
statement.

     Additional statements are available upon request. We may make a charge not
to exceed $50.00 for each additional Annual Statement you request.

     Projection Report. Upon request, we will provide you a report projecting
future results based on the Death Benefit Option you specify, the Planned
Periodic Premiums you specify, the Accumulation Value of your Policy at the end
of the prior Policy Year, and any other assumptions specified by you or us
(subject to any SEC limitations). We may make a charge not to exceed $50.00 for
each Projection Report you request.


Dividends

     The Policy does not entitle you to participate in our surplus. We do not
pay you dividends under the Policy.

     The Sub-Account receives any dividends paid by the related Fund. Any such
dividend is credited to you through the calculation of the Sub-Account's daily
Unit Value.


Collateral Assignment

     You may assign the benefits of the Policy as collateral for a debt. This
limits your rights to the Cash Surrender Value and the beneficiary's rights to
the proceeds. An assignment is not binding on us until we receive written
notice.


Optional Insurance Benefits

     The Policy can include additional benefits, in the form of riders to the
Policy, if our requirements for issuing such benefits are met. We currently
offer the following benefit riders:

     Accelerated Benefit Rider. Under certain circumstances a part of the Death
Benefit may be paid to you when the Insured has been diagnosed as having a
terminal illness. This Rider may not be available in all states. Ask your
registered representative about the availability of this Rider in your state.
See "Accelerated Benefit Rider."

     Accidental Death Benefit Rider. Provides an additional benefit if the
Insured dies from an accidental injury.

     Additional Insured Rider. Provides a 10 year, guaranteed level premium and
level term coverage for the Insured, the Insured's spouse, or a child of the
Insured.

     Waiver of Monthly Deduction Rider. The Monthly Deduction for the Policy is
waived while the Insured is totally disabled under the terms of the rider.

     Cost of Living Increase Rider. Provides optional increases in Face Amount
on the life of the Insured every two years based on the cost of living without
evidence of insurability.

     Waiver of Specified Premium Rider. Contributes a specified amount of
premium to the Policy each month while the Insured is totally disabled under
the terms of the rider. This rider may not be available in all states. Ask your
registered representative about the availability of this rider in your state.


                                       38
<PAGE>

   
Federal Tax Matters

Introduction

     The following summary provides a general description of the Federal income
tax considerations associated with the Policy and does not purport to be
complete or to cover all tax situations. This discussion is not intended as tax
advice. Counsel or other competent tax advisors should be consulted for more
complete information. This discussion is based upon our understanding of the
present Federal income tax laws. No representation is made as to the likelihood
of continuation of the present Federal income tax laws or as to how they may be
interpreted by the Internal Revenue Service (the "IRS").

     Any Qualified plan contemplating the purchase of a life policy should
consult a tax advisor.


Tax Status of the Policy

     In order to qualify as a life insurance contract for Federal income tax
purposes and to receive the tax treatment normally accorded life insurance
contracts under Federal tax law, a Policy must satisfy certain requirements
which are set forth in the Internal Revenue Code. Guidance as to how these
requirements are to be applied is limited. Nevertheless, the Company believes
that a Policy issued on the basis of a standard risk class should satisfy the
applicable requirements. There is less guidance with respect to Policies issued
on a substandard basis (i.e., a premium class involving higher than standard
mortality risk), and it is not clear whether such a Policy would satisfy the
applicable requirements, particularly if the owner pays the full amount of
premiums permitted under the Policy. If it is subsequently determined that a
Policy does not satisfy the applicable requirements, the Company may take
appropriate steps to bring the Policy into compliance with such requirements
and reserves the right to restrict Policy transactions in order to do so.

     In certain circumstances, owners of variable life insurance contracts have
been considered for Federal income tax purposes to be the owners of the assets
of the variable account supporting their policies due to their ability to
exercise investment control over these assets. Where this is the case, the
Policy owners have been currently taxed on income and gains attributable to the
variable account assets. There is little guidance in this area, and some
features of the Policies, such as the flexibility of an owner to allocate
premium payments and Policy Accumulation Values, have not been explicitly
addressed in published rulings. While the Company believes that the Policies do
not give owners investment control over Variable Account assets, the Company
reserves the right to modify the Policies as necessary to prevent an owner from
being treated as the owner of the Variable Account assets supporting the
Policy.

     In addition, the Code requires that the investments of the Variable
Account be "adequately diversified" in order for the Policies to be treated as
life insurance contracts for Federal income tax purposes. It is intended that
the Variable Account, through the Funds, will satisfy these diversification
requirements.

     The following discussion assumes that the Policy will qualify as a life
insurance contract for Federal income tax purposes.


Tax Treatment of Policy Benefits

     In General. The Company believes that the Death Benefit under a Policy
should be excludible from the gross income of the Beneficiary. Federal, state
and local transfer, and other tax consequences of ownership or receipt of
Policy proceeds depend on the circumstances of each owner or beneficiary. A tax
advisor should be consulted on these consequences.

     Generally, the owner will not be deemed to be in constructive receipt of
the Policy Accumulation Value until there is a distribution. When distributions
from a Policy occur, or when loans are taken out from or secured by (e.g., by
assignment) a Policy, the tax consequences depend on whether the Policy is
classified as a "Modified Endowment Contract."

     Modified Endowment Contracts. Under the Internal Revenue Code, certain
life insurance contracts are classified as "Modified Endowment Contracts," with
less favorable tax treatment than other life insurance contracts. Due to the
flexibility of the Policies as to premiums and benefits, the individual
circumstances of each Policy will determine whether it is classified as a
Modified Endowment Contract. The rules are too complex to be summarized here,
but generally depend on the amount of premiums paid during the first seven
Policy Years. Certain changes in a Policy after it is issued could also cause
it to be classified as a Modified Endowment Contract. A current or prospective
owner should consult with a competent advisor to determine whether a Policy
transaction will cause the Policy to be classified as a Modified Endowment
Contract. The Company will monitor the Policies, however, and will attempt to
notify an owner on a timely basis if it believes that such owner's Policy is in
jeopardy of becoming a Modified Endowment Contract.
    


                                       39
<PAGE>

   
     Distributions from Modified Endowment Contracts. Policies classified as
Modified Endowment Contracts are subject to the following tax rules:

   (1) All distributions, including distributions upon surrender and
       withdrawals, will be treated as ordinary income subject to tax up to an
       amount equal to the excess (if any) of the Policy Accumulation Value
       (Cash Surrender Value for surrenders) immediately before the distribution
       plus prior distributions over the Policy owner's total investment in the
       Policy at that time. "Total investment in the Policy" means the aggregate
       amount on any premiums or other considerations paid for a Policy, plus
       any previously taxed distributions, minus any credited dividends.

   (2) Loans taken from or secured by (e.g., by assignment) such a Policy are
       treated as distributions and taxed accordingly.

   (3) A 10 percent additional income tax is imposed on the amount included in
       income except where distribution is made when the Policy owner has
       attained age 59 1/2 or is disabled, or where the distribution is part of
       a series of substantially equal periodic payments for the life (or life
       expectancy) of the Policy owner or the joint lives (or joint life
       expectancies) of the Policy owner and the Policy owner's beneficiary or
       designated beneficiary.

     Distributions from Policies that are not Modified Endowment Contracts.
Distributions from a Policy that is not a Modified Endowment Contract are
generally treated first as a recovery of a Policy owner's investment in the
Policy and only after the recovery of all investments in the Policy as taxable
income. However, certain distributions which must be made in order to enable
the Policy to continue to qualify as a life insurance contract for Federal
income tax purposes if Policy benefits are reduced during the first 15 Policy
Years may be treated in whole or in part as ordinary income subject to tax.

     Loans from or secured by a Policy that is not a Modified Endowment
Contract are not treated as distributions.

     Finally, neither distributions from nor loans from or secured by a Policy
that is not a modified Endowment Contract are subject to the 10 percent
additional tax.

     Policy Loans. In general, interest on a loan from a Policy will not be
deductible. Before taking out a Policy loan, a Policy owner should consult a
tax advisor as to the tax consequences.

     Multiple Policies. All Modified Endowment Contracts that are issued by the
Company (or its affiliates) to the same Policy owner during any calendar year
are treated as one Modified Endowment Contract for purposes of determining the
amount includible in the Policy owner's income when a taxable distribution
occurs.


Taxation of Reliastar Life Insurance Company of New York

     We do not initially expect to incur any income tax burden upon the
earnings or the realized capital gains attributable to the Variable Account.
Based on this expectation, no charge is being made currently to the Variable
Account for Federal income taxes which may be attributable to the Account. If,
however, we determine that we may incur such tax burden, we may assess a charge
for such burden from the Variable Account.

     We may also incur state and local taxes, in addition to premium taxes, in
several states. At present these taxes are not significant. If there is a
material change in state or local tax laws, charges for such taxes, if any,
attributable to the Variable Account, may be made.


Possible Changes in Taxation

     The President's 1999 Budget Proposal has also recommended legislation in
1998 that, if enacted, would adversely modify the federal taxation of certain
life insurance and annuity contracts. For example, one proposal would tax
transfers among investment options and tax exchanges involving variable
contracts. A second proposal would reduce the "investment in the contract"
under cash value life insurance and certain annuity contracts, thereby
increasing the amount of income for purposes of computing gain. Although the
likelihood of legislative changes is uncertain, there is always the possibility
that the tax treatment of the Policy could change by legislation or other
means. Moreover, it is also possible that any change could be retroactive (that
is, effective prior to the date of the change). You should consult a tax
adviser with respect to legislative developments and their effect on the
Policy.


Other Considerations

     The foregoing discussion is general and is not intended as tax advice. Any
person concerned about these tax implications should consult a competent tax
adviser. This discussion is based on our understanding of the present Federal
income
    


                                       40
<PAGE>

   
tax laws as they are currently interpreted by the IRS. No representation is
made as to the likelihood of continuation of these current laws and
interpretations. It should be further understood that the foregoing discussion
is not exhaustive and that special rules not described in this Prospectus may
be applicable in certain situations. Moreover, no attempt has been made to
consider any applicable state or other tax laws.


Preparing for Year 2000

     Like all financial services providers, we utilize systems that may be
affected by Year 2000 transition issues and we rely upon service providers,
including the Funds, that also may be affected. The Company has developed, and
is in the process of implementing, a Year 2000 transition plan, and is
confirming that its service providers are also so engaged. The resources that
are being devoted to this effort are substantial. It is difficult to predict
with precision whether the amount of resources ultimately devoted, or the
outcome of these efforts, will have any negative impact on us. However, as of
the date of this prospectus, it is not anticipated that Policy owners will
experience negative effects on their investment, or on the services provided in
connection therewith, as a result of Year 2000 transition implementation. We
currently anticipate that our systems will be Year 2000 compliant on or about
January 1, 1999, but there can be no assurance that we will be successful, or
that interaction with other service providers will not impair our services at
that time.
    


Legal Developments Regarding Employment-Related Benefit Plans

     The Policy is based on actuarial tables which distinguish between men and
women and therefore provide different benefits to men and women of the same
Age. Employers and employee organizations should consider, in consultation with
legal counsel, the impact of the Supreme Court decision of July 6, 1983 in
Arizona Governing Committee v. Norris. That decision stated that optional
annuity benefits provided under an employee'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. Employers and employee organizations should also
consider, in consultation with legal counsel, the impact of Title VII
generally, and comparable state laws that may be applicable, on any
employment-related insurance or benefit plan for which a Policy may be
purchased.

     Because of the Norris decision, the charges under the Policy that vary
depending on sex may in some cases not vary on the basis of the Insured's sex.
Unisex rates to be provided by us will apply, if requested on the application,
for tax-qualified plans and those plans where an employer believes that the
Norris decision applies. In this case, references made to the mortality tables
applicable to this Policy are to be disregarded and substituted with an 60%
male 40% female blend of the 1980 Commissioner's Standard Ordinary Smoker and
Non-Smoker Mortality Tables, Age Last Birthday.


Distribution of the Policies

     The Policies will be sold by licensed insurance agents who are also
registered representatives of broker-dealers registered with the SEC under the
Securities Exchange Act of 1934 who are members of the National Association of
Securities Dealers, Inc.

     The Policies will be distributed by the general distributor, Washington
Square Securities, Inc., ("WSSI"), a Minnesota corporation, which is an
affiliate of ours. WSSI is a securities broker-dealer registered with the SEC
and is a member of the National Association of Securities Dealers, Inc. It is
primarily a mutual funds dealer and has dealer agreements under which it
markets shares of more than 50 mutual funds. It also markets limited
partnerships and other tax-sheltered or tax-deferred investments, and acts as
general distributor (principal underwriter) for variable annuity products
issued by us and variable products issued by our affiliates. The Policies may
also be sold through other broker-dealers authorized by WSSI and applicable law
to do so. Registered representatives of such broker-dealers may be paid on a
different basis than described below.

   
     Registered representatives who sell the Policies will receive commissions
based on a commission schedule. In the first Policy Year, commissions generally
will be no more than 55% of the premiums paid up to the annualized Minimum
Monthly Premium, plus 3% of any additional premium. In any subsequent Policy
Year, commissions generally will be 3% of premiums paid in that year.
Corresponding commissions will be paid upon a requested increase in Face
Amount. In addition, a commission of .25% of the average monthly Accumulation
Value during each Policy Year may be paid. Further, registered representatives
may be eligible to receive certain overrides, expense allowances and other
benefits which may be based on the amount of earned commissions.
    


                                       41
<PAGE>

                                  Management


   
<TABLE>
<CAPTION>
                                                               Principal Occupation
Directors and Officers                                       and Business Experience
- ------------------------ -----------------------------------------------------------------------------------------------
<S>                      <C>
Stephen A. Carb*         Partner of Carb, Luria, Cook & Kufeld LLP (New York law firm) since 1962.
R. Michael Conley**      Senior Vice President of ReliaStar Financial Corp. since 1991; Senior Vice President,
                         ReliaStar Employee Benefits of ReliaStar Life Insurance Company since 1986; President of
                         NWNL Benefits Corporation since 1988; Executive Vice President of ReliaStar Life Insurance
                         Company of New York since 1996; Director of various subsidiaries of ReliaStar Financial
                         Corp.
Richard R. Crowl**       Senior Vice President, General Counsel and Secretary of ReliaStar Financial Corp. since 1996;
                         Senior Vice President and General Counsel of ReliaStar Life Insurance Company, Northern
                         Life Insurance Company, and ReliaStar United Services Life Insurance Company since 1996;
                         Senior Vice President and General Counsel of ReliaStar Life Insurance Company of New York
                         since 1996; Senior Vice President and General Counsel of Washington Square Advisers, Inc.
                         since 1986; Vice President and Associate General Counsel of ReliaStar Financial Corp. from
                         1989 to 1996; Vice President and Associate General Counsel of ReliaStar Life Insurance
                         Company from 1985 to 1996; Director and Senior Vice President of various subsidiaries of
                         ReliaStar Financial Corp.
John H. Flittie**        Vice Chairman, President and Chief Operating Officer of ReliaStar Life Insurance Company
                         since 1996; President, Chief Operating Officer and Director of ReliaStar Financial Corp. and
                         ReliaStar Life Insurance Company since 1993; Vice Chairman of ReliaStar Life Insurance
                         Company of New York since 1996; Chief Executive Officer and President of ReliaStar Life
                         Insurance Company of New York from 1996 to 1998; Vice Chairman of ReliaStar United
                         Services Life Insurance Company and ReliaStar Life Insurance Company of New York since
                         1995; Senior Executive Vice President and Chief Operating Officer of ReliaStar Financial
                         Corp. and ReliaStar Life Insurance Company from 1992 to 1993; Senior Executive Vice
                         President and Chief Operating Officer of ReliaStar Financial Corp. from 1991 to 1992;
                         Executive Vice President and Chief Financial Officer of ReliaStar Financial Corp. and
                         ReliaStar Life Insurance Company from 1989 to 1991; Senior Vice President and Chief
                         Financial Officer of ReliaStar Financial Corp. since 1985; Director of Community First
                         BankShares, Inc. and Director and Officer of various subsidiaries of ReliaStar Financial Corp.
James T. Hale*           Senior Vice President of Dayton Hudson Corporation since 1981.
Wayne R. Huneke**        Senior Vice President, Chief Financial Officer and Treasurer of ReliaStar Financial Corp. and
                         ReliaStar Life Insurance Company since 1994; Vice President, Treasurer and Chief Accounting
                         Officer from 1990 to 1994; Director and Officer of various subsidiaries of ReliaStar Financial
                         Corp.
Ronald D. Jarvis*        Senior Vice President of ReliaStar Financial Corp. since 1997; Director of ReliaStar Life
                         Insurance Company of New York since 1997; Director, President and Chief Executive Officer
                         of Security-Connecticut Corporation from 1993 to 1997; Chief Executive Officer of Security-
                         Connecticut Life Insurance Company since 1984; President of Security-Connecticut Life
                         Insurance Company since 1976; Chairman, Director, President and Chief Executive Officer of
                         Lincoln Security Life Insurance Company from 1984 to 1997; Director and Officer of various
                         subsidiaries of ReliaStar Financial Corp.
Kenneth U. Kuk**         Senior Vice President of ReliaStar Financial Corp. and ReliaStar Life Insurance Company
                         since 1996; Vice President, Strategic Marketing of ReliaStar Financial Corp. and ReliaStar
                         Life Insurance Company since 1996; Vice President of Investments of ReliaStar Financial
                         Corp. from 1991 to 1996; President of Washington Square Advisers, Inc. since 1995;
                         Chairman of ReliaStar Mortgage Corporation since 1988; Director and Officer of various
                         subsidiaries of ReliaStar Financial Corp.
Richard E. Nolan*        Senior Counsel of Davis Polk & Wardwell (New York law firm) since 1996 and Partner from
                         1990 to 1996.
</TABLE>
    

                                       42
<PAGE>


   
<TABLE>
<CAPTION>
                                                               Principal Occupation
Directors and Officers                                       and Business Experience
- ------------------------- ---------------------------------------------------------------------------------------------
<S>                       <C>
Fioravante G. Perrotta*   Retired 1996; Formerly Senior Partner of Rogers & Wells (New York law firm) since 1970.
Robert C. Salipante**     Senior Vice President, Personal Financial Services, ReliaStar Financial Corp. and ReliaStar
                          Life Insurance Company since 1996; President and Chief Executive Officer of ReliaStar Life
                          Insurance Company of New York since 1998; Executive Vice President of ReliaStar Life
                          Insurance Company of New York from 1996 to 1998; Senior Vice President of Individual
                          Division and Technology of ReliaStar Life Insurance Company in 1996; Senior Vice President
                          of Strategic Marketing and Technology of ReliaStar Financial Corp. and ReliaStar Life
                          Insurance Company from 1994 to 1996; Senior Vice President and Chief Financial Officer of
                          ReliaStar Financial Corp. and ReliaStar Life Insurance Company from 1992 to 1994;
                          Executive Vice President of Ameritrust Corporation from 1988 to 1992; Director and Officer
                          of various subsidiaries of ReliaStar Financial Corp.
John G. Turner**          Chairman and Chief Executive Officer of ReliaStar Financial Corp. and ReliaStar Life
                          Insurance Company since 1993; Chairman of ReliaStar United Services Life Insurance
                          Company and ReliaStar Life Insurance Company of New York since 1995; Chairman of
                          Northern Life Insurance Company since 1992; Chairman, President and Chief Executive
                          Officer of ReliaStar Financial Corp. and ReliaStar Life Insurance Company in 1993; President
                          and Chief Executive Officer of ReliaStar Financial Corp. and ReliaStar Life Insurance
                          Company from 1991 to 1993; President and Chief Operating Officer of ReliaStar Financial
                          Corp. from 1989 to 1991; President and Chief Operating Officer of ReliaStar Life Insurance
                          Company from 1986 to 1991; Director and Officer of various subsidiaries of ReliaStar
                          Financial Corp.
Charles B. Updike*        Partner of Schoeman, Marsh & Updike (New York law firm) since 1976.
Ross M. Weale*            President of Waccabuc Enterprises, Inc. (New York management consulting firm) since 1996;
                          President and Chief Executive Officer of Country Bank (financial institution) from 1986 to
                          1996.
</TABLE>
    

   
 * Director

** Director and Officer

The Executive Committee of our Board of Directors consists of Directors Turner,
Flittie, Salipante, Updike, and Weale.
    

The Compliance Committee of our Board of Directors consists of Directors Weale,
Carb, Hale, Nolan, Perrotta, and Updike.


   
State Regulation
    

     We are subject to the laws of the State of New York governing insurance
companies and to regulation and supervision by the Insurance Department of the
State of New York. An annual statement in a prescribed form is filed with the
Insurance Department each year, and in each state we do business, covering our
operations for the preceding year and our financial condition as of the end of
that year. Our books and accounts are subject to review by the Insurance
Division and a full examination of our operations is conducted periodically
(usually every three years) by the National Association of Insurance
Commissioners. This regulation does not, however, involve supervision or
management of our investment practices or policies.

     In addition, we are subject to regulation under the insurance laws of
other jurisdictions in which we operate.


Legal Proceedings

   
     The Company and its affiliates, like other life insurance companies, are
involved in lawsuits, including class action lawsuits. In some class action and
other lawsuits involving insurers, substantial damages have been sought and/or
material settlement payments have been made. Although the outcome of any
litigation cannot be predicted with certainty, the Company believes that at the
present time there are not pending or threatened lawsuits that are reasonably
likely to have a material adverse impact on the Variable Account or the
Company.
    


                                       43
<PAGE>

Bonding Arrangements

     An insurance company blanket bond is maintained providing $25,000,000
coverage for our officers and employees and those of Washington Square
Securities, Inc., (WSSI), subject to a $500,000 deductible.


Legal Matters

     Legal matters in connection with the Variable Account and the Policy
described in this Prospectus have been passed upon by Robert B. Saginaw,
Esquire, Attorney for the Company.


Experts

   
     The statement of assets and liabilities of ReliaStar Life Insurance
Company of New York Variable Life Separate Account I as of December 31, 1997
for the period from August 8, 1997 (date of inception) to December 31, 1997 and
the annual financial statements of ReliaStar Life Insurance Company of New York
included in this Prospectus have been audited by Deloitte & Touche LLP,
independent auditors, as stated in their reports which are included herein, and
have been so included in reliance upon the reports of such firm given upon
their authority as experts in accounting and auditing.
    

     Actuarial matters included in this Prospectus have been examined by Steven
P. West, F.S.A., M.A.A.A., as stated in the opinion filed as an exhibit to the
Registration Statement.


Registration Statement Contains Further Information

     A Registration Statement has been filed with the SEC under the Securities
Act of 1933 with respect to the Policies. This Prospectus does not contain all
information included in the Registration Statement, its amendments and
exhibits. For further information concerning the Variable Account, the Funds,
the Policies and us, please refer to the Registration Statement.

     Statements in this Prospectus concerning provisions of the Policy and
other legal documents are summaries. Please refer to the documents as filed
with the SEC for a complete statement of the provisions of those documents.

     Information may be obtained from the SEC's principal office in Washington,
D.C., for a fee it prescribes, or examined there without charge.


Financial Statements

   
     The financial statements for the Variable Account reflect the operations
of the Variable Account for the period from August 8, 1997 (date of inception)
to December 31, 1997. The financial statements are audited. The periods they
cover are not necessarily indicative of the longer term performance of the
assets held in the Variable Account.

     The financial statements of ReliaStar Life Insurance Company of New York
which are included in this Prospectus should be distinguished from the
financial statements of the Variable Account and should be considered only as
bearing upon the ability of ReliaStar Life Insurance Company of New York to
meet its obligations under the Policies. They should not be considered as
bearing on the investment performance of the assets held in the Variable
Account.

     These financial statements are as of December 31, 1997 and 1996 and for
each of the two years in the period ended December 31, 1997. The periods
covered are not necessarily indicative of the longer term performance of the
Company.
    


                                       44
<PAGE>

                         INDEPENDENT AUDITORS' REPORT


Board of Directors
ReliaStar Life Insurance Company of New York
and ReliaStar Life Insurance Company of New York
Variable Life Separate Account I Policy Owners:

We have audited the accompanying combined statement of assets and liabilities
of ReliaStar Life Insurance of New York Separate Account I as of December 31,
1997 and the related combined statement of operations and changes in policy
owners' equity for the period from August 8, 1997 (date of inception) to
December 31, 1997. These financial statements are the responsibility of the
management of ReliaStar Life Insurance Company of New York. Our responsibility
is to express an opinion on these financial statements based on our audit.

   
We have conducted our audit 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 misstatements. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. Our
procedures include confirmation of the securities owned as of December 31,
1997, by correspondence with the account custodians. 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 audit provides 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 ReliaStar Life Insurance
Company of New York Separate Account I as of December 31, 1997 and the results
of its operations and changes in its policy owners' equity for the period from
August 8, 1997 (date of inception) to December 31, 1997, in conformity with
generally accepted accounting principles.

   
/s/ Deloitte & Touche LLP
    
DELOITTE & TOUCHE LLP



Minneapolis, Minnesota
February 20, 1998

                                       45
<PAGE>

                 RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK

                       VARIABLE LIFE SEPARATE ACCOUNT I


                 COMBINED STATEMENT OF ASSETS AND LIABILITIES


                               December 31, 1997
                         (In Thousands, Except Shares)


   
<TABLE>
<S>                                                       <C>        <C>       <C>
ASSETS:
INVESTMENTS IN MUTUAL FUNDS AT MARKET VALUE:
                                                           Shares     Cost     Market Value
                                                           ----       ----     -------------
THE ALGER AMERICAN FUND:
 Alger American Growth Portfolio ......................       20      $   1    $  1
 Alger American MidCap Growth Portfolio ...............       84          2       2
 Alger American Small Capitalization ..................      108          5       5
Fidelity Variable Insurance Products Fund (VIP)
  and Variable Insurance Products Fund II (VIP II):
 VIP Equity-Income Portfolio ..........................        5         --      --
 VIP Growth Portfolio .................................       53          2       2
 VIP High Income Portfolio ............................       --         --      --
 VIP Money Market Portfolio ...........................      921          1       1
 VIP II Contrafund Portfolio ..........................      457          9       9
 VIP II Index 500 Portfolio ...........................       40          5       5
 VIP II Investment Grade Bond Portfolio ...............       --         --      --
JANUS ASPEN SERIES:
 Aggressive Growth Portfolio ..........................        1         --      --
 Growth Portfolio .....................................       --         --      --
 International Growth Portfolio .......................      223          4       4
 Worldwide Growth Portfolio ...........................    1,039         24      24
NEUBERGER&BERMAN ADVISERS MANAGEMENT TRUST:
 Limited Maturity Bond Portfolio ......................       77          1       1
 Partners Portfolio ...................................       28          1       1
NORTHSTAR VARIABLE TRUST:
 Northstar Growth Portfolio ...........................      692         11      11
 Northstar High Yield Bond Portfolio ..................       26         --      --
 Northstar Income & Growth Portfolio ..................       62          1       1
 Northstar International Value Portfolio ..............      827          8       8
 Northstar Multi-Sector Bond Portfolio ................       83         --      --
OCC ACCUMULATION TRUST:
 Equity Portfolio .....................................       78          3       3
 Global Equity Portfolio ..............................      314          5       5
 Managed Portfolio ....................................      296         12      12
 Small Cap Portfolio ..................................      414         11      11
PUTNAM VARIABLE TRUST:
 Putnam VT Diversified Income Fund ....................       19         --      --
 Putnam VT Growth and Income Fund .....................      118          3       3
 Putnam VT Voyager Fund ...............................      226          9       9
                                                                      -----    ----
 TOTAL INVESTMENTS ....................................               $ 118
  TOTAL ASSETS ........................................                        $118
                                                                               ====
LIABILITIES AND POLICY OWNERS' EQUITY:
 POLICY OWNERS' EQUITY ................................                        $118
                                                                               ====
  TOTAL LIABILITIES AND POLICY OWNERS' EQUITY .........                        $118
                                                                               ====
</TABLE>
    

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

                                       46
<PAGE>

 RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK VARIABLE LIFE SEPARATE ACCOUNT I


    COMBINED STATEMENTS OF OPERATIONS AND CHANGES IN POLICY OWNERS' EQUITY


For the period from August 8 (date of inception) to December 31, 1997 (In
                                  Thousands)



   
<TABLE>
<CAPTION>
                                                                                Alger            Alger         Fidelity
                                                                 Alger         American        American           VIP
                                                 Total         American         MidCap           Small          Equity-
                                               All Funds        Growth          Growth      Capitalization      Income
                                               Combined        Portfolio       Porfolio        Portfolio       Portfolio
                                           ---------------- -------------- --------------- ---------------- --------------
<S>                                        <C>              <C>            <C>             <C>              <C>
NET INVESTMENT INCOME:
 Reinvested dividend income ..............   $        --      $       --     $        --     $        --      $       --
 Reinvested capital gains ................            --              --              --              --              --
 Administrative expenses .................            --              --              --              --              --
                                             -----------      ----------     -----------     -----------      ----------
  Net investment income and
  capital gains ..........................            --              --              --              --              --
                                             -----------      ----------     -----------     -----------      ----------
REALIZED AND UNREALIZED GAINS:
 Net realized gains on redemption's
  of fund shares .........................            --              --              --              --              --
 Increase in unrealized appreciation
  of investments .........................            --              --              --              --              --
                                             -----------      ----------     -----------     -----------      ----------
  Net realized and unrealized gains ......            --              --              --              --              --
                                             -----------      ----------     -----------     -----------      ----------
  Additions from operations ..............            --              --              --              --              --
POLICY OWNERS' TRANSACTIONS:
 Net premium payments ....................           122               1               2               5              --
 Transfers from fixed account ............            --              --              --              --              --
 Policy loans ............................            --              --              --              --              --
 Loan collateral interest crediting ......            --              --              --              --              --
 Surrenders ..............................            --              --              --              --              --
 Death benefits ..........................            --              --              --              --              --
 Cost of insurance charges ...............              (4)           --              --              --              --
 Monthly expense charges .................            --              --              --              --              --
                                             -------------    ----------     -----------     -----------      ----------
  Additions for policy owners'
  transactions ...........................           118               1               2               5              --
                                             -------------    ----------     -----------     -----------      ----------
  Net additions for the period ...........           118               1               2               5              --
Policy Owners' Equity, beginning
 of the period ...........................            --              --              --              --              --
                                             -------------    ----------     -----------     -----------      ----------
Policy Owners' Equity,
 end of the period .......................   $       118      $        1     $         2     $         5      $       --
                                             =============    ==========     ===========     ===========      ==========
Units Outstanding, end of the period .....     10,339.628      86.866         206.735         467.792           5.405
Net Asset Value per Unit:                                     $ 9.854808     $  9.825275     $ 10.071361     $ 21.080180



<CAPTION>
                                                               Fidelity       Fidelity
                                               Fidelity          VIP             VIP          Fidelity         Fidelity
                                                 VIP             High           Money          VIP II           VIP II
                                                Growth          Income         Market        Contrafund       Index 500
                                              Portfolio       Portfolio       Portfolio      Portfolio        Portfolio
                                           --------------- --------------- -------------- --------------- -----------------
<S>                                        <C>             <C>             <C>            <C>             <C>
NET INVESTMENT INCOME:
 Reinvested dividend income ..............   $        --     $        --     $       --     $        --      $       --
 Reinvested capital gains ................            --              --             --              --              --
 Administrative expenses .................            --              --             --              --              --
                                             -----------     -----------     ----------     -----------      ----------
  Net investment income and
  capital gains ..........................            --              --             --              --              --
                                             -----------     -----------     ----------     -----------      ----------
REALIZED AND UNREALIZED GAINS:
 Net realized gains on redemption's
  of fund shares .........................            --              --             --              --              --
 Increase in unrealized appreciation
  of investments .........................            --              --             --              --              --
                                             -----------     -----------     ----------     -----------      ----------
  Net realized and unrealized gains ......            --              --             --              --              --
                                             -----------     -----------     ----------     -----------      ----------
  Additions from operations ..............            --              --             --              --              --
POLICY OWNERS' TRANSACTIONS:
 Net premium payments ....................             2              --              1               9               5
 Transfers from fixed account ............            --              --             --              --              --
 Policy loans ............................            --              --             --              --              --
 Loan collateral interest crediting ......            --              --             --              --              --
 Surrenders ..............................            --              --             --              --              --
 Death benefits ..........................            --              --             --              --              --
 Cost of insurance charges ...............            --              --             --              --                (1)
 Monthly expense charges .................            --              --             --              --              --
                                             -----------     -----------     ----------     -----------      ------------
  Additions for policy owners'
  transactions ...........................             2              --              1               9               4
                                             -----------     -----------     ----------     -----------      ------------
  Net additions for the period ...........             2              --              1               9               4
Policy Owners' Equity, beginning
 of the period ...........................            --              --             --              --              --
                                             -----------     -----------     ----------     -----------      ------------
Policy Owners' Equity,
 end of the period .......................   $         2     $        --     $        1     $         9      $        4
                                             ===========     ===========     ==========     ===========      ============
Units Outstanding, end of the period .....    103.336                 --      75.083         495.110         203.033
Net Asset Value per Unit:                    $ 19.160956     $ 15.800365    $ 12.269546     $ 18.395120      $ 22.547720
</TABLE>
    

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

                                       47
<PAGE>

 RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK VARIABLE LIFE SEPARATE ACCOUNT I


COMBINED STATEMENTS OF OPERATIONS AND CHANGES IN POLICY OWNERS' EQUITY,
                                   continued


For the period from August 8 (date of inception) to December 31, 1997 (In
                                  Thousands)



   
<TABLE>
<CAPTION>
                                                                    Janus                          Janus
                                                                    Aspen          Janus           Aspen
                                            Fidelity's VIP II      Series          Aspen           Series
                                                Investment       Aggressive        Series      International
                                                Grade Bond         Growth          Growth          Growth
                                                Portfolio         Portfolio      Portfolio       Portfolio
                                           ------------------- -------------- --------------- ---------------
<S>                                        <C>                 <C>            <C>             <C>
NET INVESTMENT INCOME:
 Reinvested dividend income ..............     $        --       $       --     $        --     $        --
 Reinvested capital gains ................              --               --              --              --
 Administrative expenses .................              --               --              --              --
                                               -----------       ----------     -----------     -----------
  Net investment income
  and capital gains ......................              --               --              --              --
                                               -----------       ----------     -----------     -----------
REALIZED AND UNREALIZED GAINS:
 Net realized gains on
  redemption's of fund shares ............              --               --              --              --
 Increase in unrealized
  appreciation of investments ............              --               --              --              --
                                               -----------       ----------     -----------     -----------
  Net realized and unrealized gains ......              --               --              --              --
                                               -----------       ----------     -----------     -----------
  Additions from operations ..............              --               --              --              --
                                               -----------       ----------     -----------     -----------
POLICY OWNERS' TRANSACTIONS:
 Net premium payments ....................              --               --              --               4
 Transfers from fixed account ............              --               --              --              --
 Policy loans ............................              --               --              --              --
 Loan collateral interest crediting ......              --               --              --              --
 Surrenders ..............................              --               --              --              --
 Death benefits ..........................              --               --              --              --
 Cost of insurance charges ...............              --               --              --              --
 Monthly expense charges .................              --               --              --              --
                                               -----------       ----------     -----------     -----------
  Additions for policy owners'
  transactions ...........................              --               --              --               4
                                               -----------       ----------     -----------     -----------
  Net additions for the period ...........              --               --              --               4
Policy Owners' Equity,
 beginning of the period .................              --               --              --              --
                                               -----------       ----------     -----------     -----------
Policy Owners' Equity,
 end of the period .......................     $        --       $       --     $        --     $         4
                                               ===========       ==========     ===========     ===========
Units Outstanding, end of the period .....              --         2.178                 --      427.927
Net Asset Value per Unit:                      $ 12.685026      $ 10.960002     $ 10.187114     $  9.625377



<CAPTION>
                                                                  Neuberger&
                                                                    Berman
                                                                   Advisers      Neuberger&
                                                  Janus           Management       Berman
                                                  Aspen             Trust         Advisers        Northstar        Northstar
                                                  Series           Limited       Management        Variable         Variable
                                                Worldwide          Maturity         Trust           Trust            Trust
                                                  Growth             Bond         Partners          Growth         High Yield
                                                Portfolio         Portfolio       Portfolio       Portfolio      Bond Portfolio
                                           ------------------- --------------- -------------- ----------------- ---------------
<S>                                        <C>                 <C>             <C>            <C>               <C>
NET INVESTMENT INCOME:
 Reinvested dividend income ..............    $         --       $        --             --     $          --     $       --
 Reinvested capital gains ................              --                --             --                --             --
 Administrative expenses .................              --                --             --                --             --
                                              ------------       -----------             --     -------------     ----------
  Net investment income
  and capital gains ......................              --                --             --                --             --
                                              ------------       -----------             --     -------------     ----------
REALIZED AND UNREALIZED GAINS:
 Net realized gains on
  redemption's of fund shares ............              --                --             --                --             --
 Increase in unrealized
  appreciation of investments ............              --                --             --                --             --
                                              ------------       -----------             --     -------------     ----------
  Net realized and unrealized gains ......              --                --             --                --             --
                                              ------------       -----------             --     -------------     ----------
  Additions from operations ..............              --                --             --                --             --
                                              ------------       -----------             --     -------------     ----------
POLICY OWNERS' TRANSACTIONS:
 Net premium payments ....................              25                 1              1                11             --
 Transfers from fixed account ............              --                --             --                --             --
 Policy loans ............................              --                --             --                --             --
 Loan collateral interest crediting ......              --                --             --                --             --
 Surrenders ..............................              --                --             --                --             --
 Death benefits ..........................              --                --             --                --             --
 Cost of insurance charges ...............                (1)             --             --                --             --
 Monthly expense charges .................              --                --             --                --             --
                                              --------------     -----------             --     -------------     ----------
  Additions for policy owners'
  transactions ...........................              24                 1              1                11             --
                                              --------------     -----------             --     -------------     ----------
  Net additions for the period ...........              24                 1              1                11             --
Policy Owners' Equity,
 beginning of the period .................              --                --             --                --             --
                                              --------------     -----------             --     -------------     ----------
Policy Owners' Equity,
 end of the period .......................    $         24       $         1     $        1     $          11     $       --
                                              ==============     ===========     ==========     =============     ==========
Units Outstanding, end of the period .....    2,468.532           105.555         55.116         1,076.181         13.072
Net Asset Value per Unit:                     $    9.836310      $ 10.254171    $ 10.325813     $   10.189337    $ 10.406855
</TABLE>
    

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

                                       48
<PAGE>

 RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK VARIABLE LIFE SEPARATE ACCOUNT I


COMBINED STATEMENTS OF OPERATIONS AND CHANGES IN POLICY OWNERS' EQUITY,
                                   continued


For the period from August 8 (date of inception) to December 31, 1997 (In
                                  Thousands)



   
<TABLE>
<CAPTION>
                                               Northstar         Northstar         Northstar            OCC
                                            Variable Trust     Variable Trust   Variable Trust     Accumulation
                                               Income &        International      Muti-Sector          Trust
                                           Growth Portfolio   Value Portfolio   Bond Portfolio   Equity Portfolio
                                          ------------------ ----------------- ---------------- ------------------
<S>                                       <C>                <C>               <C>              <C>
NET INVESTMENT INCOME:
 Reinvested dividend income .............     $       --        $       --        $       --       $        --
 Reinvested capital gains ...............             --                --                --                --
 Administrative expenses ................             --                --                --                --
                                              ----------        ----------        ----------       -----------
  Net investment income
  and capital gains .....................             --                --                --                --
                                              ----------        ----------        ----------       -----------
REALIZED AND UNREALIZED GAINS:
 Net realized gains on
  redemption's of fund shares ...........             --                --                --                --
 Increase in unrealized
  appreciation of investments ...........             --                --                --                --
                                              ----------        ----------        ----------       -----------
  Net realized and unrealized gains .....             --                --                --                --
                                              ----------        ----------        ----------       -----------
  Additions from operations .............             --                --                --                --
                                              ----------        ----------        ----------       -----------
POLICY OWNERS' TRANSACTIONS:
 Net premium payments ...................              1                 9                 1                 3
 Transfers from fixed account ...........             --                --                --                --
 Policy loans ...........................             --                --                --                --
 Loan collateral interest crediting .....             --                --                --                --
 Surrenders .............................             --                --                --                --
 Death benefits .........................             --                --                --                --
 Cost of insurance charges ..............             --                  (1)             --                --
 Monthly expense charges ................             --                --                --                --
                                              ----------        ------------      ----------       -----------
  Additions for policy owners'
  transactions ..........................              1                 8                 1                 3
                                              ----------        ------------      ----------       -----------
  Net additions for the period ..........              1                 8                 1                 3
Policy Owners' Equity,
 beginning of the period ................             --                --                --                --
                                              ----------        ------------      ----------       -----------
Policy Owners' Equity,
 end of the period ......................     $        1        $        8        $        1       $         3
                                              ==========        ============      ==========       ===========
Units Outstanding, end of the eriod .....      49.892           823.667            29.810           265.451
Net Asset Value per Unit:                    $ 16.036372        $ 10.129526      $ 14.264010       $ 10.753858



<CAPTION>
                                                OCC               OCC                OCC
                                            Accumulation      Accumulation       Accumulation
                                               Trust             Trust              Trust         Putman VT      Putman VT
                                           Global Equity        Managed           Small Cap      Diversified     Growth and
                                             Portfolio         Portfolio          Portfolio      Income Fund    Income Fund
                                          --------------- ------------------- ----------------- ------------- ---------------
<S>                                       <C>             <C>                 <C>               <C>           <C>
NET INVESTMENT INCOME:
 Reinvested dividend income .............   $        --      $         --       $          --    $       --     $        --
 Reinvested capital gains ...............            --                --                  --            --              --
 Administrative expenses ................            --                --                  --            --              --
                                            -----------      ------------       -------------    ----------     -----------
  Net investment income
  and capital gains .....................            --                --                  --            --              --
                                            -----------      ------------       -------------    ----------     -----------
REALIZED AND UNREALIZED GAINS:
 Net realized gains on
  redemption's of fund shares ...........            --                --                  --            --              --
 Increase in unrealized
  appreciation of investments ...........            --                --                  --            --              --
                                            -----------      ------------       -------------    ----------     -----------
  Net realized and unrealized gains .....            --                --                  --            --              --
                                            -----------      ------------       -------------    ----------     -----------
  Additions from operations .............            --                --                  --            --              --
                                            -----------      ------------       -------------    ----------     -----------
POLICY OWNERS' TRANSACTIONS:
 Net premium payments ...................             5                13                  11            --               3
 Transfers from fixed account ...........            --                --                  --            --              --
 Policy loans ...........................            --                --                  --            --              --
 Loan collateral interest crediting .....            --                --                  --            --              --
 Surrenders .............................            --                --                  --            --              --
 Death benefits .........................            --                --                  --            --              --
 Cost of insurance charges ..............            --                  (1)               --            --              --
 Monthly expense charges ................            --                --                  --            --              --
                                            -----------      --------------     -------------    ----------     -----------
  Additions for policy owners'
  transactions ..........................             5                12                  11            --               3
                                            -----------      --------------     -------------    ----------     -----------
  Net additions for the period ..........             5                12                  11            --               3
Policy Owners' Equity,
 beginning of the period ................            --                --                  --            --              --
                                            -----------      --------------     -------------    ----------     -----------
Policy Owners' Equity,
 end of the period ......................   $         5      $         12       $          11    $       --     $         3
                                            ===========      ==============     =============    ==========     ===========
Units Outstanding, end of the eriod .....    473.059         1,233.680           1,063.874        16.242         161.028
Net Asset Value per Unit:                   $  9.518205      $   10.175476      $   10.252721   $ 13.290543     $ 20.717931



<CAPTION>
                                             Putman VT
                                            Voyager Fund
                                          ---------------
<S>                                       <C>
NET INVESTMENT INCOME:
 Reinvested dividend income .............   $        --
 Reinvested capital gains ...............            --
 Administrative expenses ................            --
                                            -----------
  Net investment income
  and capital gains .....................            --
                                            -----------
REALIZED AND UNREALIZED GAINS:
 Net realized gains on
  redemption's of fund shares ...........            --
 Increase in unrealized
  appreciation of investments ...........            --
                                            -----------
  Net realized and unrealized gains .....            --
                                            -----------
  Additions from operations .............            --
                                            -----------
POLICY OWNERS' TRANSACTIONS:
 Net premium payments ...................             9
 Transfers from fixed account ...........            --
 Policy loans ...........................            --
 Loan collateral interest crediting .....            --
 Surrenders .............................            --
 Death benefits .........................            --
 Cost of insurance charges ..............            --
 Monthly expense charges ................            --
                                            -----------
  Additions for policy owners'
  transactions ..........................             9
                                            -----------
  Net additions for the period ..........             9
Policy Owners' Equity,
 beginning of the period ................            --
                                            -----------
Policy Owners' Equity,
 end of the period ......................   $         9
                                            ===========
Units Outstanding, end of the eriod .....    431.004
Net Asset Value per Unit:                   $ 20.460670
</TABLE>
    

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

                                       49
<PAGE>

                 RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK

                       VARIABLE LIFE SEPARATE ACCOUNT I


                         NOTES TO FINANCIAL STATEMENTS


1. ORGANIZATION:
     ReliaStar Life Insurance Company of New York Variable Life Separate
Account I ("Separate Account I") was established by ReliaStar Life Insurance
Company of New York ("ReliaStar Life of New York"), previously ReliaStar
Bankers Security Life Insurance Society, in 1986 under the New York insurance
laws. Separate Account I operates as a unit investment trust under the
Investment Company Act of 1940 and is used to fund certain benefits for
variable life insurance policies issued by ReliaStar Life of New York. The
assets of Separate Account I and its sub-accounts are the property of ReliaStar
Life of New York. The portion of Separate Account I assets applicable to the
variable life policies will not be charged with liabilities arising out of any
other business ReliaStar Life of New York may conduct. The net assets
maintained in the sub-accounts provide the basis for the periodic determination
of the amount of increased or decreased benefits under the policies. The net
assets may not be less than the amount required under the state insurance law
to provide for death benefits (without regard to the minimum death benefit
guarantee) and other policy benefits. Additional assets are held in ReliaStar
Life of New York's general account to cover the contingency that the guaranteed
minimum death benefit might exceed the death benefit which would have been
payable in the absence of such guarantee.


     Payments received under the polices are allocated to sub-accounts of the
account, each of which invested in one of the following funds during the year.



   
<TABLE>
<CAPTION>
                                   Fidelity Variable Insurance Products
                                   Fund (VIP) and Variable Insurance
The Alger American Fund            Products Fund II (VIP II)                 Janus Aspen Series
- --------------------------------   ---------------------------------------   -------------------------------
<S>                                <C>                                       <C>
Growth Portfolio                   VIP Equity-Income Portfolio               Aggressive Growth Portfolio
MidCap Growth Portfolio            VIP Growth Portfolio                      Growth Portfolio
Small Capitalization Portfolio     VIP High Income Portfolio                 International Growth Portfolio
                                   VIP Money Market Portfolio                Worldwide Growth Portfolio
                                   VIP II Contrafund Portfolio
                                   VIP II Index 500 Portfolio
                                   VIP II Investment Grade Bond Portfolio
</TABLE>
    


   
<TABLE>
<CAPTION>
 Neuberger&Berman Advisers Management Trust    Northstar Variable Trust
- --------------------------------------------   -------------------------------
<S>                                            <C>
Limited Maturity Bond Portfolio                Growth Portfolio
Partners Portfolio                             High Yield Portfolio
                                               Income & Growth Portfolio
                                               International Value Portfolio
                                               Multi-Sector Bond Portfolio
</TABLE>
    


<TABLE>
<CAPTION>
OCC Accumulation Trust            Putnam Variable Trust
- -------------------------------   -----------------------------------
<S>                               <C>
Equity Portfolio                  Putnam VT Diversified Income Fund
Global Equity Portfolio           Putnam VT Growth and Income Fund
Managed Portfolio                 Putnam VT Voyager Fund
Small Capitalization Portfolio
</TABLE>

   
     Fred Alger Management, Inc. is the investment adviser for the three
portfolios of The Alger American Fund and is paid fees for its services by The
Alger American Fund's Portfolios. Fidelity Management & Research Company is the
investment adviser for Fidelity Variable Insurance Products Fund (VIP) and
Variable Insurance Products Fund II (VIP II) and is paid for its services by
the VIP and VIP II Portfolios. Janus Capital Corporation is the investment
adviser of for the four portfolios of Janus Aspen Series and is paid fees for
its services by the Janus Aspen Series Portfolios. Neuberger&Berman Management
is the investment manager for the two portfolios of the Advisers Management
Trust and is paid for its services by these Funds. These fees are borne
indirectly through the Neuberger&Berman Advisers Managers Trust Funds in which
these Funds invest under a "master-feeder" Structure. Northstar Investment
Management Corporation, an affiliate of ReliaStar Life Insurance Company
("ReliaStar Life"), is the investment adviser for the five Northstar Portfolios
and is paid fees for its services
    


                                       50
<PAGE>

1. ORGANIZATION: -- Continued
by the portfolios. OpCap Advisors is the investment adviser for the four
portfolios of the OCC Accumulation Trust and is paid fees for its services by
the OCC Accumulation Trust Funds. Putnam Investment Management, Inc. is the
investment adviser for Putnam Variable Trust and is paid fees for its services
by Putnam Variable Trust. See the related Funds' prospectuses for further
information. On August 8, 1997, Sub-Accounts investing in The Alger American
Fund, Fidelity VIP and VIP II, Janus Aspen Series, Neuberger&Berman Advisers
Management Trust, Northstar Funds and OCC Accumulation Trust were made
available to ReliaStar Life of New York policies.


2. SIGNIFICANT ACCOUNTING POLICIES:
SECURITIES VALUATION TRANSACTIONS AND RELATED INVESTMENT INCOME:

The market value of investments in the sub-accounts is based on the closing net
asset values of the fund shares held at the end of the year. Investment
transactions are accounted for on the trade date (date the order to purchase or
redeem is executed) and dividend income and capital gain distributions are
recorded on the exdividend date. Net realized gains and losses on redemptions
of shares of the funds are determined on the basis of specific identification
of fund share costs.


3. FEDERAL INCOME TAXES:
Under current tax law, the income, gains, and losses from the separate account
investments are not taxable to either the account or ReliaStar Life of New
York.


4. POLICY CHARGES:
Certain charges are made by ReliaStar Life of New York to policy owners'
Variable Accumulation Values in the Account in accordance with the terms of the
policies. These charges may include: cost of insurance; a monthly expense
charge: death benefit guarantee charge; optional insurance benefit charges
based upon the policy terms for optional benefits; and surrender charges and
sales charge refunds, as set forth in the policies.


                                       51
<PAGE>

5. INVESTMENTS:
     For the period from August 8 (date of inception) to December 31, 1997,
investment activity in the funds was as follows (in thousands):



   
<TABLE>
<CAPTION>
                                                       Cost of       Proceeds
                                                      Purchases     From Sales
                                                     -----------   -----------
<S>                                                  <C>           <C>
Investing Fund
THE ALGER AMERICAN FUND:
 Alger American Growth Portfolio .................       $  l         $  --
 Alger American MidCap Growth Portfolio ..........          2            --
 Alger American Small Capitalization .............          5            --
FIDELITY VIP AND VIP II:
 VIP Equity-Income Portfolio .....................         --            --
 VIP Growth Portfolio ............................          2            --
 VIP High Income Portfolio .......................         --            --
 VIP Money Market Portfolio ......................          1            --
 VIPII Contrafund Portfolio ......................          9            --
 VIPII Index 500 Portfolio .......................          5            --
 VIPII Investment Grade Bond Portfolio ...........         --            --
JANUS ASPEN SERIES:
 Aggressive Growth Portfolio .....................         --            --
 Growth Portfolio ................................         --
 International Growth Portfolio ..................          4            --
 Worldwide Growth Portfolio ......................         24            --
NEUBERGER&BERMAN ADVISERS MANAGEMENT TRUST:
 Limited Maturity Bond Portfolio .................          1            --
 Partners Portfolio ..............................          1            --
NORTHSTAR VARIABLE TRUST:
 Northstar Growth Portfolio ......................         11            --
 Northstar High Yield Bond Portfolio .............         --            --
 Northstar Income & Growth Portfolio .............          1            --
 Northstar International Value Portfolio .........          8            --
 Northstar Multi-Sector Bond Portfolio ...........         --            --
OCC ACCUMULATION TRUST:
 Equity Portfolio ................................          3            --
 Global Equity Portfolio .........................          5            --
 Managed Portfolio ...............................         12            --
 Small Cap Portfolio .............................         11            --
PUTNAM VARIABLE TRUST:
 Putnam VT Diversified Income Fund ...............         --            --
 Putnam VT Growth and Income Fund ................          3            --
 Putnam VT Voyager Fund ..........................          9            --
                                                         ----         -----
 Total ...........................................       $118         $  --
                                                         ====         =====
</TABLE>
    


   
                                       52
    
<PAGE>

   
                         INDEPENDENT AUDITORS' REPORT




Board of Directors and Shareholder
ReliaStar Life Insurance Company of New York
(A Wholly Owned Subsidiary of Security-Connecticut Life Insurance Company)
Woodbury, New York

     We have audited the accompanying balance sheets of ReliaStar Life
Insurance Company of New York, formerly known as ReliaStar Bankers Security
Life Insurance Company, (the Company) as of December 31, 1997 and 1996, and the
related statements of income, shareholder's equity and cash flows for each of
the two years in the period ended December 31, 1997. 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 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. 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 ReliaStar Life Insurance
Company of New York as of December 31, 1997 and 1996 and the results of its
operations and its cash flows for each of the two years in the period ended
December 31, 1997, in conformity with generally accepted accounting principles.
 


     As discussed in Note 2 to the financial statements, effective January 1,
1998, Lincoln Security Life Insurance Company, an affiliate, merged with and
into the Company.





/s/ DELOITTE & TOUCHE LLP

Minneapolis, Minnesota
March 26, 1998
    

                                       53
<PAGE>

BALANCE SHEETS
   
ReliaStar Life Insurance Company of New York
    
(A Wholly Owned Subsidiary of Security-Connecticut Life Insurance Company)


   
<TABLE>
<S>                                                         <C>             <C>
                                                                      December 31
                                                            --------------------------------
(In Millions)                                                      1997            1996
- ----------------------------------------------------------- -----------            ----
ASSETS
Fixed Maturity Securities (Amortized Cost: 1997, $1,276.1;
 1996, $1,297.5)                                             $  1,353.0      $  1,356.7
Equity Securities (Cost: 1997, $2.5; 1996, $6.5)                    2.8             7.3
Mortgage Loans on Real Estate                                     287.4           276.3
Real Estate                                                         1.6             1.6
Policy Loans                                                       76.6            73.4
Other Invested Assets                                               6.3             5.6
Short-Term Investments                                              5.2             8.7
- ----------------------------------------------------------- -----------      ----------
   Total Investments                                            1,732.9         1,729.6
- ----------------------------------------------------------- -----------      ----------
Cash                                                           (    1.0)       (    4.7)
Accounts and Notes Receivable                                      10.6             6.1
Reinsurance Receivable                                             25.8            26.1
Deferred Policy Acquisition Costs                                 122.3           131.8
Present Value of Future Profits                                    37.4            53.3
Property and Equipment, Net                                         1.4             7.9
Accrued Investment Income                                          25.1            25.1
Goodwill                                                           16.4            16.9
Other Assets                                                         --             1.5
Assets Held in Separate Accounts                                  493.1           403.3
- ----------------------------------------------------------- -----------      ----------
   Total Assets                                              $  2,464.0      $  2,396.9
=========================================================== ===========      ==========
LIABILITIES
Future Policy and Contract Benefits                          $  1,521.0      $  1,575.0
Pending Policy Claims                                              18.8            22.5
Other Policyholder Funds                                           13.9             8.7
Income Taxes                                                       24.3            28.6
Other Liabilities                                                  35.6            23.5
Liabilities Related to Separate Accounts                          490.6           400.8
- ----------------------------------------------------------- -----------      ----------
   Total Liabilities                                            2,104.2         2,059.1
- ----------------------------------------------------------- -----------      ----------
SHAREHOLDER'S EQUITY
Common Stock (Shares Issued: 1.4)                                   2.8             2.8
Additional Paid-In Capital                                        165.4           165.4
Net Unrealized Investment Gains                                    38.3            28.0
Retained Earnings                                                 153.3           141.6
- ----------------------------------------------------------- -----------      ----------
   Total Shareholder's Equity                                     359.8           337.8
- ----------------------------------------------------------- -----------      ----------
  Total Liabilities and Shareholder's Equity                 $  2,464.0      $  2,396.9
=========================================================== ===========      ==========
</TABLE>
    

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

                                       54
<PAGE>

STATEMENTS OF INCOME
ReliaStar Life Insurance Company of New York
(A Wholly Owned Subsidiary of Security-Connecticut Life Insurance Company)


   
<TABLE>
<S>                                                 <C>          <C>
                                                      Year Ended December 31
                                                    ------------------------
(In Millions)                                           1997         1996
- --------------------------------------------------- --------         ----
REVENUES
Premiums                                              $ 51.1       $ 47.1
Net Investment Income                                  135.3        137.0
Realized Investment Gains, Net                           1.9          3.5
Policy and Contract Charges                             69.0         65.7
Other Income                                             3.6          2.0
- --------------------------------------------------- --------       ------
  Total                                                260.9        255.3
- --------------------------------------------------- --------       ------
BENEFITS AND EXPENSES
Benefits to Policyholders                              150.7        154.1
Sales and Operating Expenses                            46.8         44.8
Amortization of Deferred Policy Acquisition Costs
  and Present Value of Future Profits                   43.6         18.0
Dividends and Experience Refunds to Policyholders        1.1           --
- --------------------------------------------------- --------       ------
  Total                                                242.2        216.9
- --------------------------------------------------- --------       ------
Income before Income Taxes                              18.7         38.4
Income Tax Expense                                       7.0         13.8
- --------------------------------------------------- --------       ------
  Net Income                                          $ 11.7       $ 24.6
=================================================== ========       ======
</TABLE>
    

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

                                       55
<PAGE>

   
STATEMENTS OF SHAREHOLDER'S EQUITY
    
ReliaStar Life Insurance Company of New York
(A Wholly Owned Subsidiary of Security-Connecticut Life Insurance Company)


   
<TABLE>
<S>                                       <C>         <C>
                                            Year Ended December 31
                                          ------------------------
(In Millions)                                1997          1996
- ----------------------------------------- -------          ----
COMMON STOCK
Beginning and End of Year                 $   2.8      $    2.8
- ----------------------------------------- -------      --------
ADDITIONAL PAID-IN CAPITAL
Beginning and End of Year                   165.4         165.4
- ----------------------------------------- -------      --------
NET UNREALIZED INVESTMENT GAINS (LOSSES)
Beginning of Year                            28.0          41.8
Change for the Year                          10.3       (  13.8)
- ----------------------------------------- -------      --------
  End of Year                                38.3          28.0
- ----------------------------------------- -------      --------
RETAINED EARNINGS
Beginning of Year                           141.6         117.0
Net Income                                   11.7          24.6
- ----------------------------------------- -------      --------
  End of Year                               153.3         141.6
- ----------------------------------------- -------      --------
  Total Shareholder's Equity              $ 359.8      $  337.8
========================================= =======      ========
</TABLE>
    

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

                                       56
<PAGE>

STATEMENTS OF CASH FLOWS
ReliaStar Life Insurance Company of New York
(A Wholly Owned Subsidiary of Security-Connecticut Life Insurance Company)


   
<TABLE>
<S>                                                                  <C>            <C>
                                                                         Year Ended December 31
                                                                     ----------------------------
(In Millions)                                                              1997           1996
- -------------------------------------------------------------------- ----------           ----
OPERATING ACTIVITIES
Net Income                                                             $   11.7       $   24.6
Adjustments to Reconcile Net Income to Net
  Cash Provided by Operating Activities
   Interest Credited to Insurance Contracts                                69.7           75.1
   Future Policy Benefits                                                ( 47.8)        ( 59.6)
   Capitalization of Policy Acquisition Costs                            ( 21.8)        ( 26.5)
   Amortization of Deferred Policy Acquisition Costs
    and Present Value of Future Profits                                    43.6           18.0
   Deferred Income Taxes                                                 (  6.0)           6.2
   Net Change in Receivables and Payables                                   4.0            9.0
   Other Assets                                                             3.7            7.9
   Realized Investment Gains, Net                                        (  1.9)        (  3.5)
   Other                                                                    7.0         (   .2)
- -------------------------------------------------------------------- ----------       --------
  Net Cash Provided by Operating Activities                                62.2           51.0
- -------------------------------------------------------------------- ----------       --------
INVESTING ACTIVITIES
Proceeds from Sales of Fixed Maturity Securities                           56.9           24.6
Proceeds from Maturities or Repayment of Fixed Maturity Securities        119.8          134.6
Cost of Fixed Maturity Securities Acquired                               (153.7)        (146.5)
Sale (Purchases) of Equity Securities, Net                                  4.9         (   .7)
Proceeds of Mortgage Loans Sold, Matured or Repaid                         54.0           40.9
Cost of Mortgage Loans Acquired                                          ( 65.9)        ( 83.4)
Sales of Real Estate, Net                                                    .8            6.8
Policy Loans Issued, Net                                                 (  3.2)        (  4.9)
Sales of Other Invested Assets, Net                                          .1             .8
Sales of Short-Term Investments, Net                                        3.5            6.0
- -------------------------------------------------------------------- ----------       --------
  Net Cash Provided (Used) by Investing Activities                         17.2         ( 21.8)
- -------------------------------------------------------------------- ----------       --------
FINANCING ACTIVITIES
Deposits to Insurance Contracts                                           118.2          134.9
Maturities and Withdrawals from Insurance Contracts                      (193.9)        (182.4)
- -------------------------------------------------------------------- ----------       --------
  Net Cash Used by Financing Activities                                  ( 75.7)        ( 47.5)
- -------------------------------------------------------------------- ----------       --------
Increase (Decrease) in Cash                                                 3.7         ( 18.3)
Cash at Beginning of Year                                                (  4.7)          13.6
- -------------------------------------------------------------------- ----------       --------
Cash at End of Year                                                    $   (1.0)      $   (4.7)
==================================================================== ==========       ========
</TABLE>
    

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

                                       57
<PAGE>

NOTES TO FINANCIAL STATEMENTS
ReliaStar Life Insurance Company of New York
(A Wholly Owned Subsidiary of Security-Connecticut Life Insurance Company)


NOTE 1. CHANGES IN ACCOUNTING PRINCIPLES
Accounting for Transfers and Servicing of Financial Assets and Extinguishments
of Liabilities

Effective for transactions occurring on or after January 1, 1997, ReliaStar
Life Insurance Company of New York (the Company) adopted those provisions of
Statement of Financial Accounting Standards (SFAS) No. 125, "Accounting for
Transfers and Servicing of Financial Assets and Extinguishments of
Liabilities," which have not been deferred by SFAS No. 127, "Deferral of the
Effective Date of Certain Provisions of FASB Statement No. 125." SFAS No. 125
requires a company to recognize the financial and servicing assets it controls
and the liabilities it has incurred and to derecognize financial assets when
control has been surrendered in accordance with the criteria provided in SFAS
No. 125. The adoption of this standard did not have a significant effect on the
financial results of the Company.

Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to
Be Disposed Of

Effective January 1, 1996, the Company adopted SFAS No. 121, "Accounting for
the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed
Of." SFAS No. 121 establishes accounting standards for the impairment of
long-lived assets, certain identifiable intangibles, and goodwill related to
those assets to be held and used and for long-lived assets and certain
identifiable intangibles to be disposed of. This Statement requires that
long-lived assets and certain identifiable intangibles to be held and used by
an entity be reviewed for impairment whenever events or changes in
circumstances indicate that the carrying amount of an asset may not be
recoverable. Measurement of an impairment loss for long-lived assets and
identifiable intangibles that an entity expects to hold and use should be based
on the fair value of the asset. Long-lived assets and certain identifiable
intangibles to be disposed of must be reported at the lower of carrying amount
or fair value less cost to sell. The adoption of this standard did not have a
significant effect on the financial results of the Company.


NOTE 2. NATURE OF OPERATIONS AND SIGNIFICANT ACCOUNTING POLICIES
Nature of Operations

   
The Company is principally engaged in the business of providing life insurance
and related financial service products. The Company provides and distributes
individual life insurance and annuities; employee benefit products and
services; life and health reinsurance and retirement plans. The Company
operates primarily in the United States and is authorized to conduct business
in all 50 states.
    

Basis of Presentation


   
The Company, formerly known as ReliaStar Bankers Security Life Insurance
Company, is a wholly-owned subsidiary of Security-Connecticut Life Insurance
Company which is a wholly-owned subsidiary of ReliaStar United Services Life
Insurance Company which is a wholly-owned subsidiary of ReliaStar Life
Insurance Company (ReliaStar Life) whose parent is ReliaStar Financial Corp.
(ReliaStar). Effective January 1, 1998, Lincoln Security Life Insurance
Company, (Lincoln Security) an affiliate, merged with and into the Company.
Lincoln Security had assets and shareholder's equity of $393.8 and $73.1
million, respectively, at December 31, 1997.
    


Use of Estimates


The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities, the disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.


During 1997, the Company made certain changes in assumptions affecting the
estimated gross profits for certain policies which reduced deferred policy
acquisition costs and present value of future profits by $22.1 million.


Investments


Fixed maturity securities (bonds and redeemable preferred stocks) are
classified as available-for-sale and are valued at fair value.


                                       58
<PAGE>

Equity securities (common stocks and nonredeemable preferred stocks) are valued
at fair value.


Mortgage loans on real estate are carried at amortized cost less an impairment
allowance for estimated uncollectible amounts.


Investment real estate owned directly by the Company is carried at cost less
accumulated depreciation and allowances for estimated losses. Real estate
acquired through foreclosure is carried at the lower of fair value less
estimated costs to sell or cost.


Short-term investments are carried at amortized cost, which approximates fair
value.


Unrealized investment gains and losses of equity securities and fixed maturity
securities classified as available-for-sale, net of related deferred policy
acquisition costs (DAC), present value of future profits (PVFP) and tax
effects, are accounted for as a direct increase or decrease in shareholder's
equity.


Realized investment gains and losses enter into the determination of net
income. Realized investment gains and losses on sales of securities are
determined on the specific identification method. Write-offs of investments
that decline in value below cost on other than a temporary basis and the
changes in the allowances for mortgage loans and wholly owned real estate are
included with realized investment gains and losses in the Statements of Income.
 


The Company records write-offs or allowances for its investments based upon an
evaluation of specific problem investments. The Company reviews, on a continual
basis, all invested assets (including marketable bonds, private placements,
mortgage loans and real estate investments) to identify investments where the
Company has credit concerns. Investments with credit concerns include those the
Company has identified as problem investments, which are issues delinquent in a
required payment of principal or interest, issues in bankruptcy or foreclosure,
and restructured or foreclosed assets. The Company also identifies investments
as potential problem investments, which are investments where the Company has
serious doubts as to the ability of the borrowers to comply with the present
loan repayment terms.

Property and Equipment

Property and equipment are carried at cost, net of accumulated depreciation of
$1.8 million and $1.9 million at December 31, 1997 and 1996, respectively. The
Company provides for depreciation of property and equipment using straight-line
and accelerated methods over the estimated useful lives of the assets.
Depreciation expense for 1997 and 1996 amounted to $.5 million and $.3 million,
respectively.

Separate Accounts

The Company operates separate accounts. The assets and liabilities of the
separate accounts are primarily related to variable annuity, variable life and
401(k) contracts and represents policyholder directed funds that are separately
administered. The assets (principally investments) and liabilities (principally
to contractholders) of each account are clearly identifiable and
distinguishable from other assets and liabilities of the Company. Assets are
valued at fair value. Revenues from these separate account contracts consist
primarily of charges for mortality risk and expenses, cost of insurance,
contract administration and surrender charges. Revenue for these products is
recognized when due.

Premium Revenue and Benefits to Policyholders

Recognition of traditional life, group and annuity premium revenue and benefits
to policyholders -- Traditional life insurance products include those products
with fixed and guaranteed premiums and benefits, and consist principally of
term and whole insurance policies and certain annuities with life contingencies
(immediate annuities). Life insurance premiums and immediate annuity premiums
are recognized as premium revenue when due. Group insurance premiums are
recognized as premium revenue over the time period to which the premiums
relate. Benefits and expenses are associated with earned premiums so as to
result in recognition of profits over the life of the contracts. This
association is accomplished by means of the provision for liabilities for
future policy benefits and the amortization of DAC and PVFP.


Recognition of universal life-type contracts revenue and benefits to
policyholders -- Universal life-type policies are insurance contracts with
terms that are not fixed and guaranteed. The terms that may be changed could
include one or more of the amounts assessed the policyholder, premiums paid by
the policyholder or interest accrued to policyholder balances. Amounts received
as deposits for such contracts are not reported as premium revenues.


                                       59
<PAGE>

Revenues for universal life-type policies consist of charges assessed against
policy account values for deferred policy loading and the cost of insurance and
policy administration. Policy benefits and claims that are charged to expense
include interest credited to contracts and benefit claims incurred in the
period in excess of related policy account balances.


Recognition of investment contract revenue and benefits to policyholders --
Contracts that do not subject the Company to risks arising from policyholder
mortality or morbidity are referred to as investment contracts. Certain
deferred annuities are considered investment contracts. Amounts received as
deposits for such contracts are not reported as premium revenues.


Revenues for investment contracts consist of investment income and policy
administration charges. Contract benefits that are charged to expense include
benefit claims incurred in the period in excess of related contract balances,
and interest credited to contract balances.

Policy Acquisition Costs

Those costs of acquiring new business, which vary with and are primarily
related to the production of new business, have been deferred to the extent
that such costs are deemed recoverable. Such costs include commissions, certain
costs of policy issuance and underwriting and certain variable agency expenses.
 


Costs deferred related to traditional life insurance products are amortized
over the premium paying period of the related policies, in proportion to the
ratio of annual premium revenues to total anticipated premium revenues. Such
anticipated premium revenues are estimated using the same assumptions used for
computing liabilities for future policy benefits.


Costs deferred related to universal life-type policies and investment contracts
are amortized over the lives of the policies, in relation to the present value
of estimated gross profits from mortality, investment, surrender and expense
margins.

Present Value of Future Profits

   
The present value of future profits reflects the unamortized value of the
acquired insurance business in force and represents the portion of the cost to
acquire that was allocated to the estimated value to receive future cash flows
from insurance contracts existing at the date of acquisition.
    


An analysis of the PVFP asset account is presented below:


   
<TABLE>
<S>                                                     <C>              <C>
                                                         Year Ended December 31
                                                        --------------------------
 (In Millions)                                                  1997         1996
- ------------------------------------------------------- ------------         ----
 Balance, Beginning of Year                              $      53.3      $  39.7
 Imputed Interest                                                3.4          3.8
 Amortization                                              (    15.8)       ( 8.4)
 Impact of Net Unrealized Investment Gains and Losses           (3.5)        18.2
- ------------------------------------------------------- ------------      -------
 Balance, End of Year                                    $      37.4      $  53.3
======================================================= ============      =======
</TABLE>
    

Based on current conditions and assumptions as to future events on acquired
policies in-force, the Company expects that the net amortization of the
December 31, 1997 PVFP balance will be between 4% and 13% in each of the years
1998 through 2002. The interest rates used to determine the amount of imputed
interest on the unamortized PVFP balance ranged from 5% to 8%.

   
Goodwill
    

Goodwill is the excess of the amount paid to acquire a company over the fair
value of the net assets acquired and is amortized on straight-line basis over
40 years. The carrying value of goodwill is monitored for indicators of
impairment of value. No events or circumstances were identified which warrant
consideration of impairment or a revised estimate of useful life.

Future Policy and Contract Benefits

   
Liabilities for future policy benefits for traditional life insurance contracts
are calculated using the net level premium method and assumptions as to
investment yields, mortality, withdrawals and dividends. The assumptions are
based on projections of past experience and include provisions for possible
unfavorable deviation. These assumptions are made at the time the contract is
issued or, for purchased contracts, at the date of acquisition.
    


Liabilities for future policy and contract benefits on universal life-type and
investment contracts are based on the policy account balance.


                                       60
<PAGE>

The liabilities for future policy and contract benefits for group disabled life
reserves and long-term disability reserves are based upon interest rate
assumptions and morbidity and termination rates from published tables, modified
for Company experience.

Income Taxes

The provision for income taxes includes amounts currently payable and deferred
income taxes resulting from the cumulative differences in the assets and
liabilities determined on a tax return and financial statement basis.


The Company files a consolidated tax return with certain of its afilliates. The
method by which the total consolidated federal income tax for each entity is
allocated to each of the companies is subject to a written agreement approved
by the Company's Board of Directors. Allocation is based upon a separate return
calculation such that each company in the consolidated return pays the same tax
or receives the same refunds it would have paid or received had it consistently
filed separate federal income tax returns. Intercompany tax balances are
settled within a reasonable time after filing of the consolidated federal
income tax returns with the Internal Revenue Service.

   
Interest Rate Swap Agreements

Interest rate swap agreements are used as hedges for asset/liability management
of adjustable rate and short-term invested assets. The Company does not enter
into any interest rate swap agreements for trading purposes. The interest rate
swap transactions involve the exchange of fixed and floating rate interest
payments without the exchange of underlying principal amounts and do not
contain other optional provisions. The Company utilizes the settlement method
of accounting for its interest rate swap agreements whereby the difference
between amounts paid and amounts received or accrued on interest rate swap
agreements is reflected in net investment income.
    


The characteristics (notional amount, maturity and payment dates) of the
interest rate swap agreements are similar to the characteristics of the
designated hedged assets. In the event an interest rate swap agreement would
cease to be an effective hedge, the affected interest rate swap agreement would
be recorded as an asset or liability at fair value with changes in fair value
recorded as income or expense. There were no terminations of interest rate swap
agreements during 1997 and 1996. The fair value and changes in fair value of
interest rate swap agreements are not recognized in the financial statements.


NOTE 3. INVESTMENTS
Investment income summarized by type of investment was as follows:

<TABLE>
<S>                             <C>         <C>
                                 Year Ended December 31
                                ------------------------
(In Millions)                        1997        1996
- ------------------------------- ---------        ----
Fixed Maturity Securities        $  107.0    $  108.7
Equity Securities                      .2          .4
Mortgage Loans on Real Estate        24.7        23.3
Real Estate                            .4          .9
Policy Loans                          5.3         5.0
Other Invested Assets              (   .1)         .5
Short-Term Investments                1.4         1.9
- ------------------------------- ---------    --------
  Gross Investment Income           138.9       140.7
Investment Expenses                (  3.6)     (  3.7)
- ------------------------------- ---------    --------
  Net Investment Income          $  135.3    $  137.0
=============================== =========    ========
</TABLE>

                                       61
<PAGE>

Net pretax realized investment gains (losses) were as follows:


<TABLE>
<S>                              <C>       <C>
                               Year Ended December 31
                               ----------------------
(In Millions)                       1997      1996
- -------------------------------- -------      ----
Net Gains (Losses) on Sales
  Fixed Maturity Securities
   Gross Gains                    $  1.3    $  1.5
   Gross Losses                     (1.2)    (  .3)
  Equity Securities                  1.0        --
  Foreclosed Real Estate              --        .7
  Other                               .9       1.6
- -------------------------------- -------    ------
                                     2.0       3.5
                                 -------    ------
Provisions for Losses:
  Fixed Maturity Securities         ( .1)       --
- -------------------------------- -------    ------
                                    ( .1)       --
                                 -------    ------
Realized Investment Gains, Net    $  1.9    $  3.5
================================ =======    ======
</TABLE>

All fixed maturity securities sales were from the available-for-sale portfolio.
 


The amortized cost and fair value of investments in fixed maturity securities
by type of investment were as follows:


   
<TABLE>
<S>                                                                <C>           <C>        <C>          <C>
                                                                                   December 31, 1997
                                                                   --------------------------------------------------
                                                                                   Gross Unrealized          
                                                                     Amortized  -----------------------      Fair
(In Millions)                                                             Cost     Gains       (Losses)     Value
- ------------------------------------------------------------------  -----------   -------     ---------  ---------
United States Government and Government Agencies and Authorities    $     22.4    $   1.8           --   $    24.2
States, Municipalities and Political Subdivisions                         10.5         .6           --        11.1
Foreign Governments                                                       11.3        1.1           --        12.4
Public Utilities                                                         123.1       10.9           --       134.0
Corporate Securities                                                     856.5       49.5    $    (1.1)      904.9
Mortgage-Backed/Structured Finance                                       252.1       14.3         ( .2)      266.2
Redeemable Preferred Stock                                                  .2         --           --          .2
- ------------------------------------------------------------------ -----------   --------    ---------   ---------
  Total                                                             $  1,276.1    $  78.2    $    (1.3)  $ 1,353.0
================================================================== ===========   ========    =========   =========
</TABLE>
    


<TABLE>
<S>                                                                <C>           <C>        <C>          <C>
                                                                                   December 31, 1996
                                                                   -----------------------------------------------
                                                                                   Gross Unrealized           
                                                                     Amortized  -----------------------      Fair
(In Millions)                                                             Cost     Gains       (Losses)     Value
- ------------------------------------------------------------------  ----------    -------    ----------  ---------
United States Government and Government Agencies and Authorities    $     38.2    $   1.7           --   $    39.9
States, Municipalities and Political Subdivisions                          9.9         .4    $     (.1)       10.2
Foreign Governments                                                       13.4         .8           --        14.2
Public Utilities                                                         122.9        8.6        (  .3)      131.2
Corporate Securities                                                     863.8       41.3        ( 3.4)      901.7
Mortgage-Backed/Structured Finance                                       249.1       10.7        (  .5)      259.3
Redeemable Preferred Stock                                                  .2         --           --          .2
- ------------------------------------------------------------------ -----------   --------    ---------   ---------
  Total                                                             $  1,297.5    $  63.5    $    (4.3)  $ 1,356.7
================================================================== ===========   ========    =========   =========
</TABLE>

                                       62
<PAGE>

   
The amortized cost and fair value of fixed maturity securities by contractual
maturity are shown below. Expected maturities will differ from contractual
maturities because borrowers may have the right to call or prepay obligations
with or without call or prepayment penalties.
    


   
<TABLE>
<S>                                  <C>           <C>         <C>           <C>
                                      December 31, 1997            December 31, 1996
                                     ------------------------- --------------------------
                                       Amortized       Fair      Amortized       Fair
(In Millions)                               Cost      Value           Cost      Value
- ------------------------------------ -----------      -----    -----------      -----
Maturing in:
 One Year or Less                     $     29.1   $    29.2    $     31.8   $    32.1
 One to Five Years                         531.8       557.3         482.4       499.4
 Five to Ten Years                         377.3       407.5         394.9       416.8
 Ten Years or Later                         85.8        92.8         132.7       142.0
Mortgage-Backed/Structured Finance         252.1       266.2         255.7       266.4
- ------------------------------------ -----------   ---------   -----------   ---------
 Total                                $  1,276.1   $ 1,353.0    $  1,297.5   $ 1,356.7
==================================== ===========   =========   ===========   =========
</TABLE>
    

   
The fair values for the marketable bonds are determined based upon the quoted
market prices for bonds actively traded. The fair values for marketable bonds
without an active market are obtained through several commercial pricing
services which provide the estimated fair values. Fair values of privately
placed bonds which are not considered problems are determined utilizing a
matrix-based pricing model. The model considers the current level of risk-free
interest rates, current corporate spreads, the credit quality of the issuer and
cash flow characteristics of the security. Utilizing this data, the model
generates estimated market values which the Company considers reflective of the
fair value of each privately placed bond. Fair values for privately placed
bonds which are considered problems are determined through consideration of
factors such as the net worth of the borrower, the value of collateral, the
capital structure of the borrower, the presence of guarantees and the Company's
evaluation of the borrower's ability to compete in their relevant market.
    


At December 31, 1997, the largest industry concentration in the private
placement portfolio was financial services, where 23.6% of the portfolio was
invested, and the largest industry concentration in the marketable bond
portfolio was mortgage-backed/structured finance, where 23.9% of the portfolio
was invested. At December 31, 1997, the largest geographic concentration of
commercial mortgage loans was in the Midwest region of the United States, where
approximately 31.9% of the commercial mortgage loan portfolio was invested.


   
At December 31, 1997 and 1996, gross unrealized appreciation of equity
securities was $.4 million and $.9 million, respectively, and gross unrealized
depreciation was $.1 million and $.1 million, respectively.
    


Invested assets which were nonincome producing (no income received for the 12
months preceding the balance sheet date) were as follows:


<TABLE>
<S>                             <C>       <C>
                                    December 31
                                --------------------
(In Millions)                      1997      1996
- ------------------------------- -------      ----
Fixed Maturity Securities            --    $   .1
Mortgage Loans on Real Estate    $   .1        .3
Real Estate                         2.1       2.1
- ------------------------------- -------    ------
 Total                           $  2.2    $  2.5
=============================== =======    ======
</TABLE>

Allowances for losses on investments are reflected on the Balance Sheets as a
reduction of the related assets and were as follows:


<TABLE>
<S>                      <C>       <C>
                             December 31
                         --------------------
(In Millions)               1997      1996
- ------------------------ -------      ----
Mortgage Loans            $  1.1    $  1.0
Foreclosed Real Estate        .9        .8
- ------------------------ -------    ------
</TABLE>

                                       63
<PAGE>

   
The total investment in impaired mortgage loans (before allowances for credit
losses), the related allowance for credit losses and the average investment
related to impaired mortgage loans at December 31, 1997 and 1996, and the
interest income recognized on impaired mortgage loans during 1997 and 1996 were
as follows:
    


   
<TABLE>
<S>                            <C>       <C>
(In Millions)                     1997      1996
- ------------------------------    ----      ----
Impaired Mortgage Loans
 Total Investment               $  2.1    $  2.7
 Allowance for Credit Losses       1.1       1.1
 Average Investment                1.0       1.3
 Interest Income Recognized         .2        .3
- ------------------------------  ------    ------
</TABLE>
    

   
No increases to the allowance for credit losses account were recorded during
1997 and 1996, and the amount of decreases to the allowance account were zero
and $.3 million for the years ended December 31, 1997 and 1996, respectively.
The Company does not accrue interest income on impaired mortgage loans when the
likelihood of collection is doubtful. Cash receipts for interest payments are
recognized as income in the period received.
    


Noncash investing activities consisted of the following:


<TABLE>
<S>                                               <C>      <C>
                                                Year Ended December 31
                                                ----------------------
(In Millions)                                       1997     1996
- ------------------------------------------------- ------     ----
Real Estate Assets Acquired Through Foreclosure    $  .8    $  .4
- ------------------------------------------------- ------    -----
</TABLE>

   
The components of net unrealized investment gains reported in shareholder's
equity are shown below:
    


<TABLE>
<S>                                <C>        <C>
                                        December 31
                                   ----------------------
(In Millions)                          1997       1996
- ---------------------------------- --------       ----
Unrealized Investment Gains         $  80.6    $  61.5
DAC/PVFP Adjustment                   (22.0)     (18.5)
Deferred Income Taxes                 (20.3)     (15.0)
- ---------------------------------- --------    -------
 Net Unrealized Investment Gains    $  38.3    $  28.0
================================== ========    =======
</TABLE>

NOTE 4. INCOME TAXES
The income tax liability as reflected on the Balance Sheets consisted of the
following:


<TABLE>
<S>                     <C>        <C>
                             December 31
                        ----------------------
(In Millions)               1997       1996
- ----------------------- --------       ----
Current Income Taxes     $  (1.1)   $   (.6)
Deferred Income Taxes       25.4       29.2
- ----------------------- --------    -------
 Total                   $  24.3    $  28.6
======================= ========    =======
</TABLE>

The provision for income taxes reflected on the Statements of Income consisted
of the following:


<TABLE>
<S>                 <C>        <C>
                    Year Ended December 31
                    ----------------------
(In Millions)           1997       1996
- ------------------- --------       ----
Currently Payable    $  13.0    $   7.6
Deferred               ( 6.0)       6.2
- ------------------- --------    -------
 Total               $   7.0    $  13.8
=================== ========    =======
</TABLE>

The Internal Revenue Service has accepted, without examination, the Company's
tax returns for all years through 1993.

                                       64
<PAGE>

   
Deferred income taxes reflect the impact for financial statement reporting
purposes of "temporary differences" between the financial statement carrying
amounts and tax bases of assets and liabilities. The "temporary differences"
that give rise to the net deferred tax liability relate to the following:
    


   
<TABLE>
<S>                                    <C>         <C>
                                             December 31
                                       ------------------------
(In Millions)                               1997        1996
- -------------------------------------- ---------        ----
Future Policy and Contract Benefits     $  (27.6)   $  (30.7)
Investment Write-offs and Allowances      (  3.2)     (  4.8)
Other                                     (   .2)     (  6.7)
- -------------------------------------- ---------    --------
Gross Deferred Tax Asset                  ( 31.0)     ( 42.2)
- -------------------------------------- ---------    --------
Deferred Policy Acquisition Costs           26.9        31.7
Present Value of Future Profits             19.1        23.4
Net Unrealized Investment Gains              9.4         5.1
Other                                        1.0        11.2
- -------------------------------------- ---------    --------
Gross Deferred Tax Liability                56.4        71.4
- -------------------------------------- ---------    --------
 Net Deferred Tax Liability             $   25.4    $   29.2
====================================== =========    ========
</TABLE>
    

   
Federal income tax regulations allowed certain special deductions for 1983 and
prior years which are accumulated in a memorandum tax account designated as
"policyholders' surplus." Generally, this policyholders' surplus account will
become subject to tax at the then current rates only if the accumulated balance
exceeds certain maximum limitations or if certain cash distributions are deemed
to be paid out of the account. At December 31, 1997, the Company has
accumulated approximately $11.3 million in its separate policyholders' surplus
accounts. Deferred taxes have not been provided on this temporary difference.
    


The difference between the U.S. federal income tax rate and the Company's tax
provision rate is summarized as follows:


<TABLE>
<S>                    <C>        <C>
                       Year Ended December 31
                       ----------------------
                           1997       1996
                       --------       ----
Statutory Tax Rate         35.0%      35.0%
Other                       2.4         .9
- ---------------------- --------       ----
  Effective Tax Rate       37.4%      35.9%
====================== ========       ====
</TABLE>

   
Cash paid for federal income taxes was $13.6 million and $9.0 million for the
years ended December 31, 1997 and 1996, respectively.
    


NOTE 5. EMPLOYEE BENEFIT PLANS
Pension Plans

The Company participates in noncontributory defined benefit retirement plans
sponsored by ReliaStar Life covering substantially all employees. The plans,
which may be terminated as to accrual of additional benefits at any time by the
ReliaStar Life Board of Directors, provide benefits to employees upon
retirement.


The benefits under the plans are based on years of service and the employee's
compensation during the last five years of employment. The Company's policy is
to fund the minimum required contribution necessary to meet the present and
future obligations of the plans. Contributions are intended to provide not only
for benefits attributed to service to date but also for those expected to be
earned in the future. Contributions are made to a tax-exempt trust. Plan assets
consist principally of investments in stock mutual funds, common stock and
corporate bonds. As of December 31, 1997, plan assets included 1,232,982 shares
of ReliaStar common stock with a fair value of $50.8 million.


The Company, Security-Connecticut, United Services, ReliaStar Life and
ReliaStar also have unfunded noncontributory defined benefit plans providing
for benefits to employees in excess of limits for qualified retirement plans
and for benefits to nonemployee members of the ReliaStar Board of Directors.


                                       65
<PAGE>

Net periodic pension expense for ReliaStar and its subsidiaries included the
following components:


<TABLE>
<S>                                               <C>        <C>
                                                  Year Ended December 31
                                                  ----------------------
(In Millions)                                         1997       1996
- ------------------------------------------------- --------       ----
Service Cost -- Benefits Earned During the Year    $   4.9    $   3.8
Interest Cost on Projected Benefit Obligation         15.2       13.6
Actual Return on Plan Assets                         (45.2)     (23.0)
Net Amortization and Deferral                         30.8        8.4
- ------------------------------------------------- --------    -------
  Net Periodic Pension Expense                     $   5.7    $   2.8
================================================= ========    =======
</TABLE>

The above amounts are for ReliaStar and its subsidiaries as the Company's
portion is not determinable.


The following table sets forth, for ReliaStar and its subsidiaries, the funded
status of the plans as of December 31:


<TABLE>
<S>                                                            <C>          <C>          <C>         <C>
                                                                       Funded Plans          Unfunded Plans
                                                               ------------------------- ------------------------
(In Millions)                                                        1997         1996        1997        1996
- --------------------------------------------------------------  ----------    ---------   ---------    --------
Accumulated Benefit Obligation
  Vested                                                         $ (197.2)    $ (164.7)  $   (15.0)    $ (11.8)
  Nonvested                                                        (  4.7)      (  4.0)    (    .7)      (  .5)
Effect of Projected Future Compensation Increases                  ( 18.0)      ( 12.7)    (   1.5)      ( 2.1)
- -------------------------------------------------------------- ----------     --------   ---------     -------
Projected Benefit Obligation                                       (219.9)      (181.4)    (  17.2)      (14.4)
Plan Assets at Fair Value                                           229.1        184.9          --          --
- -------------------------------------------------------------- ----------     --------   ---------     -------
Plan Assets Greater (Less) Than Projected Benefit Obligation          9.2          3.5     (  17.2)      (14.4)
Unrecognized Net Loss and Prior Service Cost                         13.4         19.0         5.4         5.3
Unrecognized Transition Asset                                      (   .1)      (   .4)         --          --
Additional Minimum Liability                                           --           --     (   3.9)      ( 3.5)
- -------------------------------------------------------------- ----------     --------   ---------     -------
  Net Pension Asset (Liability)                                  $   22.5     $   22.1   $   (15.7)    $ (12.6)
============================================================== ==========     ========   =========     =======
</TABLE>

The above amounts are for ReliaStar and its subsidiaries as the Company's
portion is not determinable.


The projected benefit obligation was determined using an assumed discount rate
of 7.25% and 7.50% at January 1, 1998 and 1997 respectively, and a
weighted-average assumed long-term rate of compensation increase of 4.5%. The
assumed long-term rate of return on plan assets was 10%.


   
Net periodic pension expense allocated to the Company for all defined benefit
plans was $.3 million and $.4 million for the years ended December 31, 1997 and
1996, respectively.
    

Postretirement Benefits Other than Pensions

The Company participates in the postretirement health care and life insurance
benefits plans sponsored by ReliaStar Life for retired employees (and their
eligible dependents). Substantially all of the Company's employees will become
eligible for those benefits if they meet specified age and service requirements
and reach retirement age while working for the Company, unless the plans are
terminated or amended. The postretirement health care plan is contributory,
with retiree contribution levels adjusted annually; the life insurance plan
provides a flat amount of noncontributory life benefits and optional
contributory coverage.


During 1996, ReliaStar Life amended these plans to reduce the level of benefits
provided to current and future retirees. The amendment resulted in a reduction
of the accumulated postretirement benefit obligation for ReliaStar and its
subsidiaries of approximately $9.9 million. The plan amendment also reduces net
periodic postretirement benefit costs as the unrecognized prior service cost is
amortized.


                                       66
<PAGE>

The postretirement health care plans currently are not funded. The accumulated
postretirement benefit obligation (APBO) and the accrued postretirement benefit
liability were as follows:


<TABLE>
<S>                                         <C>       <C>
                                                December 31
                                            --------------------
(In Millions)                                  1997      1996
- ------------------------------------------- -------      ----
Retirees                                     $  7.2    $  7.3
Fully Eligible Active Plan Participants         1.2        .9
Other Active Plan Participants                  2.5       1.6
- ------------------------------------------- -------    ------
 Unfunded APBO                                 10.9       9.8
Unrecognized Prior Service Cost                 7.2       8.9
Unrecognized Gain                               1.7       1.5
- ------------------------------------------- -------    ------
 Accrued Postretirement Benefit Liability    $ 19.8    $ 20.2
=========================================== =======    ======
</TABLE>

The above amounts are for ReliaStar and its subsidiaries as the Company's
portion is not determinable.


Net periodic postretirement benefit costs consisted of the following
components:


<TABLE>
<S>                                              <C>        <C>
                                                Year Ended December 31
                                                ----------------------
(In Millions)                                        1997      1996
- ------------------------------------------------ --------    ------
Service Cost -- Benefits Earned                    $   .4    $   .6
Interest Cost on APBO                                  .7       1.0
Amortization of Prior Service Cost                   (1.7)     (1.2)
- ------------------------------------------------ --------    ------
  Net Periodic Postretirement Expense (Credit)     $  (.6)   $   .4
================================================ ========    ======
</TABLE>

The above amounts are for ReliaStar and its subsidiaries as the Company's
portion is not determinable.


The assumed health care cost trend rate used in measuring the APBO as of
January 1, 1998 was 6.0%, decreasing gradually to 5.0% in the year 1999 and
thereafter. The assumed health care cost trend rate used in measuring the APBO
as of January 1, 1997 was 7.0%, decreasing gradually to 5.0% in the year 1999
and thereafter. The assumed discount rate used in determining the APBO was
7.25% and 7.50% at January 1, 1998 and 1997, respectively. The assumed health
care cost trend rate has an effect on the amounts reported. For example, a
one-percentage-point increase in the assumed health care cost trend rate for
each year would increase the APBO for ReliaStar and its subsidiaries as of
December 31, 1997 approximately $.4 million and 1997 net postretirement health
care cost for ReliaStar and its subsidiaries by approximately $.1 million.


Net periodic postretirement costs charged to expense by the Company were zero
and $.2 million for the years ended December 31, 1997 and 1996, respectively.

Success Sharing Plan and ESOP

The Success Sharing Plan and ESOP (Success Sharing Plan) was designed to
increase employee ownership and reward employees when certain Company
performance objectives are met. Essentially all employees are eligible to
participate in the Success Sharing Plan. The Success Sharing Plan has both
qualified and nonqualified components. The nonqualified component is equal to
25% of the annual award and is paid in cash to employees. The qualified
component is equal to 75% of the annual award, with 25% of the annual award
contributed to a deferred investment account and the remaining 50% of the
annual award contributed to the ESOP portion of the Success Sharing Plan. Costs
charged to expense for the Success Sharing Plan were $.5 million and $.7
million for the years ended December 31, 1997 and 1996 respectively.

Stock-Based Compensation

Officers and key employees of the Company participate in stock-based
compensation plans of ReliaStar. ReliaStar applies Accounting Principles Board
Opinion No. 25, "Accounting for Stock Issued to Employees," and related
interpretations in accounting for its stock-based compensation plans.
Accordingly, the Company has recorded no compensation expense for these
stock-based compensation plans other than for restricted stock and
performance-based awards.


NOTE 6. RELATED PARTY TRANSACTIONS
The Company and its affiliates have entered into agreements whereby affiliates
and the Company provide certain management, administrative, legal, and other
services for each other. The net amounts billed to the Company were $24.2
million


                                       67
<PAGE>

and $22.4 million during 1997 and 1996, respectively. The net costs allocated
to the Company under these agreements may not be indicative of costs the
Company might incur if these services were not provided by the Company's
affiliates.


ReliaStar Life reinsures certain life policies written by the Company. Premiums
ceded under these agreements were $1.7 million and $2.3 million for the years
ended December 31, 1997 and 1996, respectively, and the net amount recoverable
by the Company under these agreements were $2.4 million and $3.3 million at
December 31, 1997 and 1996, respectively.


NOTE 7. SHAREHOLDER'S EQUITY
Dividend Restrictions

The ability of the Company to pay cash dividends to its parent is restricted by
law or subject to approval of the insurance regulatory authorities of the state
of New York. These authorities recognize only statutory accounting practices
for the ability of an insurer to pay dividends to its shareholders.


Under New York insurance law regulating the payment of dividends by the
Company, any such payment must be paid solely from the earned surplus of the
Company and advance notice thereof must be provided to the Superintendent of
the New York Department of Insurance (the Superintendent). Earned surplus means
the earned surplus as determined in accordance with statutory accounting
practices (unassigned funds), less the amount of such earned surplus which is
attributable to unrealized capital gains. Further, without approval of the
Superintendent, the Company may not pay in any calendar year any dividend
which, when combined with other dividends paid within the preceding 12 months,
exceeds the lesser of (i) 10% of the Company's statutory surplus at the prior
year end or (ii) 100% of the Company's statutory net investment income for the
prior calendar year.

Statutory Surplus and Net Income

   
Net income of the Company, as determined in accordance with statutory
accounting practices was $18.5 million and $11.9 million for 1997 and 1996,
respectively. The Company's statutory capital and surplus, as determined in
accordance with statutory accounting practices, was $168.6 million and $149.9
million at December 31, 1997 and 1996, respectively.
    

Share Data

The Company has 1,377,863 common shares, with a par value of $2.00 per share,
authorized, issued and outstanding at December 31, 1997 and 1996.


NOTE 8. REINSURANCE
The Company is a member of reinsurance associations established for the purpose
of ceding the excess of life insurance over retention limits. Reinsurance
contracts do not relieve the Company from its obligations to policyholders.
Failure of reinsurers to honor their obligations could result in losses to the
Company; consequently, allowances are established for amounts deemed
uncollectible. The amount of the allowance for uncollectible reinsurance
receivables was immaterial at December 31, 1997 and 1996. The Company evaluates
the financial condition of its reinsurers and monitors concentrations of credit
risk to minimize its exposure to significant losses from reinsurer
insolvencies. At December 31, 1997, approximately 68%, based on life insurance
in force, of the Company's reinsurance ceded was with one reinsurer. The
Company's retention limit is $300,000 per life for individual coverage. For
group coverage and reinsurance assumed, the retention is $300,000 per life with
per occurrence limitations, subject to certain maximums. As of December 31,
1997, $3.2 billion of life insurance in force was ceded to other companies. The
Company has assumed $2.4 billion of life insurance in force from other
companies as of December 31, 1997.


The effect of reinsurance on premiums and recoveries is as follows:


<TABLE>
<S>                        <C>        <C>
                           Year Ended December 31
                           ----------------------
(In Millions)                  1997       1996
- -------------------------- --------       ----
Direct Premiums             $  66.3    $  59.8
Reinsurance Assumed              --        2.1
Reinsurance Ceded             (15.2)     (14.8)
- -------------------------- --------    -------
  Net Premiums              $  51.1    $  47.1
========================== ========    =======
  Reinsurance Recoveries    $   5.5    $   7.4
========================== ========    =======
</TABLE>

                                       68
<PAGE>

NOTE 9. LIABILITY FOR UNPAID ACCIDENT AND HEALTH CLAIMS AND CLAIM
ADJUSTMENT EXPENSE
The change in the liability for unpaid accident and health claims and claim
adjustment expenses is summarized as follows:


   
<TABLE>
<S>                             <C>         <C>
(In Millions)                      1997         1996
- -------------------------------    ----         ----
Balance at January 1             $  9.5      $  11.3
Less Reinsurance Recoverables       2.1          3.4
- -------------------------------  ------      -------
Net Balance at January 1            7.4          7.9
Incurred Related to:
 Current Year                       1.7          3.3
 Prior Year                        ( .9)       (  .2)
- -------------------------------  ------      -------
Total Incurred                       .8          3.1
Paid Related to:
 Current Year                        .8           .9
 Prior Year                         1.2          2.7
- -------------------------------  ------      -------
Total Paid                          2.0          3.6
Net Balance at December 31          6.2          7.4
Plus Reinsurance Recoverables       3.1          2.1
- -------------------------------  ------      -------
Balance at December 31           $  9.3      $   9.5
===============================  ======      =======
</TABLE>
    

The liability for unpaid accident and health claims and claim adjustment
expenses is included in Future Policy and Contract Benefits on the Balance
Sheets.


   
NOTE 10. COMMITMENTS AND CONTINGENCIES
    
Litigation

The Company is a defendant in a number of lawsuits arising out of the normal
course of the business of the Company, some of which include claims for
punitive damages. In the opinion of management, the ultimate resolution of such
litigation will not result in any material adverse impact to the financial
position of the Company.

Financial Instruments

The Company is a party to financial instruments with off-balance-sheet risk in
the normal course of business to reduce its exposure to fluctuations in
interest rates. These financial instruments include commitments to extend
credit and interest rate swaps. Those instruments involve, to varying degrees,
elements of credit, interest rate, or liquidity risk in excess of the amount
recognized in the Balance Sheets.


The Company's exposure to credit loss in the event of nonperformance by the
other party to the financial instrument for commitments to extend credit is
represented by the contractual amount of those instruments. The Company uses
the same credit policies in making commitments and conditional obligations as
it does for on-balance-sheet instruments. For interest rate swap transactions,
the contract or notional amounts do not represent exposure to credit loss. The
Company's exposure to credit loss is limited to those swaps where the Company
has an unrealized gain.


Unless otherwise noted, the Company does not require collateral or other
security to support financial instruments with credit risk.


   
<TABLE>
<S>                                                       <C>      <C>
                                                              December 31
                                                          --------------------
(In Millions)                                                1997      1996
- --------------------------------------------------------- -------      ----
Contract or Notional Amount
Financial Instruments Whose Contract
 Amounts Represent Credit Risk
   Commitments to Extend Credit                            $   .5   $  26.4
Financial Instruments Whose Notional or Contract Amounts
 Exceed the Amount of Credit Risk
   Interest Rate Swap Agreements                            112.0     112.0
- --------------------------------------------------------- -------   -------
</TABLE>
    

                                       69
<PAGE>

Commitments to Extend Credit -- Commitments to extend credit are legally
binding agreements to lend to a customer. Commitments generally have fixed
expiration dates or other termination clauses and may require payment of a fee.
They generally may be terminated by the Company in the event of deterioration
in the financial condition of the borrower. Since some of the commitments are
expected to expire without being drawn upon, the total commitment amounts do
not necessarily represent future liquidity requirements. The Company evaluates
each customer's creditworthiness on a case-by-case basis.


Interest Rate Swap Agreements -- The Company also enters into interest rate
swap agreements to manage interest rate exposure. The primary reason for the
interest rate swap agreements is to extend the duration of adjustable rate
investments. Interest rate swap transactions generally involve the exchange of
fixed and floating rate interest payment obligations without the exchange of
the underlying principal amounts. Changes in market interest rates impact
income from adjustable rate investments and have an opposite (and approximately
offsetting) effect on the reported income from the swap portfolio. The risks
under interest rate swap agreements are generally similar to those of futures
contracts. Notional principal amounts are often used to express the volume of
these transactions but do not represent the much smaller amounts potentially
subject to credit risk. The amount subject to credit risk is approximately
equal to the unrealized gain on the agreements which was $.7 million at
December 31, 1997.

Leases

The Company has operating leases for office space and certain computer
processing and other equipment. Rental expense for these items was $1.7 million
and $1.2 million for 1997 and 1996, respectively.


Future minimum aggregate rental commitments at December 31, 1997 for operating
leases were as follows:


<TABLE>
<S>                <C>
 (In Millions)
- ----------------
1998-$1.8          2001-$1.7
1999-$1.8          2002-$1.2
2000-$1.7          2003 and thereafter-$2.0
- ----------         ------------------------
</TABLE>

NOTE 11. FAIR VALUE OF FINANCIAL INSTRUMENTS
The following disclosures are made in accordance with the requirements of SFAS
No. 107, "Disclosures about Fair Value of Financial Instruments." SFAS No. 107
requires disclosure of fair value information about financial instruments,
whether or not recognized in the balance sheet, for which it is practicable to
estimate that value. In cases where quoted market prices are not available,
fair values are based on estimates using present value or other valuation
techniques. Those techniques are significantly affected by the assumptions
used, including the discount rate and estimates of future cash flows. In that
regard, the derived fair value estimates, in many cases, could not be realized
in immediate settlement of the instrument.


SFAS No. 107 excludes certain financial instruments and all nonfinancial
instruments from its disclosure requirements. Accordingly, the aggregate fair
value amounts presented do not represent the underlying value of the Company.


The fair value estimates presented herein are based on pertinent information
available to management as of December 31, 1997 and 1996. Although Management
is not aware of any factors that would significantly affect the estimated fair
value amounts, such amounts have not been comprehensively revealed for purposes
of these financial statements since that date; therefore, current estimates of
fair value may differ significantly from the amounts presented herein.


The following methods and assumptions were used by the Company in estimating
its fair value disclosures for financial instruments:


Fixed Maturity Securities -- The estimated fair value disclosures for debt
securities satisfy the fair value disclosure requirements of SFAS No. 107. (see
Note 3.)


Equity Securities -- Fair value equals carrying value as these securities are
carried at quoted market value.


Mortgage Loans on Real Estate -- The fair values for mortgage loans on real
estate are estimated using discounted cash flow analyses, using interest rates
currently being offered in the marketplace for similar loans to borrowers with
similar credit ratings. Loans with similar characteristics are aggregated for
purposes of the calculations.


                                       70
<PAGE>


   
Cash Short-Term Investments and Policy Loans -- The carrying amounts for these
assets approximate the assets' fair values.
    


Other Financial Instruments Reported as Assets -- The carrying amounts for
these financial instruments (primarily premiums and other accounts receivable
and accrued investment income) approximate those assets' fair values.


Investment Contract Liabilities -- The fair value for deferred annuities was
estimated to be the amount payable on demand at the reporting date, as those
investment contracts have no defined maturity and are similar to a deposit
liability. The amount payable at the reporting date was calculated as the
account balance less applicable surrender charges.


The fair values for supplementary contracts without life contingencies and
immediate annuities were estimated using discounted cash flow analyses. The
discount rate was based upon treasury rates plus a pricing margin.


The carrying amounts reported for other investment contracts, which includes
retirement plan deposits, approximate those liabilities' fair value.


Claim and Other Deposit Funds -- The carrying amount for claim and other
deposit funds approximates the liabilities' fair value.


Other Financial Instruments Reported as Liabilities -- The carrying amounts for
other financial instruments (primarily normal payables of a short-term nature)
approximate those liabilities' fair values.


Interest Rate Swaps -- The fair value for interest rate swaps was estimated
using discounted cash flow analyses. The discount rate was based upon rates
currently being offered for similar interest rate swaps available from similar
counterparties.


The carrying amounts and estimated fair values of the Company's financial
instruments as of December 31, 1997 and 1996 are as follows:


<TABLE>
<S>                                                     <C>           <C>           <C>           <C>
                                                                   1997                        1996
                                                        ------------------------    -------------------------
                                                          Carrying         Fair       Carrying         Fair
(In Millions)                                               Amount        Value         Amount        Value
- ------------------------------------------------------- ------------   ----------   ------------   ----------
Financial Instruments Recorded as Assets
  Fixed Maturity Securities                              $  1,353.0    $  1,353.0    $  1,356.7    $  1,356.7
  Equity Securities                                             2.8           2.8           7.3           7.3
  Mortgage Loans on Real Estate
   Commercial                                                 226.8         238.3         218.9         224.7
   Residential and Other                                       60.6          61.9          57.4          58.7
  Policy Loans                                                 76.6          76.6          73.4          73.4
  Cash and Short-Term Investments                               4.2           4.2           4.0           4.0
  Other Financial Instruments Recorded as Assets               43.4          43.4          38.9          38.9
Financial Instruments Recorded as Liabilities
  Investment Contracts
   Deferred Annuities                                      (  690.0)     (  671.7)     (  770.4)     (  748.6)
   Supplementary Contracts and Immediate Annuities         (   30.0)     (   29.3)     (    2.9)     (    2.8)
   Other Investment Contracts                              (   10.4)     (   10.4)     (   12.3)     (   12.3)
  Claim and Other Deposit Funds                            (    6.5)     (    6.5)     (    1.1)     (    1.1)
  Other Financial Instruments Recorded as Liabilities      (   16.1)     (   16.1)     (   15.5)     (   15.5)
Off-Balance-Sheet Financial Instruments
  Interest Rate Swaps                                            --            .7            --           1.4
- ------------------------------------------------------- -----------    ----------   -----------    ----------
</TABLE>

Fair value estimates are made at a specific point in time, based on relevant
market information and information about the financial instrument. These
estimates do not reflect any premium or discount that could result from
offering for sale at one time the Company's holdings of a particular financial
instrument. Because no market exists for a significant portion of the Company's
financial instruments, fair value estimates are based on judgments regarding
future expected loss experience, current economic conditions, risk
characteristics of various financial instruments, and other factors. These
estimates are subjective in nature and involve uncertainties and matters of
significant judgment and, therefore, cannot be determined with precision.
Changes in assumptions could significantly affect the estimates.


                                       71
<PAGE>

Fair value estimates are based on existing on and off-balance sheet financial
instruments without attempting to estimate the value of anticipated future
business and the value of assets and liabilities that are not considered
financial instruments. In addition, the tax ramifications related to the
realization of the unrealized gains and losses can have a significant effect on
fair value estimates and have not been considered in the estimates.


                                       72
<PAGE>

                                  APPENDIX A
                               The Fixed Account

     The Fixed Account consists of all of our assets other than those in our
separate accounts. We have complete ownership and control of all of the assets
of the Fixed Account.


     Because of exemptions and exclusions contained in the Securities Act of
1933 and the Investment Company Act of 1940, the Fixed Account has not been
registered under these acts. Neither the Fixed Account nor any interest in it
is subject to the provisions of these acts and as a result the SEC has not
reviewed the disclosures in this Prospectus relating to the Fixed Account.
However, disclosures relating to the Fixed Account are subject to generally
applicable provisions of the federal securities laws relating to the accuracy
and completeness of statements made in prospectuses.


     We guarantee both principal and interest on amounts credited to the Fixed
Account. We credit interest at an effective annual rate of at least 4%,
independent of the investment experience of the Fixed Account. From time to
time, we may guarantee interest at a rate higher than 4%.


     ANY INTEREST CREDITED TO AMOUNTS ALLOCATED TO THE FIXED ACCOUNT IN EXCESS
OF 4% PER YEAR WILL BE DETERMINED AT OUR SOLE DISCRETION. YOU ASSUME THE RISK
THAT INTEREST CREDITED TO THE FIXED ACCOUNT MAY NOT EXCEED THE MINIMUM
GUARANTEE OF 4% FOR A GIVEN YEAR.


     We do not use a specific formula for determining excess interest credits.
However, we consider the following:


   o General economic trends,
   o Rates of return currently available on our investments,
   o Rates of return anticipated in our investments, regulatory and tax
     factors, and
   o Competitive factors.


     We are not aware of any statutory limitations to the maximum amount of
interest we may credit and our Board of Directors has not set any limitations.


     The Fixed Accumulation Value of the Policy is the sum of the Net Premiums
credited to it in the Fixed Account. It is increased by transfers and Loan
Amounts from the Variable Account, and interest credits. It is decreased by
Monthly Deductions and partial withdrawals taken from it in the Fixed Account
and transfers to the Variable Account. The Fixed Accumulation Value will be
calculated at least monthly on the monthly anniversary date.


     You may transfer all or part of your Fixed Accumulation Value to the
Sub-Accounts of the Variable Account, subject to the following transfer
limitations:


   o   The request to transfer must be postmarked no more than 30 days before
       the Policy Anniversary and no later than 30 days after the Policy
       Anniversary. Only one transfer is allowed during this period.
   o   The Fixed Accumulation Value after the transfer must be at least equal to
       the Loan Amount.
   o   No more than 50% of the Fixed Accumulation Value (minus any Loan Amount)
       may be transferred unless the balance, after the transfer, would be less
       than $1,000. If the balance would be less than $1,000, the full Fixed
       Accumulation Value (minus any Loan Amount) may be transferred.
   o   You must transfer at least:
       -- $500, or
       -- the total Fixed Accumulation Value (minus any Loan Amount) if less
          than $500.


     We make the Monthly Deduction from your Fixed Accumulation Value in
proportion to the total Accumulation Value of the Policy.


     The Surrender Charge described in the Prospectus applies to the total
Accumulation Value, which includes the Fixed Accumulation Value. If the Owner
surrenders the Policy for its Cash Surrender Value, the Fixed Accumulation
Value will be reduced by any applicable Surrender Charge, any Loan Amount and
unpaid Monthly Deductions applicable to the Fixed Account.


                                      A-1
<PAGE>

                                  APPENDIX B
                       Calculation of Accumulation Value

     The Accumulation Value of the Policy is equal to the sum of the Variable
Accumulation Value plus the Fixed Accumulation Value.


Variable Accumulation Value

     The Variable Accumulation Value is the total of your values in each
Sub-Account. The value for each Sub-Account is equal to:

   
1 multiplied by 2, where:

1
Is your current number of Accumulation Units (described below).

2
Is the current Unit Value (described below).
    
     The Variable Accumulation Value will vary from Valuation Date to Valuation
Date (described below) reflecting changes in 1 and 2 above.


   
     Accumulation Units. When transactions are made which affect the Variable
Accumulation Value, dollar amounts are converted to Accumulation Units. The
number of Accumulation Units for a transaction is found by dividing the dollar
amount of the transaction by the current Unit Value.
    
   The number of Accumulation Units for a Sub-Account increases when:
   o   Net Premiums are credited to that Sub-Account; or
   o   Transfers from the Fixed Account or other Sub-Accounts are credited to
       that Sub-Account. The number of Accumulation Units for a Sub-Account
       decreases when:
   o   You take out a Policy loan from that Sub-Account;
   o   You take a partial withdrawal from that Sub-Account;
   o   We take a portion of the Monthly Deduction from that Sub-Account; or
   o   Transfers are made from that Sub-Account to the Fixed Account or other
       Sub-Accounts.


     Unit Value. The Unit Value for a Sub-Account on any Valuation Date is
equal to the previous Unit Value times the Net Investment Factor for that
Sub-Account (described below) for the Valuation Period (described below) ending
on that Valuation Date. The Unit Value was initially set at $10 when the
Sub-Account first purchased Fund shares.


     Net Investment Factor. The Net Investment Factor is a number that reflects
charges to the Policy and the investment performance during a Valuation Period
of the Fund in which a Sub-Account is invested. If the Net Investment Factor is
greater than one, the Unit Value is increased. If the Net investment Factor is
less than one, the Unit Value is decreased. The Net Investment Factor for a
Sub-Account is determined by dividing 1 by 2.

(1/2), where:


1
Is the result of:
   o   The net asset value per share of the Fund shares in which the Sub-Account
       invests, determined at the end of the current Valuation Period;
   o   Plus the per share amount of any dividend or capital gain distributions
       made on the Fund shares in which the Sub-Account invests during the
       current Valuation Period;
   o   Plus or minus a per share charge or credit for any taxes reserved which
       we determine has resulted from the investment operations of the
       Sub-Account and to be applicable to the Policy.

2
Is the result of:
   o   The net asset value per share of the Fund shares held in the Sub-Account,
       determined at the end of the last prior Valuation Period;
   o   Plus or minus a per share charge or credit for any taxes reserved for
       during the last prior Valuation Period which we determine resulted from
       the investment operations of the Sub-Account and was applicable to the
       Policy.


                                      B-1
<PAGE>

     Valuation Date; Valuation Period. A Valuation Date is each day the New
York Stock Exchange is open for business except for a day that a Sub-Account's
corresponding Fund does not value its shares. A Valuation Period is the period
between two successive Valuation Dates, commencing at the close of business of
a Valuation Date and ending at the close of business on the next Valuation
Date.


Fixed Accumulation Value

     The Fixed Accumulation Value on the Policy Date is your Net Premium
credited to the Fixed Account on that date minus the Monthly Deduction
applicable to the Fixed Accumulation Value for the first Policy Month.


     After the Policy Date, the Fixed Accumulation Value is calculated as:

1 + 2 + 3 + 4 - 5 - 6, where:


1
Is the Fixed Accumulation Value on the preceding Monthly Anniversary, plus
interest from the Monthly Anniversary to the date of the calculation.


2
Is the total of your Net Premiums credited to the Fixed Account since the
preceding Monthly Anniversary, plus interest from the date premiums are
credited to the date of the calculation.


3
Is the total of your transfers from the Variable Account to the Fixed Account
since the preceding Monthly Anniversary, plus interest from the date of
transfer to the date of the calculation.


4
Is the total of your Loan Amount transferred from the Variable Account since
the preceding Monthly Anniversary.


5
Is the total of your transfers to the Variable Account from the Fixed Account
since the preceding Monthly Anniversary, plus interest from the date of
transfer to the date of the calculation.


6
Is the total of your partial withdrawals from the Fixed Account since the
preceding Monthly Anniversary, plus interest from the date of withdrawal to the
date of the calculation.

     If the date of the calculation is a Monthly Anniversary, we also reduce
the Fixed Accumulation Value by the applicable Monthly Deduction for the Policy
Month following the Monthly Anniversary.


     The minimum interest rate applied in the calculation of the Fixed
Accumulation Value is an effective annual rate of 4%. Interest in excess of the
minimum rate may be applied in the calculation of your Fixed Accumulation Value
in a manner which our Board of Directors determines.


                                      B-2
<PAGE>

                                  APPENDIX C
            Illustration of Accumulation Values, Surrender Charges,
                   Cash Surrender Values, and Death Benefits

     The following tables illustrate how the Accumulation Values, Cash
Surrender Values, and Death Benefits of a Policy may change with the investment
experience of the Variable Account. The tables show how the Accumulation
Values, Cash Surrender Values, and Death Benefits of a Policy issued to an
Insured of a given Age (who pays the given Planned Periodic Premiums annually)
would vary over time if the investment return of the assets held in the Funds
were a uniform, gross, after-tax, annual rate of 0 percent, 6 percent or 12
percent.


     The tables on pages C-3 through C-8 illustrate a Policy issued to a male
Age 40, in a standard Rate Class and qualifying for non-smoker rates. The
Accumulation Values, Cash Surrender Values, and Death Benefits would be lower
if the Insured were in a substandard Rate Class or did not qualify for the
nonsmoker rates because the cost of insurance would be increased. The
Accumulation Values, Cash Surrender Values and Death Benefits would be
different from those shown if the gross annual investment returns averaged 0
percent, 6 percent, and 12 percent over a period of years, but fluctuated above
and below those averages for individual Policy Years.


     Within the tables, the second and fifth columns illustrate the
Accumulation Value of the Policy over the designated period. The Accumulation
Value is the total amount that a Policy provides for investment at any time.
The third and sixth columns illustrate the Cash Surrender Value of a Policy
over the designated period. The Cash Surrender Value is equal to the
Accumulation Value less any Surrender Charges, Loan Amount (assumed to be zero
in these illustrations) and unpaid Monthly Deductions (also assumed to be
zero). The fourth and seventh columns illustrate the Death Benefit of a Policy
over the designated period. The second, third, and fourth columns assume that
throughout the life of the Policy, the monthly charge for the cost of
insurance, the Monthly Mortality and Expense Charge and the Monthly
Administrative Charge are based upon the maximums (i.e. guaranteed) permitted
in the policy. The maximum allowable cost of insurance rates are based on the
1980 Commissioners Standard Ordinary Mortality Tables for Nonsmokers and
Smokers. The fifth, sixth, and seventh columns assume that the monthly charge
for cost of insurance, the Monthly Mortality and Expense Charge, and the
Monthly Administrative Charge are based on the current amounts expected to be
charged. The Death Benefits also vary between tables depending upon whether the
Level Amount Death Benefit Option (Tables at pages C-3 through C-5) or the
Variable Amount Death Benefit Option (Tables at pages C-6 through C-8) is
illustrated.


   
     The amounts shown for the Accumulation Values, Cash Surrender Values, and
Death Benefits reflect the fact that the net investment return of the
Sub-Accounts of the Variable Account is lower than the gross, after-tax return
on the assets held in the Funds as a result of the Funds' operating expenses.
The values shown take into account the daily total operating expenses paid by
the three portfolios of The Alger American Fund, the four portfolios available
through Fidelity Variable Insurance Products Fund, the three portfolios
available through Fidelity Variable Insurance Products Fund II, the four
portfolios of Janus Aspen Series, the two funds of Neuberger&Berman Advisers
Management Trust, the five portfolios available through Northstar Variable
Trust, the four portfolios available through the OCC Accumulatioon Trust, and
the three funds available through Putnam Variable Trust which together are
assumed to be at an average annual rate of 0.75% for all years. This figure is
derived based on a simple average of the Funds' 1997 operating expenses net of
any limitations on such expenses paid by the Funds. Thus, the illustrated gross
annual investment rates of return of 0 percent, 6 percent, and 12 percent
correspond to approximate net annual rates of return of -0.75%, 5.25%, and
11.25%, respectively. Without any expense reimbursement arrangements, total
operating expenses would be an average annual rate of 1.00%. Hypothetical Cash
Surrender Values, Accumulation Values, and the Death Benefit may be lower
without the expense reimbursement. Expense reimbursements are voluntary. While
it is currently anticipated that expense reimbursements will continue past the
current year, there is no assurance of ongoing reimbursements.
    


     The hypothetical values shown in the tables do not reflect any charges for
Federal income taxes attributable to the Variable Account because we do not
currently make any such charges. However, such charges may be made in the
future and, in that event, the gross annual investment return would have to
exceed 0 percent, 6 percent, or 12 percent by an amount sufficient to cover the
tax charges in order to produce the Accumulation Values, Cash Surrender Values,
and Death Benefits illustrated. (See section entitled "Federal Tax Matters" in
the Prospectus).


                                      C-1
<PAGE>

     The tables illustrate the Policy values that would result based upon the
hypothetical rates of return if premiums are paid as indicated, if all Net
Premiums are allocated to the Variable Account, and if no Policy loans have
been made. The tables are also based on the assumptions that the Policy owner
has not requested an increase or decrease in the Face Amount, that no partial
withdrawals have been made, that no transfers have been made, and total
operating expenses of the Funds continue as anticipated. Actual results will
depend on the expenses and performance of the investment choice made by the
owner.


     Upon request, we will provide a comparable illustration based upon the
proposed Insured's Age, sex, underwriting classification, the Face Amount and
Planned Periodic Premium schedule requested, and any available riders
requested.


                                      C-2
<PAGE>

   
                 RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK
                   FLEXIBLE PREMIUM VARIABLE LIFE TO AGE 95
                              MALE ISSUE AGE: 40
                                  NON-SMOKER
                             $1,200 ANNUAL PREMIUM
                             $100,000 FACE AMOUNT
                          LEVEL DEATH BENEFIT OPTION
                       ASSUMED HYPOTHETICAL GROSS ANNUAL
                         INVESTMENT RATE OF RETURN: 0%
    



   
<TABLE>
<CAPTION>
                            Guaranteed Costs                                  Current Costs
             ----------------------------------------------   ---------------------------------------------
              Accumulation     Cash Surrender       Death      Accumulation     Cash Surrender      Death
  Policy          Value             Value          Benefit         Value             Value         Benefit
   Year          (1) (2)           (1) (2)         (1) (2)        (1) (2)           (1) (2)        (1) (2)
- ----------   --------------   ----------------   ----------   --------------   ----------------   ---------
<S>          <C>              <C>                <C>          <C>              <C>                <C>
     1              769                 0          100,000*          821                 0        100,000*
     2            1,511                 0          100,000*        1,617                 0        100,000*
     3            2,223               393          100,000         2,388               558         100,000
     4            2,906             1,076          100,000         3,131             1,301         100,000
     5            3,557             1,727          100,000         3,846             2,016         100,000
     6            4,175             2,528          100,000         4,530             2,883         100,000
     7            4,759             3,295          100,000         5,184             3,720         100,000
     8            5,308             4,027          100,000         5,805             4,524         100,000
     9            5,818             4,720          100,000         6,392             5,294         100,000
    10            6,290             5,375          100,000         6,942             6,027         100,000
    11            6,718             5,986          100,000         7,452             6,720         100,000
    12            7,097             6,548          100,000         7,924             7,375         100,000
    13            7,424             7,058          100,000         8,354             7,988         100,000
    14            7,690             7,507          100,000         8,738             8,555         100,000
    15            7,890             7,890          100,000         9,074             9,074         100,000
    16            8,019             8,019          100,000         9,354             9,354         100,000
    17            8,070             8,070          100,000         9,578             9,578         100,000
    18            8,039             8,039          100,000         9,741             9,741         100,000
    19            7,918             7,918          100,000         9,839             9,839         100,000
    20            7,696             7,696          100,000         9,866             9,866         100,000
   AGE
    70                0                 0                0         4,970             4,970         100,000
     **
</TABLE>
    

(1) Assumes a $1,200 premium (which exceeds the annualized minimum monthly
    premium) is paid at the beginning of each policy year. Values will be
    different if premiums are paid with a different frequency or in different
    amounts.

(2) Assumes that no policy loans or partial withdrawals have been made.
    Excessive loans or withdrawals may cause the policy to lapse because of
    insufficient cash surrender value.

 * Based on (1) and (2) above, the Death Benefit Guarantee is in effect during
   the years shown. Therefore, the policy remains in force even though the cash
   surrender value is zero.

** Policy terminates prior to age 75.

THE HYPOTHETICAL INVESTMENT RESULTS ARE ILLUSTRATIVE ONLY, AND SHOULD NOT BE
DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT
RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN, AND WILL DEPEND ON A NUMBER OF
FACTORS, INCLUDING THE INVESTMENT ALLOCATIONS BY A POLICYHOLDER, AND THE
DIFFERENT INVESTMENT RETURNS FOR THE FUNDS. THE ACCUMULATION VALUE, CASH
SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT FROM THOSE
SHOWN ABOVE IF THE ACTUAL INVESTMENT RESULTS APPLICABLE TO THE POLICY AVERAGE
0% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR
INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY US OR BY THE FUNDS
THAT THESE HYPOTHETICAL RETURNS CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED
OVER ANY PERIOD OF TIME.


                                      C-3
<PAGE>

   
                 RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK
                   FLEXIBLE PREMIUM VARIABLE LIFE TO AGE 95
                              MALE ISSUE AGE: 40
                                  NON-SMOKER
                             $1,200 ANNUAL PREMIUM
                             $100,000 FACE AMOUNT
                          LEVEL DEATH BENEFIT OPTION
                       ASSUMED HYPOTHETICAL GROSS ANNUAL
                         INVESTMENT RATE OF RETURN: 6%
    



   
<TABLE>
<CAPTION>
                            Guaranteed Costs                                  Current Costs
             ----------------------------------------------   ---------------------------------------------
              Accumulation     Cash Surrender       Death      Accumulation     Cash Surrender      Death
  Policy          Value             Value          Benefit         Value             Value         Benefit
   Year          (1) (2)           (1) (2)         (1) (2)        (1) (2)           (1) (2)        (1) (2)
- ----------   --------------   ----------------   ----------   --------------   ----------------   ---------
<S>          <C>              <C>                <C>          <C>              <C>                <C>
      1             826                 0          100,000*          879                 0        100,000*
      2           1,671                 0          100,000*        1,785                 0        100,000*
      3           2,537               707          100,000         2,718               888         100,000
      4           3,421             1,591          100,000         3,677             1,847         100,000
      5           4,324             2,494          100,000         4,661             2,831         100,000
      6           5,243             3,596          100,000         5,671             4,024         100,000
      7           6,178             4,714          100,000         6,707             5,243         100,000
      8           7,129             5,848          100,000         7,769             6,488         100,000
      9           8,094             6,996          100,000         8,854             7,756         100,000
     10           9,071             8,156          100,000         9,964             9,049         100,000
     11          10,058             9,326          100,000        11,094            10,362         100,000
     12          11,049            10,500          100,000        12,250            11,701         100,000
     13          12,040            11,674          100,000        13,428            13,062         100,000
     14          13,025            12,842          100,000        14,626            14,443         100,000
     15          13,998            13,998          100,000        15,843            15,843         100,000
     16          14,953            14,953          100,000        17,074            17,074         100,000
     17          15,886            15,886          100,000        18,321            18,321         100,000
     18          16,790            16,790          100,000        19,579            19,579         100,000
     19          17,660            17,660          100,000        20,848            20,848         100,000
     20          18,483            18,483          100,000        22,125            22,125         100,000
    AGE
     70          20,328            20,328          100,000        34,875            34,875         100,000
     75           9,578             9,578          100,000        40,238            40,238         100,000
     80               0                 0                0        42,941            42,941         100,000
     85               0                 0                0        38,626            38,626         100,000
     90               0                 0                0        15,211            15,211         100,000
      **
</TABLE>
    

(1) Assumes a $1,200 premium (which exceeds the annualized minimum monthly
    premium) is paid at the beginning of each policy year. Values will be
    different if premiums are paid with a different frequency or in different
    amounts.

(2) Assumes that no policy loans or partial withdrawals have been made.
    Excessive loans or withdrawals may cause the policy to lapse because of
    insufficient cash surrender value.

 * Based on (1) and (2) above, the Death Benefit Guarantee is in effect during
   the years shown. Therefore, the policy remains in force even though the
   cash surrender value is zero.

** Policy terminates prior to age 95.

THE HYPOTHETICAL INVESTMENT RESULTS ARE ILLUSTRATIVE ONLY, AND SHOULD NOT BE
DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT
RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN, AND WILL DEPEND ON A NUMBER OF
FACTORS, INCLUDING THE INVESTMENT ALLOCATIONS BY A POLICYHOLDER, AND THE
DIFFERENT INVESTMENT RETURNS FOR THE FUNDS. THE ACCUMULATION VALUE, CASH
SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT FROM THOSE
SHOWN ABOVE IF THE ACTUAL INVESTMENT RESULTS APPLICABLE TO THE POLICY AVERAGE
6% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR
INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY US OR BY THE FUNDS
THAT THESE HYPOTHETICAL RETURNS CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED
OVER ANY PERIOD OF TIME.


                                      C-4
<PAGE>

   
                 RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK
                   FLEXIBLE PREMIUM VARIABLE LIFE TO AGE 95
                              MALE ISSUE AGE: 40
                                  NON-SMOKER
                             $1,200 ANNUAL PREMIUM
                             $100,000 FACE AMOUNT
                          LEVEL DEATH BENEFIT OPTION
                       ASSUMED HYPOTHETICAL GROSS ANNUAL
                        INVESTMENT RATE OF RETURN: 12%
    



   
<TABLE>
<CAPTION>
                           Guaranteed Costs                                Current Costs
             --------------------------------------------   --------------------------------------------
                                  Cash                                           Cash
              Accumulation     Surrender        Death        Accumulation     Surrender        Death
  Policy          Value          Value         Benefit           Value          Value         Benefit
   Year          (1) (2)        (1) (2)        (1) (2)          (1) (2)        (1) (2)        (1) (2)
- ----------   --------------   -----------   -------------   --------------   -----------   -------------
<S>          <C>              <C>           <C>             <C>              <C>           <C>
      1               883              0        100,000*             938              0        100,000*
      2             1,839              9        100,000            1,960            130        100,000
      3             2,878          1,048        100,000            3,076          1,246        100,000
      4             4,004          2,174        100,000            4,294          2,464        100,000
      5             5,227          3,397        100,000            5,621          3,791        100,000
      6             6,554          4,907        100,000            7,070          5,423        100,000
      7             7,994          6,530        100,000            8,654          7,190        100,000
      8             9,560          8,279        100,000           10,385          9,104        100,000
      9            11,262         10,164        100,000           12,277         11,179        100,000
     10            13,114         12,199        100,000           14,347         13,432        100,000
     11            15,128         14,396        100,000           16,612         15,880        100,000
     12            17,318         16,769        100,000           19,097         18,548        100,000
     13            19,701         19,335        100,000           21,825         21,459        100,000
     14            22,292         22,109        100,000           24,820         24,637        100,000
     15            25,114         25,114        100,000           28,112         28,112        100,000
     16            28,188         28,188        100,000           31,733         31,733        100,000
     17            31,543         31,543        100,000           35,724         35,724        100,000
     18            35,214         35,214        100,000           40,128         40,128        100,000
     19            39,236         39,236        100,000           44,995         44,995        100,000
     20            43,651         43,651        100,000           50,384         50,384        100,000
    AGE
     70           123,727        123,727        143,523          150,114        150,114        174,133
     75           203,708        203,708        217,968          251,881        251,881        269,514
     80           332,838        332,838        349,481          419,661        419,661        440,645
     85           533,610        533,610        560,291          690,682        690,682        725,217
     90           836,922        836,922        878,769        1,123,201      1,123,201      1,179,361
     95         1,321,289      1,321,289      1,334,503        1,831,550      1,831,550      1,849,866
</TABLE>
    

(1) Assumes a $1,200 premium (which exceeds the annualized minimum monthly
    premium) is paid at the beginning of each policy year. Values will be
    different if premiums are paid with a different frequency or in different
    amounts.

(2) Assumes that no policy loans or partial withdrawals have been made.
    Excessive loans or withdrawals may cause the policy to lapse because of
    insufficient cash surrender value.

* Based on (1) and (2) above, the Death Benefit Guarantee is in effect during
   the years shown. Therefore, the policy remains in force even though the
   cash surrender value is zero.

THE HYPOTHETICAL INVESTMENT RESULTS ARE ILLUSTRATIVE ONLY, AND SHOULD NOT BE
DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT
RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN, AND WILL DEPEND ON A NUMBER OF
FACTORS, INCLUDING THE INVESTMENT ALLOCATIONS BY A POLICYHOLDER, AND THE
DIFFERENT INVESTMENT RETURNS FOR THE FUNDS. THE ACCUMULATION VALUE, CASH
SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT FROM THOSE
SHOWN ABOVE IF THE ACTUAL INVESTMENT RESULTS APPLICABLE TO THE POLICY AVERAGE
12% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR
INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY US OR BY THE FUNDS
THAT THESE HYPOTHETICAL RETURNS CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED
OVER ANY PERIOD OF TIME.


                                      C-5
<PAGE>

   
                 RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK
                   FLEXIBLE PREMIUM VARIABLE LIFE TO AGE 95
                              MALE ISSUE AGE: 40
                                  NON-SMOKER
                             $1,200 ANNUAL PREMIUM
                             $100,000 FACE AMOUNT
                         VARIABLE DEATH BENEFIT OPTION
                       ASSUMED HYPOTHETICAL GROSS ANNUAL
                         INVESTMENT RATE OF RETURN: 0%
    


   
<TABLE>
<CAPTION>
                            Guaranteed Costs                                  Current Costs
             ----------------------------------------------   ---------------------------------------------
              Accumulation     Cash Surrender       Death      Accumulation     Cash Surrender      Death
  Policy          Value             Value          Benefit         Value             Value         Benefit
   Year          (1) (2)           (1) (2)         (1) (2)        (1) (2)           (1) (2)        (1) (2)
- ----------   --------------   ----------------   ----------   --------------   ----------------   ---------
<S>          <C>              <C>                <C>          <C>              <C>                <C>
     1              767                 0          100,767*          819                 0        100,818*
     2            1,504                 0          101,504*        1,611                 0        101,610*
     3            2,210               380          102,210         2,375               545         102,375
     4            2,884             1,054          102,883         3,110             1,280         103,109
     5            3,523             1,693          103,523         3,813             1,983         103,812
     6            4,127             2,480          104,127         4,483             2,836         104,482
     7            4,693             3,229          104,693         5,119             3,655         105,118
     8            5,220             3,939          105,220         5,719             4,438         105,718
     9            5,706             4,608          105,705         6,280             5,182         106,279
    10            6,148             5,233          106,147         6,800             5,885         106,799
    11            6,542             5,810          106,541         7,275             6,543         107,275
    12            6,883             6,334          106,882         7,708             7,159         107,707
    13            7,165             6,799          107,164         8,093             7,727         108,092
    14            7,381             7,198          107,380         8,426             8,243         108,426
    15            7,524             7,524          107,524         8,705             8,705         108,705
    16            7,589             7,589          107,589         8,921             8,921         108,920
    17            7,570             7,570          107,569         9,074             9,074         109,074
    18            7,461             7,461          107,461         9,158             9,158         109,158
    19            7,257             7,257          107,256         9,170             9,170         109,170
    20            6,944             6,944          106,944         9,104             9,104         109,104
   AGE
    70                0                 0                0         3,043             3,043         103,043
     **
</TABLE>
    

(1) Assumes a $1,200 premium (which exceeds the annualized minimum monthly
    premium) is paid at the beginning of each policy year. Values will be
    different if premiums are paid with a different frequency or in different
    amounts.

(2) Assumes that no policy loans or partial withdrawals have been made.
    Excessive loans or withdrawals may cause the policy to lapse because of
    insufficient cash surrender value.

 * Based on (1) and (2) above, the Death Benefit Guarantee is in effect during
  the years shown. Therefore, the policy remains in force even though the cash
  surrender value is zero.

** Policy terminates prior to age 75.

THE HYPOTHETICAL INVESTMENT RESULTS ARE ILLUSTRATIVE ONLY, AND SHOULD NOT BE
DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT
RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN, AND WILL DEPEND ON A NUMBER OF
FACTORS, INCLUDING THE INVESTMENT ALLOCATIONS BY A POLICYHOLDER, AND THE
DIFFERENT INVESTMENT RETURNS FOR THE FUNDS. THE ACCUMULATION VALUE, CASH
SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT FROM THOSE
SHOWN ABOVE IF THE ACTUAL INVESTMENT RESULTS APPLICABLE TO THE POLICY AVERAGE
0% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR
INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY US OR BY THE FUNDS
THAT THESE HYPOTHETICAL RETURNS CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED
OVER ANY PERIOD OF TIME.


                                      C-6
<PAGE>

   
                 RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK
                   FLEXIBLE PREMIUM VARIABLE LIFE TO AGE 95
                              MALE ISSUE AGE: 40
                                  NON-SMOKER
                             $1,200 ANNUAL PREMIUM
                             $100,000 FACE AMOUNT
                         VARIABLE DEATH BENEFIT OPTION
                       ASSUMED HYPOTHETICAL GROSS ANNUAL
                         INVESTMENT RATE OF RETURN: 6%
    


   
<TABLE>
<CAPTION>
                            Guaranteed Costs                                  Current Costs
             ----------------------------------------------   ---------------------------------------------
              Accumulation     Cash Surrender       Death      Accumulation     Cash Surrender      Death
  Policy          Value             Value          Benefit         Value             Value         Benefit
   Year          (1) (2)           (1) (2)         (1) (2)        (1) (2)           (1) (2)        (1) (2)
- ----------   --------------   ----------------   ----------   --------------   ----------------   ---------
<S>          <C>              <C>                <C>          <C>              <C>                <C>
      1             824                 0          100,823*          877                 0        100,876*
      2           1,664                 0          101,664*        1,778                 0        101,777*
      3           2,522               692          102,521         2,703               873         102,703
      4           3,395             1,565          103,394         3,651             1,821         103,651
      5           4,282             2,452          104,281         4,620             2,790         104,620
      6           5,180             3,533          105,180         5,610             3,963         105,609
      7           6,089             4,625          106,089         6,619             5,155         106,619
      8           7,006             5,725          107,006         7,647             6,366         107,646
      9           7,929             6,831          107,929         8,690             7,592         108,690
     10           8,855             7,940          108,855         9,748             8,833         109,747
     11           9,779             9,047          109,779        10,815            10,083         110,814
     12          10,695            10,146          110,694        11,894            11,345         111,893
     13          11,594            11,228          111,594        12,979            12,613         112,979
     14          12,469            12,286          112,469        14,067            13,884         114,067
     15          13,311            13,311          113,311        15,154            15,154         115,153
     16          14,110            14,110          114,110        16,229            16,229         116,228
     17          14,858            14,858          114,857        17,293            17,293         117,292
     18          15,546            15,546          115,546        18,337            18,337         118,336
     19          16,162            16,162          116,162        19,355            19,355         119,355
     20          16,691            16,691          116,690        20,340            20,340         120,340
   AGE
     70          11,890            11,890          111,889        26,430            26,430         126,430
     75               0                 0                0        23,722            23,722         123,722
     80               0                 0                0        12,152            12,152         112,151
      **
</TABLE>
    

(1) Assumes a $1,200 premium (which exceeds the annualized minimum monthly
    premium) is paid at the beginning of each policy year. Values will be
    different if premiums are paid with a different frequency or in different
    amounts.

(2) Assumes that no policy loans or partial withdrawals have been made.
    Excessive loans or withdrawals may cause the policy to lapse because of
    insufficient cash surrender value.

 * Based on (1) and (2) above, the Death Benefit Guarantee is in effect during
   the years shown. Therefore, the policy remains in force even though the
   cash surrender value is zero.

** Policy terminates prior to age 85.

THE HYPOTHETICAL INVESTMENT RESULTS ARE ILLUSTRATIVE ONLY, AND SHOULD NOT BE
DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT
RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN, AND WILL DEPEND ON A NUMBER OF
FACTORS, INCLUDING THE INVESTMENT ALLOCATIONS BY A POLICYHOLDER, AND THE
DIFFERENT INVESTMENT RETURNS FOR THE FUNDS. THE ACCUMULATION VALUE, CASH
SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT FROM THOSE
SHOWN ABOVE IF THE ACTUAL INVESTMENT RESULTS APPLICABLE TO THE POLICY AVERAGE
6% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR
INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY US OR BY THE FUNDS
THAT THESE HYPOTHETICAL RETURNS CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED
OVER ANY PERIOD OF TIME.


                                      C-7
<PAGE>

   
                 RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK
                   FLEXIBLE PREMIUM VARIABLE LIFE TO AGE 95
                              MALE ISSUE AGE: 40
                                  NON-SMOKER
                             $1,200 ANNUAL PREMIUM
                             $100,000 FACE AMOUNT
                         VARIABLE DEATH BENEFIT OPTION
                       ASSUMED HYPOTHETICAL GROSS ANNUAL
                        INVESTMENT RATE OF RETURN: 12%
    


   
<TABLE>
<CAPTION>
                            Guaranteed Costs                                    Current Costs
             ----------------------------------------------   -------------------------------------------------
              Accumulation     Cash Surrender       Death      Accumulation     Cash Surrender        Death
  Policy          Value             Value          Benefit         Value             Value           Benefit
   Year          (1) (2)           (1) (2)         (1) (2)        (1) (2)           (1) (2)          (1) (2)
- ----------   --------------   ----------------   ----------   --------------   ----------------   -------------
<S>          <C>              <C>                <C>          <C>              <C>                <C>
     1               880                 0       100,880*              935                 0          100,935*
     2             1,831                 1        101,831            1,952               122          101,952
     3             2,860             1,030        102,860            3,060             1,230          103,059
     4             3,973             2,143        103,972            4,263             2,433          104,262
     5             5,175             3,345        105,174            5,570             3,740          105,570
     6             6,473             4,826        106,472            6,991             5,344          106,991
     7             7,874             6,410        107,874            8,536             7,072          108,535
     8             9,388             8,107        109,387           10,215             8,934          110,214
     9            11,022             9,924        111,022           12,038            10,940          112,038
    10            12,786            11,871        112,785           14,020            13,105          114,019
    11            14,687            13,955        114,687           16,171            15,439          116,170
    12            16,734            16,185        116,734           18,511            17,962          118,510
    13            18,934            18,568        118,933           21,054            20,688          121,054
    14            21,294            21,111        121,293           23,817            23,634          123,817
    15            23,823            23,823        123,822           26,820            26,820          126,819
    16            26,530            26,530        126,529           30,077            30,077          130,076
    17            29,425            29,425        129,425           33,616            33,616          133,615
    18            32,524            32,524        132,524           37,458            37,458          137,457
    19            35,836            35,836        135,835           41,631            41,631          141,630
    20            39,369            39,369        139,369           46,163            46,163          146,163
    AGE
    70            88,192            88,192        188,192          120,164           120,164          220,163
    75           121,371           121,371        221,371          188,246           188,246          288,245
    80           155,546           155,546        255,546          291,608           291,608          391,607
    85           181,168           181,168        281,168          447,676           447,676          547,675
    90           175,488           175,488        275,488          684,412           684,412          784,412
    95           101,405           101,405        201,404        1,048,211         1,048,211        1,148,210
</TABLE>
    

   
(1) Assumes a $1,200 premium (which exceeds the annualized minimum monthly
    premium) is paid at the beginning of each policy year. Values will be
    different if premiums are paid with a different frequency or in different
    amounts.

(2) Assumes that no policy loans or partial withdrawals have been made.
    Excessive loans or withdrawals may cause the policy to lapse because of
    insufficient cash surrender value.

 * Based on (1) and (2) above, the Death Benefit Guarantee is in effect during
   the years shown. Therefore, the policy remains in force even though the
   cash surrender value is zero.

THE HYPOTHETICAL INVESTMENT RESULTS ARE ILLUSTRATIVE ONLY, AND SHOULD NOT BE
DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT
RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN, AND WILL DEPEND ON A NUMBER OF
FACTORS, INCLUDING THE INVESTMENT ALLOCATIONS BY A POLICYHOLDER, AND THE
DIFFERENT INVESTMENT RETURNS FOR THE FUNDS. THE ACCUMULATION VALUE, CASH
SURRENDER VALUE, AND DEATH BENEFIT FOR A POLICY WOULD BE DIFFERENT FROM THOSE
SHOWN ABOVE IF THE ACTUAL INVESTMENT RESULTS APPLICABLE TO THE POLICY AVERAGE
12% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR
INDIVIDUAL POLICY YEARS. NO REPRESENTATION CAN BE MADE BY US OR BY THE FUNDS
THAT THESE HYPOTHETICAL RETURNS CAN BE ACHIEVED FOR ANY ONE YEAR, OR SUSTAINED
OVER ANY PERIOD OF TIME.
    


                                      C-8
<PAGE>

                                  APPENDIX D
              Maximum Surrender Charge Per $1,000 of Face Amount



<TABLE>
<CAPTION>
  Insured's Age at    Charge Per $1,000 of Face    Insured's Age at  Charge Per $1,000 of Face
   Policy Date or              Amount               Policy Date or             Amount
 Effective Date of     (Initial Face Amount or      Effective Date    (Initial Face Amount or
    Increase, as              Amount of            of Increase, as           Amount of
    Appropriate          Requested Increase)         Appropriate        Requested Increase)
- ------------------- ----------------------------- ----------------- ----------------------------
                         Male          Female                            Male          Female
                       Nonsmoker      Nonsmoker                        Nonsmoker     Nonsmoker
                     and Standard   and Standard                     and Standard   and Standard
                    -------------- --------------                   -------------- -------------
<S>                 <C>            <C>            <C>               <C>            <C>
         0           6.00           6.00                 38         17.40          16.10
         1           6.10           6.00                 39         17.80          16.50
         2           6.20           6.00                 40         18.30          16.80
         3           6.30           6.00                 41         18.80          17.20
         4           6.40           6.00                 42         19.30          17.60
         5           6.50           6.00                 43         19.80          18.10
         6           6.60           6.00                 44         20.40          18.50
         7           6.80           6.00                 45         20.90          19.00
         8           7.00           6.00                 46         21.60          19.50
         9           7.20           6.20                 47         22.20          20.00
         10          7.50           6.40                 48         22.90          20.60
         11          7.80           6.60                 49         23.70          21.20
         12          8.00           6.80                 50         24.50          21.80
         13          8.20           7.00                 51         25.30          22.40
         14          8.50           7.20                 52         26.20          23.10
         15          8.80           7.40                 53         27.20          23.90
         16          9.00           7.60                 54         28.20          24.60
         17          9.20           7.80                 55         29.30          25.50
         18          9.50           8.00                 56         30.40          26.30
         19          9.80           8.20                 57         31.60          27.20
         20         10.00           8.50                 58         32.90          28.20
         21         10.30           8.90                 59         34.30          29.30
         22         10.90           9.20                 60         35.70          30.40
         23         11.30           9.50                 61         37.30          31.60
         24         11.90          10.00                 62         39.00          32.90
         25         12.50          10.50                 63         40.70          34.30
         26         12.80          11.10                 64         42.60          35.80
         27         13.40          11.70                 65         44.60          37.30
         28         13.80          12.30                 66         46.70          38.90
         29         14.40          12.70                 67         48.90          40.60
         30         14.70          13.00                 68         48.60          42.40
         31         15.00          13.60                 69         48.30          44.40
         32         15.30          14.20                 70         48.10          46.60
         33         15.60          14.60                 71         47.80          47.90
         34         15.90          14.80                 72         47.60          47.50
         35         16.20          15.10                 73         47.40          47.10
         36         16.60          15.40                 74         47.20          46.70
         37         17.00          15.80                 75         46.90          46.20
       ----         -----          -----                 --         -----          -----
</TABLE>

                                      D-1
<PAGE>

                                  APPENDIX E
         Surrender Charge Whole Life Premium Per $1,000 of Face Amount

The following table provides the Surrender Charge Whole Life Premium factors
that are used in determining the Premium Related Surrender Charge Reduction.
See section entitled "Surrender Charge" in the Prospectus.



<TABLE>
<CAPTION>
                   Surrender Charge Whole Life                      Surrender Charge Whole Life
  Insured's Age       Premium Per $1,000 of        Insured's Age      Premium Per $1,000 of
 at Policy Date        Initial Face Amount        at Policy Date       Initial Face Amount
- ----------------   ---------------------------   ----------------   --------------------------
                       Male          Female                             Male          Female
                     Nonsmoker      Nonsmoker                         Nonsmoker     Nonsmoker
                    and Smoker     and Smoker                        and Smoker     and Smoker
                   ------------   ------------                      ------------   -----------
<S>                <C>            <C>            <C>                <C>            <C>
        0          $ 3.31         $ 2.81               38           $ 13.31        $ 11.43
        1           3.34           2.85                39            13.93          11.94
        2           3.45           2.94                40            14.58          12.47
        3           3.55           3.04                41            15.27          13.02
        4           3.67           3.13                42            16.00          13.61
        5           3.79           3.24                43            16.77          14.22
        6           3.92           3.35                44            17.58          14.87
        7           4.06           3.46                45            18.44          15.55
        8           4.21           3.58                46            19.36          16.27
        9           4.36           3.71                47            20.32          17.03
        10          4.53           3.85                48            21.35          17.83
        11          4.70           3.99                49            22.44          18.67
        12          4.87           4.13                50            23.60          19.57
        13          5.05           4.29                51            24.84          20.52
        14          5.24           4.45                52            26.15          21.52
        15          5.42           4.61                53            27.55          22.59
        16          5.61           4.78                54            29.04          23.71
        17          5.80           4.96                55            30.63          24.91
        18          6.00           5.14                56            32.31          26.18
        19          6.21           5.33                57            34.11          27.54
        20          6.42           5.53                58            36.03          28.99
        21          6.65           5.74                59            38.08          30.55
        22          6.89           5.96                60            40.28          32.23
        23          7.14           6.19                61            42.63          34.03
        24          7.41           6.44                62            45.15          35.98
        25          7.69           6.69                63            47.84          38.06
        26          8.00           6.96                64            50.72          40.29
        27          8.32           7.24                65            53.79          42.67
        28          8.66           7.53                66            57.09          45.23
        29          9.02           7.84                67            60.62          47.98
        30          9.40           8.16                68            64.41          50.96
        31          9.80           8.50                69            68.50          54.21
        32         10.22           8.86                70            72.90          57.75
        33         10.67           9.24                71            77.65          61.62
        34         11.14           9.63                72            82.75          65.84
        35         11.64          10.05                73            88.20          70.41
        36         12.17          10.49                74            94.00          75.36
        37         12.73          10.95                75           100.17          80.71
    ------         ------         ------               --           -------        -------
</TABLE>

                                      E-1
<PAGE>

                         UNDERTAKINGS TO FILE REPORTS

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


                             RULE 484 UNDERTAKING

     Insofar as indemnification for liability arising under the Securities Act
of 1933 (the "Act") 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 against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by a director, officer or controlling
person of the Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the Registrant will, unless in
the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act and
will be governed by the final adjudication of such issue.


            "REASONABLENESS" REPRESENTATION PURSUANT TO 26(e)(2)(A)
                     OF THE INVESTMENT COMPANY ACT OF 1940

   
     Depositor represents that the fees and charges deducted under the flexible
premium variable life insurance policy, in the aggregate, are reasonable in
relation to the services rendered, the expenses expected to be incurred, and
the risks assumed by ReliaStar Life Insurance Company of New York.
    


                                      II-1
<PAGE>

   
                                  SIGNATURES

As required by the Securities Act of 1933 and the Investment Company Act of
1940, Registrant certifies that it meets all of the requirements of
effectiveness of this Amendment to the Registration Statement pursuant to Rule
485(b) under the Securities Act of 1933 and has caused this Amendment to the
Registration Statement to be signed on its behalf, in the City of Minneapolis
and State of Minnesota, on this 16th day of April, 1998.

                               RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK
                               VARIABLE LIFE SEPARATE ACCOUNT I
                               (Registrant)


                            By: RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK
                               (Depositor)



                            By: /s/ Robert C. Salipante
                               ------------------------------------------------
                               Robert C. Salipante
                               Chief Executive Officer and President

As required by the Securities Act of 1933 and the Investment Company Act of
1940, Depositor has caused this Amendment to the Registration Statement to be
signed on its behalf, in the City of Minneapolis and State of Minnesota, on
this 16th day of April, 1998.

                               RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK
                               (Depositor)



                           By: /s/ Robert C. Salipante
                               ------------------------------------------------
                               Robert C. Salipante
                               Chief Executive Officer and President

As required by the Securities Act of 1933, this Amendment to the Registration
Statement has been signed on this 16th day of April, 1998 by the following
directors and officers of Depositor in the capacities indicated:
    




   
<TABLE>
<S>                                   <C>
/S/ Robert C. Salipante               Chief Executive Officer and President
- ----------------------------------
Robert C. Salipante
/S/ James R. Miller                   Vice President (Chief Financial Officer)
- ----------------------------------
James R. Miller
</TABLE>
    

   
Stephen A. Carb*        Wayne R. Huneke*         Robert C. Salipante*
R. Michael Conley*      Ronald D. Jarvis*        John G. Turner*
Richard R. Crowl*       Kenneth U. Kuk*          Charles B. Updike*
John H. Flittie*        Richard E. Nolan*        Ross M. Weale*
James T. Hale*          Fioravante G. Perrotta*




*A majority of the Board of Directors

Robert B. Saginaw, by signing his name hereto, does hereby sign this document
on behalf of each of the above-named directors of ReliaStar Life Insurance
Company of New York pursuant to powers of attorney duly executed by such
persons.



                           /s/ Robert B. Saginaw
                               ------------------------------------------------
                               Robert B. Saginaw, Attorney-In-Fact
    

                                      II-2
<PAGE>

                                    PART II


                       Contents of Registration Statement

   
This Post-Effective Amendment No. 3 to the Registration Statement comprises the
                           following papers and documents:
    

     The Facing Sheet.
   
     The general form of Prospectus, consisting of 84 pages.
     Undertakings to file reports.
     Rule 484 Undertaking.
     "Reasonableness" representation pursuant to Section 26(e)(2)(A) of the
Investment Company Act of 1940.
    
     The signatures.

Written consents of the following persons:


   
<TABLE>
<S>         <C>
1.          Robert B. Saginaw -- Filed as EX-99.2.
2.          Steve P. West, FSA, MAAA -- Filed as EX-99.C6.
3.(a)       Deloitte & Touche LLP -- Filed as EX-99.C1A.
</TABLE>
    

The following exhibits:

1.   The following exhibits correspond to those required by Paragraph A of the
instructions as to exhibits in Form N-8B-2:

   
<TABLE>
<S>  <C>               <C>
A.          (1) (a)    Resolutions of Board of Directors of ReliaStar Life Insurance Company of New York ("RLICNY")
                       establishing the RLICNY Variable Life Separate Account I.1
            (1) (b)    Resolution of Board of Directors of RLICNY changing the name of RLICNY Separate Account 1.2
            (2)        Not applicable.
            (3) (a)    Form of General Distributor Agreement between Washington Square Securities Inc. and RLICNY.3
            (b)        Specimens of WSSI Selling Agreements.3
            (4)        Not applicable.
            (5)        Form of Policy available (together with available Policy riders).3
            (6) (a)    Amended Charter of RLICNY.2
            (6) (b)    Amended By-laws of RLICNY.2
            (7)        Not applicable.
            (8) (a)    Participation Agreement with Fidelity's Variable Insurance Products Fund and Fidelity Distributors
                       Corporation and Form of Amendment No. 1.1
            (8) (b)    Form of Amendment Nos. 2 and 3 to Participation with Fidelity's Variable Insurance Products Fund and
                       Fidelity Distributors Corporation.4
            (8) (c)    Participation Agreement with Fidelity's Variable Insurance Products Fund II and Fidelity Distributors
                       Corporation and Form of Amendment No. 1.1
            (8) (d)    Form of Amendment Nos. 2 and 3 to Participation Agreement with Fidelity's Variable Insurance
                       Products Fund II and Fidelity Distributors Corporation.4
            (8) (e)    Form of Service Contract with Fidelity Distributors Corporation.3
            (8) (f)    Form of Service Agreement with Fidelity Investments Institutional Operations Company, Inc.3
            (8) (g)    Form of Participation Agreement with Putnam Variable Trust (formerly known as Putnam Capital
                       Manager Trust) and Putnam Mutual Funds Corp.3
            (8) (h)    Form of Amendment No. 1 to Participation Agreement with Putnam Variable Trust and Putnam Mutual
                       Funds Corp.3
            (8) (i)    Form of Management Services Agreement with ReliaStar Life Insurance Company (formerly known as
                       Northwestern National Life Insurance Company).1
            (8) (j)    Form of Participation Agreement by and between RLICNY and Fred Alger Management, Inc.4
            (8) (k)    Form of Participation Agreement by and between RLICNY and Janus Aspen Series.4
            (8) (l)    Form of Participation Agreement by and among RLICNY, Neuberger&Berman Advisers Management
                       Trust, Advisers Managers Trust and NBMI.4
            (8) (m)    Form of Participation Agreement by and between RLICNY and OpCap Advisors.4
            (8) (n)    Form of Service Agreement by and between RLICNY and Fred Alger Management, Inc.4
            (8) (o)    Form of Service Agreement by and between RLICNY and Janus Capital Corporation.4
            (8) (p)    Form of Service Agreement by and between RLICNY and Neuberger&Berman Management
                       Incorporated ("NBMI").4
            (8) (q)    Form of Service Agreement by and between RLICNY and OpCap Advisors.4
</TABLE>
    

                                      II-3
<PAGE>


   
<TABLE>
<S>       <C>
    (9)   Not applicable.
   (10)   Policy application.4
</TABLE>
    

2.   Opinion and consent of Robert B. Saginaw, Esquire, as to the legality of
the Securities being registered. See EX-99.2.

3.   Not applicable.
   
4.   Not applicable.
    


   
<TABLE>
<S>          <C>
EX-99.C1A.   Auditors' Consent -- Deloitte & Touche LLP.
EX-99.C2.    Not applicable.
EX-99.C3.    Not applicable.
EX-99.C4.    See EX-99.2.
EX-99.C5.    Not applicable.
EX-99.C6.    Actuarial Opinion and Consent.
EX-99.D1.    Memorandum describing RLICNY's issuance, transfer and redemption procedures for the Policies
             and RLICNY's procedure for conversion to the fixed account of the policy.1
EX-24.       Powers of Attorney.
             Stephen A. Carb1
             R. Michael Conley3
             Richard R. Crowl1
             John H. Flittie1
             James T. Hale1
             Wayne R. Huneke1
             Ronald D. Jarvis
             Kenneth U. Kuk1
             Richard E. Nolan1
             Fioravante G. Perrotta1
             Robert C. Salipante1
             John G. Turner1
             Charles B. Updike1
             Ross M. Weale1
</TABLE>
    

   
1 Incorporated by reference to Registrant's Form S-6 Registration Statement,
 File No. 333-19123, filed December 31, 1996.

2 Incorporated by reference to Registrant's Form S-6 Registration Statement,
File No. 333-47527, filed March 6, 1998.

3 Incorporated by reference to Registrant's Form S-6 Registration Statement,
File No. 333-19123, filed May 9, 1997.

4 Incorporated by reference to Registrant's Form S-6 Registration Statement,
File No. 333-19123, August 1, 1997.
    

                                      II-4
<PAGE>

   
                                 EXHIBIT INDEX
    


   
<TABLE>
<S>            <C>
  EX-99.2      Opinion and consent of Robert B. Saginaw, Esquire, as to the legality
               of the Securities being registered.
  EX-99.C1A.   Auditor's Consent
  EX-99.C6.    Actuarial Opinion and Consent
  EX-24.       Power of Attorney
</TABLE>
    


<PAGE>

                                                                    EXHIBIT 99.2

   
ReliaStar Life Insurance Company of New York
1000 Woodbury Road, Suite 102
Woodbury, NY 11797
    

Dear Madam/Sir:

   
     In connection with the proposed registration under the Securities Act of
1933, as amended, of a flexible premium variable life insurance policy (the
"Policy") and interests in ReliaStar Life Insurance Company of New York
Variable Life Separate Account I (the "Variable Account"), I have examined
documents relating to the establishment of the Variable Account by the Board of
Directors of our affiliated company, ReliaStar Life Insurance Company of New
York (the "Company"), as a separate account for assets applicable to variable
contracts, pursuant to New York Insurance Law Section 4240, as amended, and the
Registration Statement, on Form S-6 (the "Registration Statement") and I have
examined such other documents and have reviewed such matters as I deemed
necessary for this opinion, and I advise you that in my opinion:
    

     1.  The Variable Account is a separate account of the Company duly created
         and validly existing pursuant to the laws of the State of New York.

     2.  The Policy, when issued in accordance with the Prospectus constituting
         a part of the Registration Statement and upon compliance with
         applicable local law, will be legal and binding obligations of the
         Company in accordance with their respective terms.

     3.  The portion of the assets held in the Variable Account equal to
         reserves and other contract liabilities with respect to the Variable
         Accounts are not chargeable with liabilities arising out of any other
         business the Company may conduct.

     I consent to the filing of this opinion as an exhibit to the Registration
Statement and to the use of my name under the heading "Legal Matters" in the
Prospectus constituting a part of the Registration Statement and to the
references to me wherever appearing therein.


Very truly yours,

/s/ Robert B. Saginaw

Robert B. Saginaw
Counsel


<PAGE>

   
                                                                  EXHIBIT 99.C1A


                         INDEPENDENT AUDITORS' CONSENT

Board of Directors and Policyowners
ReliaStar Life Insurance Company of New York
 Variable Life Separate Account I


     We consent to the use in the Post-Effective Amendment No. 3 to
Registration Statement on Form S-6 (File No. 333-19123) of ReliaStar Life
Insurance Company of New York Variable Life Separate Account I filed under the
Securities Act of 1933 of our report dated February 20, 1998 on the audit of
the financial statements of ReliaStar Life Insurance Company of New York
Variable Life Separate Account I as of December 31, 1997 and for the period
from August 8, 1997 (date of inception) to December 31, 1997, and our report
dated March 26, 1998 on the audit of the financial statements of ReliaStar Life
Insurance Company of New York as of and for the years ended December 31, 1997
and 1996 appearing in the Prospectus, which is a part of such Registration
Statement, and to the reference to us under the heading "Experts" in such
Prospectus.


/s/ DELOITTE & TOUCHE, LLP
Minneapolis, Minnesota
April 27, 1998
    

<PAGE>

                                                                   EXHIBIT 99.C6

   
ReliaStar Life Insurance Company of New York
1000 Woodbury Road, Suite 102
Woodbury, NY 11797
    


Madam/Sir:

   
     This opinion is furnished in connection with the registration by our
affiliated company, ReliaStar Life Insurance Company of New York, of a flexible
premium variable life insurance policy (the "Contract") under the Securities
Act of 1933, as amended. The Contract, including, if applicable, variations
thereof used in various states, is described in the Prospectus constituting a
part of the Registration Statement on Form S-6, as amended.
    

     The form of Contract was reviewed by me, and I am familiar with the
Registration Statement and Exhibits thereto.

     In my opinion:

      The illustrations of Accumulation Values, Surrender Charges, Cash
   Surrender Values, and Death Benefits, included in the section entitled,
   "Illustration of Accumulation Values, Surrender Charges, Cash Surrender
   Values, and Death Benefits" in Appendix C of the Prospectus constituting
   part of the Registration Statement, based on the assumptions stated in the
   illustrations, are consistent with the provision of the Contract
   (including, as appropriate, any state variation thereof). The rate
   structure of the Contract has not been designed so as to make the
   relationship between premiums and benefits, as shown in the illustrations,
   appear more favorable to a prospective purchaser of a Contract for a male
   age 40 than to prospective purchasers of the Contract for other ages or for
   females. In any state where charges cannot be based upon the insured's sex,
   the rate structure of the Contract has not been designed so as to make the
   relationship between premium and benefits, as shown in the illustrations,
   appear more favorable to a prospective purchaser of the Contract for an
   insured age 40 than to prospective purchasers of the Contract for other
   ages.

     I hereby consent to the use of this opinion as an exhibit to the
Registration Statement and to the reference to my name under the heading
"Experts" in the Prospectus constituting a part of the Registration Statement.


Sincerely,

/s/ Steven P. West, FSA, MAAA
- ----------------------------------------
Steven P. West, FSA, MAAA

Actuary

<PAGE>

   
                                                                      EXHIBIT 24


                  RELIASTAR LIFE INSURANCE COMPANY OF NEW YORK

                   Power of Attorney of Director and Officer


     The undersigned director and/or officer of RELIASTAR LIFE INSURANCE
COMPANY OF NEW YORK, a New York corporation, does hereby make, constitute and
appoint RICHARD R. CROWL, MICHAEL S. FISCHER, STEWART D. GREGG, ROBERT B.
SAGINAW, JEFFREY A. PROULX and LORI J. SOMMERFELD, and each or any one of them,
the undersigned's true and lawful attorneys-in-fact, with full power of
substitution, for the undersigned and in the undersigned's name, place and
stead, to sign and affix the undersigned's name as such director and/or officer
of said Company to a Registration Statement or Registration Statements, under
the Securities Act of 1933 (1933 Act) and the Investment Company Act of 1940
(1940 Act) and any other forms applicable to such registrations, and all
amendments, including post-effective amendments, thereto, to be filed by said
Company with the Securities and Exchange Commission, Washington, DC, in
connection with the registration under the 1933 and 1940 Acts, as amended, of
variable annuity contracts and accumulation units in the ReliaStar Life
Insurance Company of New York Variable Life Separate Account I ("Variable
Account"), and of variable life insurance policies and accumulation units in
the Variable Account, and to file the same, with all exhibits thereto and other
supporting documents, with said Commission, granting unto said
attorneys-in-fact, and each of them, full power and authority to do and perform
any and all acts necessary or incidental to the performance and execution of
the powers herein expressly granted.

     IN WITNESS WHEREOF, the undersigned has hereunto set the undersigned's
hand this 20th day of February, 1998.



                                 /s/               RONALD. D. JARVIS
                                      ----------------------------------------
                                                    Ronald D. Jarvis
     



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