PRUCO LIFE VARIABLE INSURANCE ACCOUNT
485BPOS, 1996-04-25
Previous: PRIME CASH FUND, POS AMI, 1996-04-25
Next: PRUDENTIAL INDIVIDUAL VARIABLE CONTRACT ACCOUNT, 485BPOS, 1996-04-25





AS FILED WITH THE SEC ON ____________.                  REGISTRATION NO. 2-80513


                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                                    FORM S-6
   
                         POST-EFFECTIVE AMENDMENT NO. 23
    

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

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

                                   PRUCO LIFE
                           VARIABLE INSURANCE ACCOUNT
                              (Exact Name of Trust)

                          PRUCO LIFE INSURANCE COMPANY
                               (Name of Depositor)


                              213 WASHINGTON STREET
                          NEWARK, NEW JERSEY 07102-2992
                             (800) 437-4016, EXT. 46
          (Address and telephone number of principal executive offices)

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

                                THOMAS C. CASTANO
                               ASSISTANT SECRETARY
                          PRUCO LIFE INSURANCE COMPANY
                              213 WASHINGTON STREET
                          NEWARK, NEW JERSEY 07102-2992
                     (Name and address of agent for service)


                                    Copy to:
                                JEFFREY C. MARTIN
                                 SHEA & GARDNER
                         1800 MASSACHUSETTS AVENUE, N.W.
                             WASHINGTON, D.C. 20036

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

   
Variable Life Insurance Contracts--The Registrant has registered an indefinite
amount of securities pursuant to Rule 24f-2 under the Investment Company Act of
1940. The Rule 24f-2 notice for fiscal year 1995 was filed on February 29, 1996.
    

It is proposed that this filing will become effective (check appropriate space):

    [ ] immediately upon filing pursuant to paragraph (b) of Rule 485
   
    [x] on May 1, 1996 pursuant to paragraph (b) of Rule 485
             (date)
    
    [ ] 60 days after filing pursuant to paragraph (a) of Rule 485

    [ ] on ___________ pursuant to paragraph (a) of Rule 485
             (date)


<PAGE>



                              CROSS REFERENCE SHEET
                          (AS REQUIRED BY FORM N-8B-2)


N-8B-2 ITEM NUMBER      LOCATION
- ------------------      --------
        1.              Cover Page

        2.              Cover Page

        3.              Not Applicable

        4.              Sale of the Contract and Sales Commissions

        5.              Pruco Life Variable Insurance Account

        6.              Pruco Life Variable Insurance Account

        7.              Not Applicable

        8.              Not Applicable

        9.              Litigation

       10.              Brief Description of the Contract; Short-Term
                        Cancellation Right, or "Free Look"; Premiums; Premium
                        Adjustment; Allocation of Premiums; Transfers; Charges
                        and Expenses; How a Contract's Death Benefit Will
                        Vary; How a Contract's Cash Value Will Vary;
                        Withdrawal of a Portion of a Contract's Net Cash Value;
                        Surrender of a Contract for its Net Cash Value; When
                        Proceeds are Paid; Right to Exchange a Contract for a
                        Fixed-Benefit Whole-Life Policy; Lapse and
                        Reinstatement; Options on Lapse; Riders; Other General
                        Contract Provisions; Voting Rights; Substitution of
                        Series Fund Shares

       11.              Brief Description of the Contract; Pruco Life Variable
                        Insurance Account

       12.              Cover Page; Brief Description of the Contract; The
                        Prudential Series Fund, Inc.; Sale of the Contract and
                        Sales Commissions

       13.              Brief Description of the Contract; The Prudential Series
                        Fund, Inc.; Charges and Expenses; Sale of the Contract
                        and Sales Commissions

       14.              Brief Description of the Contract; Requirements for
                        Issuance of a Contract

       15.              Brief Description of the Contract; Allocation of
                        Premiums; Transfers

       16.              Brief Description of the Contract; Detailed Information
                        for Prospective Contract Owners

       17.              When Proceeds are Paid

       18.              Pruco Life Variable Insurance Account

       19.              Reports to Contract Owners

       20.              Not Applicable

       21.              Contract Loans

       22.              Not Applicable

       23.              Not Applicable

       24.              Other General Contract Provisions


<PAGE>

N-8B-2 ITEM NUMBER      LOCATION
- ------------------      --------
       25.              Pruco Life Insurance Company

       26.              Brief Description of the Contract; The Prudential Series
                        Fund, Inc.; Charges and Expenses

       27.              Pruco Life Insurance Company; The Prudential Series
                        Fund, Inc.

       28.              Pruco Life Insurance Company; Directors and Officers

       29.              Pruco Life Insurance Company

       30.              Not Applicable

       31.              Not Applicable

       32.              Not Applicable

       33.              Not Applicable

       34.              Not Applicable

       35.              Pruco Life Insurance Company

       36.              Not Applicable

       37.              Not Applicable

       38.              Sale of the Contract and Sales Commissions

       39.              Sale of the Contract and Sales Commissions

       40.              Not Applicable

       41.              Sale of the Contract and Sales Commissions

       42.              Not Applicable

       43.              Not Applicable

       44.              Brief Description of the Contract; The Prudential Series
                        Fund, Inc.; How a Contract's Death Benefit Will Vary;
                        How a Contract's Cash Value Will Vary

       45.              Not Applicable

       46.              Brief Description of the Contract; Pruco Life Variable
                        Insurance Account; The Prudential Series Fund, Inc.

       47.              Pruco Life Variable Insurance Account; The Prudential
                        Series Fund, Inc.

       48.              Not Applicable

       49.              Not Applicable

       50.              Not Applicable

       51.              Not Applicable

       52.              Substitution of Series Fund Shares

       53.              Tax Treatment of Contract Benefits

       54.              Not Applicable

       55.              Not Applicable

       56.              Not Applicable

       57.              Not Applicable

       58.              Not Applicable


<PAGE>

N-8B-2 ITEM NUMBER      LOCATION
- ------------------      --------
       59.              Financial Statements; Financial Statements of Pruco Life
                        Variable Insurance Account; Consolidated Financial
                        Statements of Pruco Life Insurance Company and
                        Subsidiaries



<PAGE>












                                     PART I

                       INFORMATION REQUIRED IN PROSPECTUS

<PAGE>

PROSPECTUS
   
May 1, 1996
    
PRUCO LIFE INSURANCE COMPANY
VARIABLE INSURANCE ACCOUNT


VARIABLE
LIFE INSURANCE
CONTRACTS


This prospectus describes a variable life insurance contract (the "Contract")
issued by Pruco Life Insurance Company ("Pruco Life"), a stock life insurance
company that is a wholly-owned subsidiary of The Prudential Insurance Company of
America ("The Prudential"). As of January 1, 1992, these Contracts are no longer
available for sale. These Contracts provide whole-life insurance protection.
That is, they provide lifetime insurance coverage, as long as premiums are paid.
They also provide a cash value for the owner if the Contract is terminated
during the insured's lifetime. A Contract's death benefit varies monthly with
the investment performance of the subaccounts of the Pruco Life Variable
Insurance Account (the "Account") to which the owner allocates the net premiums.
Whatever the investment performance, however, it will not cause the death
benefit to be less than a guaranteed minimum amount (generally the face amount
specified in the Contract). The cash value of a Contract generally increases
with the payment of each premium, but it also varies daily with investment
performance. There is no guaranteed minimum cash value.
   
A Contract's net premiums and earnings on those premiums will be held in one or
more of the investment subaccounts of the Account or, pursuant to a real estate
investment option, in the Pruco Life Variable Contract Real Property Account
(the "Real Property Account"). The assets of each subaccount will be invested in
a corresponding portfolio of The Prudential Series Fund, Inc. (the "Series
Fund"). The attached prospectus for the Series Fund and its statement of
additional information describe the investment objectives of the thirteen
portfolios of the Series Fund in which net premiums under the Contracts may
currently be invested--the MONEY MARKET PORTFOLIO, the DIVERSIFIED BOND
PORTFOLIO, the GOVERNMENT INCOME PORTFOLIO, the CONSERVATIVE BALANCED PORTFOLIO,
the FLEXIBLE MANAGED PORTFOLIO, the HIGH YIELD BOND PORTFOLIO, the STOCK INDEX
PORTFOLIO, the EQUITY INCOME PORTFOLIO, the EQUITY PORTFOLIO, the PRUDENTIAL
JENNISON PORTFOLIO, the SMALL CAPITALIZATION STOCK PORTFOLIO, the GLOBAL
PORTFOLIO, and the NATURAL RESOURCES PORTFOLIO. Other subaccounts and portfolios
may be added in the future. The REAL PROPERTY ACCOUNT, through a partnership,
invests primarily in income-producing real property. The Real Property Account
is described in a prospectus that is attached to this one. This prospectus
describes the Contract generally and the Pruco Life Variable Insurance Account.
    
REPLACING EXISTING INSURANCE WITH A CONTRACT DESCRIBED IN THIS PROSPECTUS MAY
NOT BE TO YOUR ADVANTAGE. IF YOU CURRENTLY OWN A LIFE INSURANCE CONTRACT, THE
BENEFITS AND COSTS OF PURCHASING ADDITIONAL INSURANCE UNDER THE EXISTING POLICY
SHOULD BE COMPARED WITH THE BENEFITS AND COSTS OF PURCHASING THE CONTRACT
DESCRIBED IN THIS PROSPECTUS. IN MAKING THIS COMPARISON, YOU SHOULD CONSULT WITH
A QUALIFIED TAX ADVISOR.

PLEASE READ THIS PROSPECTUS AND KEEP IT FOR FUTURE REFERENCE. IT IS ATTACHED TO
A CURRENT PROSPECTUS FOR THE PRUDENTIAL SERIES FUND, INC. AND A CURRENT
PROSPECTUS FOR THE PRUCO LIFE VARIABLE CONTRACT REAL PROPERTY ACCOUNT.

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

                          PRUCO LIFE INSURANCE COMPANY
                              213 Washington Street
                          Newark, New Jersey 07102-2992
                       Telephone: (800) 437-4016, Ext. 46
   
VLI-1 Ed 5-96
Catalog No. 646964K
    

<PAGE>

   
                               PROSPECTUS CONTENTS
<TABLE>
<CAPTION>

                                                                                       PAGE

<S>                                                                                     <C>
BRIEF DESCRIPTION OF THE CONTRACT........................................................1

GENERAL INFORMATION ABOUT PRUCO LIFE INSURANCE COMPANY, PRUCO LIFE VARIABLE
    INSURANCE ACCOUNT, AND THE VARIABLE INVESTMENT OPTIONS AVAILABLE UNDER
    THE CONTRACT.........................................................................2
    PRUCO LIFE INSURANCE COMPANY.........................................................2
    PRUCO LIFE VARIABLE INSURANCE ACCOUNT................................................2
    THE PRUDENTIAL SERIES FUND, INC......................................................3
    PRUCO LIFE VARIABLE CONTRACT REAL PROPERTY ACCOUNT...................................4
    WHICH INVESTMENT OPTION SHOULD BE SELECTED...........................................4

DETAILED INFORMATION FOR PROSPECTIVE CONTRACT OWNERS.....................................5
    REQUIREMENTS FOR ISSUANCE OF A CONTRACT..............................................5
    PREMIUMS.............................................................................5
    PREMIUM ADJUSTMENT...................................................................6
    ALLOCATION OF PREMIUMS...............................................................6
    CHARGES AND EXPENSES.................................................................6
    TRANSFERS............................................................................8
    HOW A CONTRACT'S DEATH BENEFIT WILL VARY.............................................8
    HOW A CONTRACT'S CASH VALUE WILL VARY...............................................10
    SURRENDER OF A CONTRACT FOR ITS NET CASH VALUE......................................12
    WITHDRAWAL OF A PORTION OF A CONTRACT'S NET CASH VALUE..............................12
    WHEN PROCEEDS ARE PAID..............................................................13
    LIVING NEEDS BENEFIT................................................................13
    ILLUSTRATIONS OF CASH VALUES, DEATH BENEFITS, AND ACCUMULATED PREMIUMS..............14
    CONTRACT LOANS......................................................................15
    RIGHT TO EXCHANGE A CONTRACT FOR A FIXED-BENEFIT WHOLE-LIFE POLICY..................16
    SALE OF THE CONTRACT AND SALES COMMISSIONS..........................................16
    TAX TREATMENT OF CONTRACT BENEFITS..................................................16
    LAPSE AND REINSTATEMENT.............................................................18
    OPTIONS ON LAPSE....................................................................18
    LEGAL CONSIDERATIONS RELATING TO SEX-DISTINCT PREMIUMS AND BENEFITS.................20
    OTHER GENERAL CONTRACT PROVISIONS...................................................20
    RIDERS..............................................................................20
    VOTING RIGHTS.......................................................................20
    SUBSTITUTION OF SERIES FUND SHARES..................................................21
    REPORTS TO CONTRACT OWNERS..........................................................21
    STATE REGULATION....................................................................21
    EXPERTS.............................................................................22
    LITIGATION..........................................................................22
    ADDITIONAL INFORMATION..............................................................22
    FINANCIAL STATEMENTS................................................................22
    DIRECTORS AND OFFICERS..............................................................23

FINANCIAL STATEMENTS OF PRUCO LIFE VARIABLE INSURANCE ACCOUNT...........................A1

CONSOLIDATED FINANCIAL STATEMENTS OF PRUCO LIFE INSURANCE COMPANY
    AND SUBSIDIARIES....................................................................B1

ADDITIONAL ILLUSTRATIONS OF CASH VALUES, DEATH BENEFITS, AND ACCUMULATED PREMIUMS.......C1
</TABLE>

THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFERING IN ANY JURISDICTION IN WHICH
SUCH OFFERING MAY NOT LAWFULLY BE MADE. NO PERSON IS AUTHORIZED TO MAKE ANY
REPRESENTATIONS IN CONNECTION WITH THIS OFFERING OTHER THAN THOSE CONTAINED IN
THIS PROSPECTUS, THE PROSPECTUS AND STATEMENT OF ADDITIONAL INFORMATION FOR THE
SERIES FUND, AND THE PROSPECTUS FOR THE REAL PROPERTY ACCOUNT.
    

<PAGE>


                        BRIEF DESCRIPTION OF THE CONTRACT
   
This variable life insurance contract (the "Contract") being offered by Pruco
Life Insurance Company ("Pruco Life") is in many respects similar to traditional
"fixed-benefit" whole-life insurance. In other respects it is quite different.
As with fixed-benefit whole-life insurance, the owner pays level premiums for a
Contract that provides lifetime insurance coverage on the named insured. Like
fixed-benefit whole-life insurance, a Contract has a cash value that the owner
may obtain by terminating the Contract. Also like fixed-benefit whole-life
insurance, a variety of optional benefits and riders may be added and may
require an additional premium. Finally, like fixed-benefit whole-life insurance,
the cash value of a Contract during the early years will be substantially lower
than the sum of the premiums paid. Under a fixed-benefit contract, there are a
fixed guaranteed death benefit and a cash value that increases at a guaranteed
rate as additional premiums are paid; in some such contracts, the insurer may
refund some of the premium as a dividend if its experience is better than the
assumptions upon which it made its guarantees. The variable life insurance
Contract described here also has a schedule of cash values and a guaranteed
minimum death benefit. The distinctive feature of this Contract is that the
premiums, after certain deductions are made, are placed in one or more separate
investment subaccounts of Pruco Life's Variable Insurance Account, and the death
benefit and cash value may increase or decrease, depending on the investment
performance of the selected subaccount[s]. There is no minimum cash value. But,
as long as no premium is in default and there is no loan on the Contract, the
death benefit will not be less than a guaranteed minimum amount (the face amount
specified in the Contract, unless the Contract owner has withdrawn part of the
Contract's cash value). See WITHDRAWAL OF A PORTION OF A CONTRACT'S NET CASH
VALUE, page 12. The smallest Contract has a face amount of $25,000. As of
January 1, 1992, these Contracts are no longer available for sale.

The owner of a Contract chooses the subaccount[s] of the Pruco Life Variable
Insurance Account (the "Account") into which the net premiums will be placed. At
present there are thirteen subaccounts, each of which is invested in a
corresponding portfolio of The Prudential Series Fund, Inc. (the "Series Fund"),
a series mutual fund to which The Prudential Insurance Company of America ("The
Prudential") acts as investment advisor. The MONEY MARKET PORTFOLIO is invested
in short-term debt obligations similar to those purchased by money market funds;
the DIVERSIFIED BOND PORTFOLIO (formerly the Bond Portfolio) is invested
primarily in high quality medium-term corporate and government debt securities;
the GOVERNMENT INCOME PORTFOLIO (formerly the Government Securities Portfolio)
is invested primarily in US Government securities including intermediate and
long-term US Treasury securities and debt obligations issued by agencies of or
instrumentalities established, sponsored or guaranteed by the U.S. Government;
the CONSERVATIVE BALANCED PORTFOLIO (formerly the Conservatively Managed
Flexible Portfolio) is invested in a mix of money market instruments, fixed
income securities and common stock in proportions believed by the investment
manager to be appropriate for an investor who desires diversification of
investment who prefers a relatively lower risk of loss and correspondingly
reduced chance of high appreciation; the FLEXIBLE MANAGED PORTFOLIO (formerly
the Aggressively Managed Flexible Portfolio) is invested in a mix of money
market instruments, fixed income securities and common stocks, in proportions
believed by the investment manager to be appropriate for an investor desiring
diversification of investment who is willing to accept a relatively high level
of loss in an effort to achieve greater appreciation; the HIGH YIELD BOND
PORTFOLIO is invested primarily in high yield fixed-income securities of medium
to lower quality, also known as high risk bonds; the STOCK INDEX PORTFOLIO is
invested in common stocks selected to duplicate the price and yield performance
of the Standard & Poor's 500 Composite Stock Price Index; the EQUITY INCOME
PORTFOLIO (formerly the High Dividend Stock Portfolio) is invested primarily in
common stocks and convertible securities that provide favorable prospects for
investment income returns above those of the Standard & Poor's 500 Stock Index
or the NYSE Composite Index; the EQUITY PORTFOLIO (formerly the Common Stock
Portfolio) is invested primarily in common stocks; the PRUDENTIAL JENNISON
PORTFOLIO (formerly the Growth Stock Portfolio) is invested primarily in equity
securities of established companies with above-average growth prospects; the
SMALL CAPITALIZATION STOCK PORTFOLIO is invested in equity securities of
publicly-traded companies with small market capitalization; the GLOBAL PORTFOLIO
(formerly the Global Equity Portfolio) is invested primarily in common stocks
and common stock equivalents (such as convertible debt securities) of foreign
and domestic issuers; the NATURAL RESOURCES PORTFOLIO is invested primarily in
common stocks and convertible securities of natural resource companies, and in
securities (typically debt securities or preferred stock) the terms of which are
related to the market value of a natural resource. Further information about the
Series Fund portfolios can be found under THE PRUDENTIAL SERIES FUND, INC. on
page 3.
    
The Contract owner may also invest a portion of his or her net premiums in the
Pruco Life Variable Contract Real Property Account (the "Real Property
Account"), which, through a partnership, invests primarily in income-producing
real property. If a Contract owner elects to invest a portion of his or her net
premiums in the Real Property Account, the assets will be maintained in a
subaccount of the Real Property Account related to the Contract that provides
the mechanism and maintains the records whereby the various Contract charges are
made. The investment objectives of the Real Property Account and the partnership
are described briefly under PRUCO LIFE VARIABLE CONTRACT REAL PROPERTY ACCOUNT
on page 4.

                                        1

<PAGE>

Because the assets that relate to the Contract may be invested in these various
investment options, the Contract offers an opportunity for the cash value to
appreciate more rapidly than it would under comparable fixed-benefit whole-life
insurance. But the owner must accept the risk that if investment performance is
unfavorable the cash value may not appreciate as rapidly and, indeed, may
decrease in value.
   
Pruco Life deducts certain charges from each premium payment and from the
amounts held in the designated investment options. All these charges, which are
largely designed to cover insurance costs and risks as well as sales and
administrative expenses, are fully described under CHARGES AND EXPENSES on page
6. In brief, and subject to that fuller description, the following charges may
be made: (1) an annual administrative charge of $30 if premiums are paid
annually, $32 if paid semi-annually, $36 if paid quarterly, and $48 if paid
monthly; (2) a one-time first-year administrative charge upon each premium of up
to $5 for each $1,000 of face amount if premiums are paid annually, $2.52 if
paid semi-annually, $1.27 if paid quarterly, and $0.43 if paid monthly; (3)
sales load charges of not more than 30% of the basic premium in the first
Contract year, not more than 10% of the basic premium in the second year, and
not more than 9% of the sum of the basic premiums to be paid in the first 20
years; (4) a premium tax charge of 2% is deducted from each basic premium; (5) a
guaranteed minimum death benefit risk charge of not more than 1.2% of each basic
premium; (6) each month, a charge for anticipated mortality is deducted, with
the maximum charge based on the 1980 CSO Tables; (7) a daily charge equivalent
to an annual rate of up to 0.35% is deducted from the assets of the subaccounts
for mortality and expense risks; (8) if the Contract includes riders, a
deduction from each premium payment will be made for charges applicable to those
riders; and (9) certain fees and expenses are deducted from the assets of the
Series Fund and Real Property Account. Because of these charges, prospective
purchasers should purchase a Contract only if they intend and have the financial
capability to keep it in force for a substantial period. The death benefit
increases or decreases monthly (but not below the guaranteed minimum amount)
depending on the investment results of the subaccount[s] and/or the Real
Property Account in which the Contract participates. It does not change simply
because a premium is paid. The cash value also changes at a rate that depends
upon the investment results, but these changes take place daily rather than
monthly. Each premium payment has the effect of adding to the cash value. For
more detailed information about how the death benefit and cash value change, see
HOW A CONTRACT'S DEATH BENEFIT WILL VARY, page 8 and HOW A CONTRACT'S CASH VALUE
WILL VARY, page 10.
    
For a limited time, a Contract may be returned for a refund in accordance with
the terms of its "free look" provision. See SHORT-TERM CANCELLATION RIGHT OR
"FREE LOOK", page 5.

Each owner should retain a copy of the Contract document. That document,
together with the attached application, constitutes the entire agreement between
the owner and Pruco Life.

                 GENERAL INFORMATION ABOUT PRUCO LIFE INSURANCE
                 COMPANY, PRUCO LIFE VARIABLE INSURANCE ACCOUNT,
                  AND THE VARIABLE INVESTMENT OPTIONS AVAILABLE
                               UNDER THE CONTRACT

PRUCO LIFE INSURANCE COMPANY

Pruco Life Insurance Company ("Pruco Life") is a stock life insurance company,
organized in 1971 under the laws of the State of Arizona. It is licensed to sell
life insurance and annuities in the District of Columbia, Guam, and in all
states except New York.
   
Pruco Life is a wholly-owned subsidiary of The Prudential, a mutual insurance
company founded in 1875 under the laws of the State of New Jersey. As of
December 31, 1995, The Prudential has invested over $442 million in Pruco Life
in connection with Pruco Life's organization and operation. The Prudential
intends from time to time to make additional capital contributions to Pruco Life
as needed to enable it to meet its reserve requirements and expenses in
connection with its business. The Prudential is under no obligation to make such
contributions and its assets do not back the benefits payable under the
Contract. Pruco Life's consolidated financial statements begin on page B1 and
should be considered only as bearing upon Pruco Life's ability to meet its
obligations under the Contracts.
    
PRUCO LIFE VARIABLE INSURANCE ACCOUNT

The Pruco Life Variable Insurance Account (the "Account") was established on
November 10, 1982 under Arizona law as a separate investment account. The
Account meets the definition of a "separate account" under the federal
securities laws. The Account holds assets that are segregated from all of Pruco
Life's other assets.

The obligations to Contract owners and beneficiaries arising under the Contract
are general corporate obligations of Pruco Life. Pruco Life is also the legal
owner of the assets in the Account. Pruco Life will at all times maintain assets
in the Account with a total market value at least equal to the reserve and other
liabilities relating to the

                                        2

<PAGE>

variable benefits attributable to the Account. These assets may not be charged
with liabilities which arise from any other business Pruco Life conducts. In
addition to these assets, the Account's assets may include funds contributed by
Pruco Life to commence operation of the Account and may include accumulations of
the charges Pruco Life makes against the Account. From time to time these
additional assets will be transferred to Pruco Life's general account. Before
making any such transfer, Pruco Life will consider any possible adverse impact
the transfer might have on the Account.

The Account is registered with the Securities and Exchange Commission ("SEC")
under the Investment Company Act of 1940 ("1940 Act") as a unit investment
trust, which is a type of investment company. This does not involve any
supervision by the SEC of the management or investment policies or practices of
the Account. For state law purposes, the Account is treated as a part or
division of Pruco Life. There are currently thirteen subaccounts within the
Account, each of which invests in a single corresponding portfolio of the Series
Fund. Additional subaccounts may be added in the future. The Account's financial
statements begin on page A1.

THE PRUDENTIAL SERIES FUND, INC.

The Prudential Series Fund, Inc. (the "Series Fund") is registered under the
1940 Act as an open-end diversified management investment company. Its shares
are currently sold only to separate accounts of The Prudential and certain other
insurers that offer variable life insurance and variable annuity contracts. On
October 31, 1986, the Pruco Life Series Fund, Inc., an open-end, diversified
management investment company which sold its shares only to separate accounts of
Pruco Life and Pruco Life Insurance Company of New Jersey, was merged into the
Series Fund. Prior to that date, the Account invested only in shares of the
Pruco Life Series Fund, Inc. The Account will purchase and redeem shares from
the Series Fund at net asset value. Shares will be redeemed to the extent
necessary for Pruco Life to provide benefits under the Contract and to transfer
assets from one subaccount to another, as requested by Contract owners. Any
dividend or capital gain distribution received from a portfolio of the Series
Fund will be reinvested immediately at net asset value in shares of that
portfolio and retained as assets of the corresponding subaccount.
   
The Prudential is the investment advisor for the assets of each of the
portfolios of the Series Fund. The Prudential's principal business address is
Prudential Plaza, Newark, New Jersey 07102-3777. The Prudential has a Service
Agreement with its wholly-owned subsidiary The Prudential Investment Corporation
("PIC"), which provides that, subject to The Prudential's supervision, PIC will
furnish investment advisory services in connection with the management of the
Series Fund. In addition, The Prudential has entered into a Subadvisory
Agreement with its wholly-owned subsidiary Jennison Associates Capital Corp.
("Jennison"), under which Jennison furnishes investment advisory services in
connection with the management of the Prudential Jennison Portfolio. Further
detail is provided in the prospectus and statement of additional information for
the Series Fund. The Prudential, PIC, and Jennison are registered as investment
advisors under the Investment Advisers Act of 1940.
    
As an investment advisor, The Prudential charges the Series Fund a daily
investment management fee as compensation for its services. The following table
shows the investment management fee charged for each portfolio of the Series
Fund available for investment by Contract owners.

   
    ------------------------------------------------------------------
                                                  ANNUAL INVESTMENT
    PORTFOLIO                                     MANAGEMENT FEE AS
                                               A PERCENTAGE OF AVERAGE
                                                  DAILY NET ASSETS
    ------------------------------------------------------------------

    MONEY MARKET PORTFOLIO                              0.40%
    DIVERSIFIED BOND PORTFOLIO                          0.40%
    GOVERNMENT INCOME PORTFOLIO                         0.40%
    CONSERVATIVE BALANCED PORTFOLIO                     0.55%
    FLEXIBLE MANAGED PORTFOLIO                          0.60%
    HIGH YIELD BOND PORTFOLIO                           0.55%
    STOCK INDEX PORTFOLIO                               0.35%
    EQUITY INCOME PORTFOLIO                             0.40%
    EQUITY PORTFOLIO                                    0.45%
    PRUDENTIAL JENNISON PORTFOLIO                       0.60%
    SMALL CAPITALIZATION STOCK PORTFOLIO                0.40%
    GLOBAL PORTFOLIO                                    0.75%
    NATURAL RESOURCES PORTFOLIO                         0.45%
    -----------------------------------------------------------------
    

Some investment management fees and expenses charged to the Series Fund may be
higher than those that were previously charged to the Pruco Life Series Fund,
Inc. (0.4%), in which the Account previously invested. For the

                                        3

<PAGE>
   
Money Market, Diversified Bond, Conservative Balanced, Flexible Managed, and
Equity Portfolios, Pruco Life will make daily adjustments that will offset the
effect on Contract owners of any higher investment management fees and expenses
charged against the Series Fund. No such offset will be made with respect to the
remaining portfolios, which had no counterparts in the Pruco Life Series Fund,
Inc.
    
It is conceivable that in the future it may become disadvantageous for both
variable life insurance and variable annuity contract separate accounts to
invest in the same underlying mutual fund. Although neither the companies which
invest in the Series Fund, nor the Series Fund currently foresees any such
disadvantage, the Series Fund's Board of Directors intends to monitor events in
order to identify any material conflict between variable life insurance and
variable annuity contract owners and to determine what action, if any, should be
taken in response thereto. Material conflicts could result from such things as:
(1) changes in state insurance law; (2) changes in federal income tax law; (3)
changes in the investment management of any portfolio of the Series Fund; or (4)
differences between voting instructions given by variable life insurance and
variable annuity contract owners.

A FULL DESCRIPTION OF THE SERIES FUND, ITS INVESTMENT OBJECTIVES, MANAGEMENT,
POLICIES, AND RESTRICTIONS, ITS EXPENSES, THE RISKS ATTENDANT TO INVESTMENT
THEREIN--INCLUDING ANY RISKS ASSOCIATED WITH INVESTMENT IN THE HIGH YIELD BOND
PORTFOLIO, AND ALL OTHER ASPECTS OF ITS OPERATION IS CONTAINED IN THE ATTACHED
PROSPECTUS FOR THE SERIES FUND AND IN ITS STATEMENT OF ADDITIONAL INFORMATION,
WHICH SHOULD BE READ IN CONJUNCTION WITH THIS PROSPECTUS. THERE IS NO ASSURANCE
THAT THE INVESTMENT OBJECTIVES WILL BE MET.

PRUCO LIFE VARIABLE CONTRACT REAL PROPERTY ACCOUNT

The Pruco Life Variable Contract Real Property Account (the "Real Property
Account") is a separate account of Pruco Life that, through a general
partnership formed by The Prudential and two of its subsidiaries, invests
primarily in income-producing real property such as office buildings, shopping
centers, agricultural land, hotels, apartments or industrial properties. It also
invests in mortgage loans and other real estate-related investments, including
sale-leaseback transactions. The objectives of the Real Property Account and the
partnership are to preserve and protect capital, provide for compounding of
income as a result of reinvestment of cash flow from investments, and provide
for increases over time in the amount of such income through appreciation in the
value of assets.

The partnership has entered into an investment management agreement with The
Prudential, under which The Prudential selects the properties and other
investments held by the partnership. The Prudential charges the partnership a
daily fee for investment management which amounts to 1.25% per year of the
average daily gross assets of the partnership.

A FULL DESCRIPTION OF THE REAL PROPERTY ACCOUNT, ITS MANAGEMENT, POLICIES, AND
RESTRICTIONS, ITS CHARGES AND EXPENSES, THE RISKS ATTENDANT TO INVESTMENT
THEREIN, THE PARTNERSHIP'S INVESTMENT OBJECTIVES, AND ALL OTHER ASPECTS OF THE
REAL PROPERTY ACCOUNT'S AND THE PARTNERSHIP'S OPERATIONS IS CONTAINED IN THE
ATTACHED PROSPECTUS FOR THE REAL PROPERTY ACCOUNT, WHICH SHOULD BE READ TOGETHER
WITH THIS PROSPECTUS BY ANY CONTRACT OWNER CONSIDERING THE REAL ESTATE
INVESTMENT OPTION. THERE IS NO ASSURANCE THAT THE INVESTMENT OBJECTIVES WILL BE
MET.

WHICH INVESTMENT OPTION SHOULD BE SELECTED?
   
A broad objective of the Contract is to provide benefits that will increase in
value if favorable investment results are achieved. Contract owners have a large
number of options as to how the amounts credited to their Contracts will be
invested. Historically, for investments held over relatively long periods, the
investment performance of common stocks has generally been superior to that of
short or long-term debt securities, even though common stocks have been subject
to much more dramatic changes in value over short periods of time. Accordingly,
the Stock Index, Equity Income, Equity, Prudential Jennison, Small
Capitalization Stock, Global, or Natural Resources Portfolios may be desirable
options for Contract owners who are willing to accept such volatility in their
Contract values. Each of these equity portfolios involves somewhat different
investment risks, policies, and programs.

Some Contract owners may prefer the somewhat greater protection against loss of
principal (and reduced chance of high total return) provided by the Government
Income or Diversified Bond Portfolios, while others, who desire even greater
safety of principal, may prefer the Money Market Portfolio, recognizing that the
level of short-term rates may change rather rapidly. Contract owners not
interested in common stocks but willing to take risks and seeking the
possibility of a high total return may prefer the High Yield Bond Portfolio,
recognizing that with higher yielding, lower quality bonds the risks are
greater. Some Contract owners may wish to divide their funds among two or more
of the portfolios. Some may wish to obtain diversification by relying on The
Prudential's judgment for an appropriate asset mix by choosing one of the
Balanced Portfolios. The Real Property Account permits a Contract owner to
diversify his or her investment under the Contract to include an interest in a
pool of income-producing real property, and real estate is often considered to
be a hedge against inflation.
    
Each Contract owner must make his or her own choice that takes into account how
willing he or she is to accept investment risks, the manner in which his or her
other assets are invested, and his or her own predictions about

                                        4

<PAGE>

what investment results are likely to be in the future. The Prudential
recommends against frequent transfers among the several options as experience
generally indicates that "market timing" investing, particularly by
non-professional investors, is likely to prove unsuccessful.

                      DETAILED INFORMATION FOR PROSPECTIVE
                                 CONTRACT OWNERS

REQUIREMENTS FOR ISSUANCE OF A CONTRACT

As of January 1, 1992, these Contracts are no longer available for sale. The
minimum initial guaranteed death benefit that can be applied for is $25,000. The
Contract may generally be issued on insureds below the age of 76. Before issuing
any Contract, Pruco Life requires evidence of insurability which may include a
medical examination. Non-smokers who meet preferred underwriting requirements
are offered the most favorable premium rate. A higher premium is charged if an
extra mortality risk is involved. These are the current underwriting
requirements. The Company reserves the right to change them on a
non-discriminatory basis.

SHORT-TERM CANCELLATION RIGHT OR "FREE LOOK"

Generally, a Contract may be returned for a refund within 10 days after it is
received by the Contract owner, within 45 days after Part I of the application
for insurance is signed or within 10 days after Pruco Life mails or delivers a
Notice of Withdrawal Right, whichever is latest. Some states allow a longer
period of time during which a Contract may be returned for a refund. A refund
can be requested by mailing or delivering the Contract to the representative who
sold it or to the Pruco Life Home Office specified in the Contract. A Contract
returned according to this provision shall be deemed void from the beginning.
The Contract owner will then receive a refund of all premium payments made, plus
or minus any change due to investment experience in the value of the invested
portion of the premiums, calculated as if no charges had been made against the
Account or the Series Fund. However, if applicable law so requires, the Contract
owner who exercises his or her short-term cancellation right will receive a
refund of all premium payments made, with no adjustment for investment
experience.

PREMIUMS
   
Premiums on the Contract are level, fixed, and payable in advance during the
insured's lifetime on an annual, semi-annual, quarterly or monthly basis. If
paid more often than annually, an extra fee will be charged to compensate Pruco
Life for the additional processing costs (see CHARGES AND EXPENSES, page 6) and
for the loss of interest (computed generally at an annual rate of 8%) incurred
because premiums are paid throughout rather than at the beginning of each
Contract year. The premium amount depends on the Contract's face amount, the
insured's sex (except where unisex rates apply) and age at issue, and the
insured's risk classification. Contract owners who pay premiums other than on a
monthly basis will receive notice that a premium is due about 3 weeks before
each due date. Contract owners who pay premiums monthly will receive each year a
book with twelve coupons that will serve as a reminder. With Pruco Life's
consent, an owner may change the frequency of premium payments.
    
A Contract owner may elect to have monthly premiums paid automatically under the
"Pru-Matic Premium Plan" by pre-authorized transfers from a bank checking
account. Some Contract owners may also be eligible to have monthly premiums paid
by pre-authorized deductions from an employer's payroll.
   
The following table shows representative standard and preferred annual premium
amounts for various face amounts:

  ----------------------------------------------------------------------------
                            $25,000 FACE                  $100,000 FACE
                               AMOUNT                         AMOUNT
                   -----------------------------------------------------------
                      Preferred      Standard        Preferred        Standard
  ----------------------------------------------------------------------------
   Male, age 25        $270.00        $283.25        $  990.00       $1,043.00
     at issue
  ----------------------------------------------------------------------------
  Female, age 35       $333.75        $342.75        $1,245.00       $1,281.00
     at issue
  ----------------------------------------------------------------------------
   Male, age 40        $449.00        $484.50        $1,706.00       $1,848.00
     at issue
  ----------------------------------------------------------------------------
    

                                        5

<PAGE>

The following table compares annual and monthly premiums for insureds who are
standard risks. Note that in these examples the sum of 12 monthly premiums for a
particular Contract is approximately 105% to 110% of the annual premium for that
Contract.

   
  -----------------------------------------------------------------------------
                           $25,000 FACE                   $100,000 FACE
                              AMOUNT                          AMOUNT
                      ---------------------------------------------------------
                       Monthly        Annual          Monthly           Annual
  -----------------------------------------------------------------------------
   Male, age 25        $26.00         $283.25         $ 92.00         $1,043.00
     at issue
  -----------------------------------------------------------------------------
  Female, age 35       $31.00         $342.75         $112.00         $1,281.00
     at issue
  -----------------------------------------------------------------------------
   Male, age 40        $43.25         $484.50         $161.00         $1,848.00
     at issue
  -----------------------------------------------------------------------------
    

There is a grace period of 31 days for each premium except the first one. During
the grace period, the Contract will continue in effect. A Contract will lapse if
a premium has not been paid by the end of the grace period. Upon lapse, the
Contract owner will have several options. These may include continuing the
amount of insurance coverage in effect on the due date of the unpaid premium,
less any Contract debt, for a fixed period, continuing a lesser amount of
insurance for the lifetime of the insured, or surrender of the Contract for its
net cash value. See OPTIONS ON LAPSE, page 18.

PREMIUM ADJUSTMENT

If the insured dies during the grace period before the premium is paid, the
portion of the unpaid premium that covers the period from the due date to the
date of death will be deducted from the death benefit. If the insured dies while
no premium is in default, Pruco Life will increase the death benefit by the
portion of the last premium that covers the period subsequent to the date of
death.

ALLOCATION OF PREMIUMS

Net premium payments--that is, the amount of the premiums less the deductions
described below in items 1 through 5 under Charges and Expenses--will be placed
when due (not when received) in one or more subaccounts of the Account and/or
the Real Property Account, as directed by the Contract owner. Any premium
payments received prior to the due date will be held in Pruco Life's general
account, and the net premium will not be credited to the investment option
selected by a Contract owner until the due date. Provided no premium is overdue,
the Contract owner may change the way in which premiums are allocated, beginning
on the next premium due date, by giving written notice to the Pruco Life Home
Office stated in the Contract. Contract owners may also change the way in which
premiums are allocated, beginning on the next premium due date, by telephoning
their Pruco Life Home Office, once they have completed a written telephone
transfer authorization form. There is no charge for reallocating future net
premiums. If any portion of a net premium is allocated to a particular
investment option, that portion must be at least 10% on the date the allocation
takes effect. All percentage allocations must be in whole numbers. For example,
33% can be selected but 33 1/3% cannot.

CHARGES AND EXPENSES

Every charge made by Pruco Life under the Contract is described below.
   
 1. If premiums are paid annually, there is an annual administrative charge of
    $30 for administrative expenses incurred, among other things, for billing,
    collecting premiums, processing claims, paying cash values, making Contract
    changes, keeping records, and communicating with Contract owners. If
    premiums are paid more frequently, the annual administrative charge will be
    higher to reflect the additional expense incurred in collecting and
    processing more frequent premiums. The charge will be $32 if premiums are
    paid semi-annually, $36 if premiums are paid quarterly, and $48 if premiums
    are paid monthly. During 1995 and 1994, Pruco Life received a total of
    approximately $3,804,569 and $4,001,491, respectively, in annual
    administrative charges.

 2. There is a one-time administrative charge in the first Contract year which,
    if premiums are payable annually, will not be more than $5 for each $1,000
    of face amount. (To compensate for the loss of interest when premiums are
    paid on other than an annual basis, this charge will be slightly higher. The
    charge upon each premium will be $2.52 for each $1,000 of face amount if
    premiums are paid semi-annually, $1.27 if paid quarterly, and $0.43 if paid
    monthly.) The one-time administrative charge covers the cost of processing
    
                                        6

<PAGE>
   
    applications, conducting medical examinations, determining insurability and
    the insured's risk class, and establishing Contract records. The charge will
    be reduced for certain Contracts issued upon young insureds because making
    the full $5 per $1,000 charge would result in a cash value of zero
    throughout the first year of the Contract. During 1995 and 1994 Pruco Life
    did not receive any one-time administrative charges.

 3. There is a charge to compensate Pruco Life for the cost of selling the
    Contract. This cost includes sales commissions, advertising, and the
    printing of prospectuses and sales literature. This charge is generally
    called the "sales load." It is not more than 30% of the basic premium
    (defined below) in the first Contract year, not more than 10% of the basic
    premium in the second year, and not more than 9% of the sum of the basic
    premiums to be paid in the first 20 years. Also, in any year it is never
    more than in a prior year. The basic premium is what the gross annual
    premium for the Contract, less the annual administrative charge, would be if
    the insured were in the standard rating class and if the Contract had no
    optional insurance benefits. During 1995 and 1994, Pruco Life received a
    total of approximately $3,612,789 and $3,842,076, respectively, in sales
    load charges.

 4. There is a premium tax charge of 2% of each basic premium. The applicable
    statutory tax rules differ from state to state, and in some states by
    locality. Pruco Life may collect more or less for this charge than it
    actually pays for premium taxes. To the extent that the 2% rate is
    insufficient to pay taxes in all jurisdictions, the difference will be borne
    by Pruco Life. During 1995 and 1994, Pruco Life received a total of
    approximately $723,689 and $769,154, respectively, in charges for payment of
    state premium taxes.

 5. There is a charge of not more than 1.2% of each basic premium to compensate
    Pruco Life for the risk that an insured may die at a time when the death
    benefit exceeds the benefit that would have been payable in the absence of a
    minimum guarantee. During 1995 and 1994, Pruco Life received a total of
    approximately $434,213 and $461,492, respectively, for this risk charge.
    When premiums are paid more frequently than annually, these charges will be
    deducted proportionately from each premium payment. If there is an extra
    premium for optional insurance benefits or for an extra mortality risk, or
    if there is a premium discount because the insured is in the preferred
    rating class, the amount allocated to the separate account will be equal to
    the amount that would have been allocated if the insured had been in the
    standard rating class and there were no optional insurance benefits.
    
 6. Apart from the deductions from gross premiums just described, the amounts
    held in the Account and/or the Real Property Account attributable to each
    Contract are subject to a mortality charge and are reduced once a month to
    compensate Pruco Life for the anticipated cost of paying death benefits to
    the beneficiaries of those persons who die during that period. The amount of
    this reduction is based on the assumption that actual mortality will be
    accurately predicted by the 1980 Commissioner's Standard Ordinary Mortality
    Table (the "1980 CSO Table") and is the maximum mortality charge that can be
    made under the Contract. However, if Pruco Life determines that a lesser
    amount than that called for by this mortality table will be adequate to
    defray the anticipated cost of paying such death benefits, a lesser monthly
    reduction may be made.
   
 7. There is also a daily charge to the Account and/or the Real Property Account
    for the mortality and expense risks that Pruco Life assumes. This charge is
    made daily at an effective annual rate of up to 0.35% of the value of the
    Account's and/or the Real Property Account's assets. The mortality risk
    assumed is that insureds may live for a shorter period of time than that
    predicted by the 1980 CSO Table. The expense risk assumed is that expenses
    incurred in issuing and administering the Contracts will be greater than
    Pruco Life estimated. Pruco Life will realize a gain from this charge to the
    extent it is not needed to provide benefits and pay expenses under the
    Contracts. During 1995 and 1994, Pruco Life received a total of
    approximately $952,424 and $841,163, respectively, in mortality and expense
    risk charges.
    
The deductions and charges described above will not be increased by Pruco Life
with respect to any Contract in effect regardless of any changes in longevity or
increases in expenses.

The earnings of the Account are taxed as part of the operations of Pruco Life.
No charge is being made currently to the Account for Company federal income
taxes. Pruco Life will review the question of a charge to the Account for
Company federal income taxes periodically. Such a charge may be made in future
years for any federal income taxes that would be attributable to the Contracts.

Under current laws Pruco Life may incur state and local taxes (in addition to
premium taxes) in several states. At present, these taxes are not significant
and they are not charged against the Contracts or the Account. If there is a
material change in applicable state or local tax laws, the imposition of any
such taxes upon Pruco Life that are attributable to the Account may result in a
corresponding charge against the Account.

The Account purchases shares of the Series Fund at net asset value. The net
asset value of those shares reflects management fees and expenses already
deducted from the assets of the Series Fund. The fees and expenses for the
Series Fund are briefly described under THE PRUDENTIAL SERIES FUND, INC. on page
3 in connection with a general

                                        7

<PAGE>

description of the Series Fund. More detailed information is contained in the
attached prospectus for the Series Fund and its statement of additional
information.

TRANSFERS

Provided no premium is overdue or if the Contract is in force as variable
reduced paid-up insurance (see OPTIONS ON LAPSE, page 18), the owner may, up to
four times in each Contract year, transfer amounts from one subaccount to
another subaccount or to the Real Property Account. All or a portion of the
amount credited to a subaccount may be transferred. Transfers to and from the
Real Property Account are subject to restrictions described in the prospectus
for that investment option.
   
Transfers among subaccounts or to the Real Property Account will take effect as
of the end of the valuation period in which a proper transfer request is
received at a Pruco Life Home Office. The "valuation period" means the period of
time from one determination of the value of the amount invested in a subaccount
to the next. Such determinations are made when the net asset values of the
portfolios of the Series Fund are calculated, which is generally at 4:15 p.m.
New York City time on each day during which the New York Stock Exchange is open.
The request may be in terms of dollars, such as a request to transfer $10,000
from one subaccount to another, or may be in terms of a percentage reallocation
among subaccounts. In the latter case, as with premium reallocations, the
percentages must be in whole numbers. The Contract owner may transfer amounts by
proper written notice to a Pruco Life Home Office, or by telephone, provided the
Contract owner is enrolled to use the Telephone Transfer System. Contract owners
will automatically be enrolled to use the Telephone Transfer System unless they
elect not to have this privilege. Pruco Life has adopted procedures designed to
ensure that requests by telephone are genuine. The Company will not be held
liable for following telephone instructions that it reasonably believes to be
genuine. Pruco Life cannot guarantee that owners will be able to get through to
complete a telephone transfer during peak periods such as periods of drastic
economic or market change.
    
HOW A CONTRACT'S DEATH BENEFIT WILL VARY

Although a Contract's death benefit can never be less than the Contract's
guaranteed minimum amount (assuming no outstanding Contract debt or premium in
default), it will change on the first day of each Contract month after the first
month by an amount that depends on the investment performance of the subaccounts
and/or the Real Property Account in which the Contract participates. The first
Contract month starts on the Contract date. When the first premium is paid with
the application, the Contract date is ordinarily the later of the date of the
application or the date of any medical examination. If the first premium is not
paid with the application, the Contract date is ordinarily 2 or 3 days after the
application is approved by Pruco Life so that it either coincides with or is
prior to the date on which the first premium is paid. For the purpose of
calculating benefits, the initial net premium is deemed to be placed in the
Account on the Contract date. Each succeeding Contract month starts on the same
date in the month as the Contract date. The first day of each Contract month is
called the "Monthly date."

To simplify the following discussion, it is assumed that all of the net premiums
under a Contract have been allocated to a single subaccount. If the value of the
assets relating to the Contract held in the subaccount has increased due to
investment performance during the Contract month at greater than a 4% annual
rate, the Contract's death benefit will increase on the first day of the next
Contract month; if the value of these assets decreases or increases at less than
a 4% annual rate, the death benefit will decrease (but not below the guaranteed
minimum amount). The reason the assets of the subaccount relating to a Contract
must increase from one Monthly date to the next at a rate of more than 4% a year
in order for the death benefit to increase is that Pruco Life, in determining
the premiums for the Contract, has assumed that the value of the assets will
increase due to investment performance at a rate of 4% a year.

The exact amount by which the death benefit changes is determined by an
actuarial computation that is based, among other things, upon the age and sex
(except where unisex rates apply) of the insured, the size of the Contract, and
the number of years it has been in effect, as well as by the investment results
of the subaccount in which the Contract participates. In general, a change in
the dollar value of a subaccount's assets due to investment results will produce
a larger change in the death benefit for a younger insured than for an older
insured and a slightly larger change for a female insured than for a male.

Because the assets relating to a Contract tend to grow as net premiums are paid,
the dollar change in the death benefit will tend to be greater for a Contract
that has been in effect for a long time than for one that has been in effect for
a short time, despite the fact that the insured is older.

Illustrations of how the death benefit for representative Contracts will vary
over extended periods, assuming several different uniform investment results,
are included in tables on pages T1 and T2 and on pages C1 and C2 of this
prospectus. The death benefits shown are calculated upon the assumption that the
maximum mortality charges specified by the 1980 CSO Table are made throughout
the life of the Contract. The examples set forth below illustrate death benefits
calculated upon a maximum mortality charge assumption. These examples also
assume

                                        8

<PAGE>
   
a total Series Fund expense ratio of 0.52% (taking into account the offsets
described under THE PRUDENTIAL SERIES FUND, INC. on page 3).
    
The following two examples show, for the same Contracts, how the death benefit
will vary over a selected year for two hypothetical investment results that are
different from those shown in the tables and thus provide additional
comparisons.
   
Example No. 1. Contract with $50,000 guaranteed death benefit and annual
premiums in effect for 18 years, during which the value of the assets in the
subaccount increased due to investment performance at a uniform rate of 7.13%
per year. In the 19th year the value of the assets increase at a uniform rate of
8.13%. (These percentages correspond to gross annual investment returns in the
corresponding Series Fund portfolio of 8% and 9% per year, respectively.)

         --------------------------------------------------------
                            MAXIMUM MORTALITY CHARGE
                                   ASSUMPTION
         --------------------------------------------------------
                             DEATH BENEFIT        DEATH BENEFIT
            INSURED          END OF YEAR 18       END OF YEAR 19
         --------------------------------------------------------
         Male, age 25           $59,371              $60,837
           at issue
         --------------------------------------------------------
         Male, age 40           $60,494              $62,104
           at issue
         --------------------------------------------------------


Example No. 2. Same assumptions as in Example No. 1 except that the value of the
assets increases by 1.13% in the 19th year. (This percentage corresponds to a
gross annual investment return in the corresponding Series Fund portfolio of
2%.)

         --------------------------------------------------------
                            MAXIMUM MORTALITY CHARGE
                                   ASSUMPTION
         --------------------------------------------------------
                             DEATH BENEFIT        DEATH BENEFIT
            INSURED          END OF YEAR 18       END OF YEAR 19
         --------------------------------------------------------
         Male, age 25           $59,371              $58,352
           at issue
         --------------------------------------------------------
         Male, age 40           $60,494              $59,375
           at issue
        ---------------------------------------------------------


In these examples the changes are slightly greater for the Contract issued on
the older insured because the premiums for a $50,000 Contract issued at age 40
are greater than those for one issued at age 25, and the dollar amount of the
increase resulting from a 7.13% compounded return upon the assets in the Account
relating to the Contract on the older insured is therefore larger. The changes
in the death benefit are greater even though the increase or decrease in the
death benefit resulting from a $1 change in the assets relating to the Contract
is greater for a younger insured.

Example No. 3. This example and the one following provide information for a
Contract with an $800 annual premium, in effect for 18 years, during which the
value of the assets in the subaccount increased due to investment performance at
a uniform rate of 7.13% per year. In the 19th year the value of the assets
increases at a uniform rate of 8.13%. (These percentages correspond to gross
annual investment returns in the corresponding Series Fund portfolio of 8% and
9% per year, respectively.)


    -------------------------------------------------------------------------
                       MAXIMUM MORTALITY CHARGE ASSUMPTION
    -------------------------------------------------------------------------
                         GUARANTEED         DEATH BENEFIT      DEATH BENEFIT
      INSURED           DEATH BENEFIT      END OF YEAR 18     END OF YEAR 19
    -------------------------------------------------------------------------
    Male, age 25           $76,012            $90,258            $92,487
      at issue
    -------------------------------------------------------------------------
    Male, age 40           $42,354            $51,243            $52,607
      at issue
    -------------------------------------------------------------------------
    

                                       9
<PAGE>
   
Example No. 4. Same assumptions as Example No. 3 except that the value of the
assets increases by 1.13% in the 19th year. (This percentage corresponds to a
gross annual investment return in the corresponding Series Fund portfolio of
2%.)

    --------------------------------------------------------------------------
                        MAXIMUM MORTALITY CHARGE ASSUMPTION
    --------------------------------------------------------------------------
                         GUARANTEED         DEATH BENEFIT        DEATH BENEFIT
      INSURED           DEATH BENEFIT      END OF YEAR 18       END OF YEAR 19
    --------------------------------------------------------------------------
    Male, age 25           $76,012             $90,258              $88,709
      at issue
    --------------------------------------------------------------------------
    Male, age 40           $42,354             $51,243              $50,295
      at issue
    --------------------------------------------------------------------------
    

These examples show how the same investment results affect the death benefit
more significantly for a younger insured.

If the assets in the subaccount in which the Contract participates have earned
less than 4%, and the death benefit accordingly equals the guaranteed minimum
amount, Pruco Life will keep a record of what the death benefit would have been
had there not been a guaranteed minimum. If later investment results are
favorable, that is if the value of the assets in the subaccount later increases
at a rate greater than 4% a year, the death benefit will not become more than
the guaranteed minimum amount until the earlier unfavorable investment results
have been offset. For example, suppose for the first 3 years the value of the
assets in the subaccount increases due to investment performance at only a rate
of 2% per year. The death benefit will nevertheless remain at the guaranteed
minimum amount. If the value of the assets increases at a rate of 8% in the
fourth year, this might not be enough to offset the earlier unfavorable
investment results. If so, the death benefit will not increase.

For further information, see the tables on pages T1 and T2. They show for
various insureds how a Contract's death benefit and cash value will change if
the gross investment return in the selected Series Fund portfolio[s] is 0%, 4%
or 8%. In addition, the tables on pages C1 and C2 show, for various insureds,
how a Contract's death benefit and cash value will change if the gross
investment return is 0%, 6% or 12%. The registration statement of the Account on
file with the SEC contains a full and precise description of how the death
benefit and cash value of a Contract are determined.

HOW A CONTRACT'S CASH VALUE WILL VARY

A variable life insurance Contract has a net cash value which the owner may get
by surrender of the Contract while the insured is living. Unlike traditional
fixed-benefit whole-life insurance, however, a Contract's cash value is not
known in advance even if it is assumed that premiums are paid when due, because
it varies daily with the investment performance of the subaccount[s] and/or the
Real Property Account in which the Contract participates.

A Contract's value upon surrender is its "net cash value," which is the cash
value less any outstanding Contract debt. See CONTRACT LOANS, page 15. The
following discussion of cash values assumes that there is no Contract debt, that
no premium is in default, and that the net premiums have all been allocated to a
single subaccount.

During the early months of the first Contract year, the cash value will be very
small or zero because of the charges made in connection with issuance of the
Contract. On the Contract date the cash value is equal to the first net premium,
unless, as may be the case throughout the first Contract year, there are unpaid
issue charge installments which reduce the cash value. Thereafter, the cash
value on every Monthly date will be equal to the cash value on the preceding
Monthly date increased or decreased by the change in the value of the assets
relating to the Contract, less the amount Pruco Life needs to provide for the
death benefit for the period between the two dates. If a premium is due and paid
on a Monthly date, the cash value on that date is further increased by the
amount of the net premium. The cash value between Monthly dates is computed in a
similar way.

While the death benefit increases if the value of the assets in the subaccount
increases at a rate of more than 4% a year, the investment performance needed to
produce an increase in the cash value cannot be stated in advance. It is
different for insureds of different age and sex (except where unisex rates
apply) at issue. It is also different for Contracts on comparable insureds if
those Contracts have been in effect for different lengths of time. Moreover, the
crediting of the net premium on the due date (even if it has not yet been paid)
does not result in any change in the death benefit, while the cash value is
assumed to increase by exactly the amount of the net premium. But if the net
premium is not paid before the end of the grace period, or if the Contract is
surrendered

                                       10

<PAGE>

before  then,  the cash value is  adjusted  downward  to take into  account  the
failure to pay the premium on the due date.
   
The tables on pages T1 and T2 and on pages C1 and C2 of this prospectus
illustrate what the cash values would be for representative Contracts over
extended periods, assuming uniform investment results, together with information
about the aggregate premiums paid under these Contracts. As is the case for
death benefit illustrations (see HOW A CONTRACT'S DEATH BENEFIT WILL VARY, page
8), such tables show cash values calculated upon maximum mortality assumptions.
The examples set forth below assume a total Series Fund expense ratio of 0.52%
(taking into account the offsets described under THE PRUDENTIAL SERIES FUND,
INC. on page 3).
    
The following two examples show, for the same Contracts, how the cash values
will vary over a selected year for two hypothetical investment results that are
different from those shown in the tables.
   
Example No. 1. Contract with $50,000 guaranteed death benefit and annual
premiums in effect for 18 years, during which the value of the assets in the
subaccount increased due to investment performance at a uniform rate of 7.13%
per year. In the 19th year the value of the assets increases at a uniform rate
of 8.13%. (These percentages correspond to gross annual investment returns in
the corresponding Series Fund portfolio of 8% and 9% per year, respectively.)

           -------------------------------------------------------
                            MAXIMUM MORTALITY CHARGE
                                   ASSUMPTION
           -------------------------------------------------------
                                 CASH VALUE           CASH VALUE
              INSURED          END OF YEAR 18       END OF YEAR 19
           -------------------------------------------------------
           Male, age 25           $11,825              $13,075
             at issue
           -------------------------------------------------------
           Male, age 40           $20,049              $22,023
             at issue
           -------------------------------------------------------


Example No. 2. Same assumptions as in Example No. 1 except that the value of the
assets increases by 1.13% in the 19th year. (This percentage corresponds to a
gross annual investment return in the corresponding Series Fund portfolio of
2%.)

           -------------------------------------------------------
                            MAXIMUM MORTALITY CHARGE
                                   ASSUMPTION
           -------------------------------------------------------
                                 CASH VALUE           CASH VALUE
              INSURED          END OF YEAR 18       END OF YEAR 19
           -------------------------------------------------------
           Male, age 25           $11,825              $12,225
             at issue
           -------------------------------------------------------
           Male, age 40           $20,049              $20,585
             at issue
           -------------------------------------------------------

    

The changes are greater for the older insured because the premiums (and hence
the assets in the Account relating to the Contract on that insured) are greater
and the same rate of increase therefore produces a greater dollar amount.
   
Example No. 3. This example and the one following provide information for a
Contract with an $800 annual premium, in effect for 18 years, during which time
the value of the assets in the subaccount increased due to investment
performance at a uniform rate of 7.13% per year. In the 19th year the value of
the assets increases at a uniform rate of 8.13%. (These percentages correspond
to gross annual investment returns in the corresponding Series Fund portfolio of
8% and 9% per year, respectively.)
    
                                       11

<PAGE>
   
           -------------------------------------------------------
                            MAXIMUM MORTALITY CHARGE
                                   ASSUMPTION
           -------------------------------------------------------
                                 CASH VALUE           CASH VALUE
              INSURED          END OF YEAR 18       END OF YEAR 19
           -------------------------------------------------------
           Male, age 25           $17,976              $19,878
             at issue
           -------------------------------------------------------
           Male, age 40           $16,983              $18,655
             at issue
           -------------------------------------------------------


Example No. 4. Same assumptions as in Example No. 3 except that the value of the
assets increases by 1.13% in the 19th year. (This percentage corresponds to a
gross annual investment return in the corresponding Series Fund portfolio of
2%.)


           -------------------------------------------------------
                            MAXIMUM MORTALITY CHARGE
                                   ASSUMPTION
           -------------------------------------------------------
                                 CASH VALUE           CASH VALUE
              INSURED          END OF YEAR 18       END OF YEAR 19
           -------------------------------------------------------
           Male, age 25           $17,976              $18,585
             at issue
           -------------------------------------------------------
           Male, age 40           $16,983              $17,437
             at issue
           -------------------------------------------------------
    

The last two examples might be compared with Examples No. 3 and 4 on pages 9 and
10. Note that while the same premium results in a larger death benefit for the
younger insured, the cash values for the younger and older insureds are quite
similar. Note also that while the death benefit decreases if the investment
return is 1.13% per year, the cash value increases.

Because a substantial part of each premium is used to provide life insurance
protection, the cash values cannot meaningfully be compared with the amounts
that would have been available had the gross premiums been invested without
obtaining life insurance protection.

SURRENDER OF A CONTRACT FOR ITS NET CASH VALUE
   
A Contract may be surrendered in whole or in part for its net cash value while
the insured is living. Surrendering a Contract in part involves splitting the
Contract into two Contracts. One is surrendered for its net cash value; the
other is continued in force on the same terms as the original Contract except
that premiums and values will be appropriately reduced. The Contract continued
must have a face amount of at least $25,000, and its premium will be based on
the new face amount. Surrender of all or part of a Contract may have tax
consequences. See TAX TREATMENT OF CONTRACT BENEFITS, page 16.
    
To surrender a Contract in whole or in part, the owner must deliver or mail it,
together with a written request in a form that meets Pruco Life's needs, to a
Pruco Life Home Office. The net cash value of a surrendered Contract will be
determined as of the valuation period such notice is received in the Pruco Life
Home Office.

WITHDRAWAL OF A PORTION OF A CONTRACT'S NET CASH VALUE

   
Pruco Life will permit a Contract owner to withdraw a portion of the Contract's
net cash value (generally that resulting from investment performance in excess
of 4% a year) without surrendering the Contract, provided that the death benefit
is reduced by the amount of paid-up whole life insurance that the cash value
withdrawn would have purchased for that Contract owner, and that the guaranteed
minimum death benefit is reduced so that the difference between the death
benefit and the guaranteed minimum death benefit is the same percentage of cash
value after the withdrawal as before. The right to withdraw such excess net cash
value may be usefully compared with a partial surrender. As noted above, a
partial surrender essentially involves splitting an existing Contract into two
Contracts and surrendering one for its net cash value; the death benefit, the
guaranteed minimum death benefit, and the cash value of the continuing Contract
will all be proportionately reduced and a new lower scheduled premium will
henceforth be payable. If a Contract owner elects to withdraw excess cash value,
the scheduled premium is not reduced. The cash value is, of course, reduced by
exactly the amount of the withdrawal. Both the death benefit and the guaranteed
minimum death benefit are also reduced but by a lesser amount than they would be
under a partial surrender. It is important to note, however, that a death
benefit decrease may under
    


                                       12

<PAGE>
   

certain circumstances cause the Contract to become a Modified Endowment
Contract. For a brief discussion of the potential tax consequences of a Contract
owner's withdrawal of the excess cash value, see TAX TREATMENT OF CONTRACT
BENEFITS, page 16.
    

Upon request, Pruco Life will tell a Contract owner the amount of the net cash
value that may be withdrawn in this manner and the amount of the corresponding
reductions in the death benefit and guaranteed minimum death benefit for that or
any lesser amount of cash value withdrawn. A Contract owner is able to exercise
the right to withdraw a portion of the Contract's cash value either on an
isolated or occasional basis or automatically every year, to the extent
investment performance warrants, for the purpose of applying partial cash value
withdrawals toward the payment of premiums on the Contract. To exercise this
right, a Contract owner must deliver or mail a written request in a form that
meets Pruco Life's needs to a Pruco Life Home Office.

WHEN PROCEEDS ARE PAID

Pruco Life will generally pay any death benefit, cash value or loan proceeds
within 7 days after receipt at a Pruco Life Home Office of all the documents
required for such a payment. Other than the death benefit, which is determined
as of the date of death, the amount will be determined as of the end of the
valuation period in which the necessary documents are received. However, Pruco
Life may delay payment of proceeds from the subaccount[s] and the variable
portion of the death benefit due under the Contract if the disposal or valuation
of the Account's assets is not reasonably practicable because the New York Stock
Exchange is closed for other than a regular holiday or weekend, trading is
restricted by the SEC or the SEC declares that an emergency exists.

With respect to a Contract in force as extended term or fixed reduced paid-up
insurance, Pruco Life expects to pay any cash value promptly upon request.
However, Pruco Life has the right to delay payment of such cash value for up to
6 months (or a shorter period if required by applicable law). Pruco Life will
pay interest of at least 3% a year if it delays such a payment for 30 days or
more (or a shorter period if required by applicable law).

LIVING NEEDS BENEFIT
   
Contract applicants may elect to add the LIVING NEEDS BENEFIT(SM) to their
Contracts at issue, subject to Pruco Life's receipt of satisfactory evidence of
insurability. The benefit may vary state-by-state. It can generally be added
only to Contracts of $50,000 or more or when the aggregate face amounts of the
insured's eligible contracts equal $50,000 or more.
    
The LIVING NEEDS BENEFIT allows the Contract owner to elect to receive an
accelerated payment of all or part of the Contract's death benefit, adjusted to
reflect current value, at a time when certain special needs exist. The adjusted
death benefit will always be less than the death benefit, but will generally be
greater than the Contract's cash surrender value. Depending upon state
regulatory approval, one or both of the following options may be available. A
Pruco Life representative should be consulted as to whether additional options
may be available.

Terminal Illness Option. This option is available if the insured is diagnosed as
terminally ill with a life expectancy of 6 months or less. When satisfactory
evidence is provided, Pruco Life will provide an accelerated payment of the
portion of the death benefit selected by the Contract owner as a LIVING NEEDS
BENEFIT. The Contract owner may (1) elect to receive the benefit in a single sum
or (2) receive equal monthly payments for 6 months. If the insured dies before
all of the payments have been made, the present value of the remaining payments
will be paid to the beneficiary designated in the Living Needs Benefit claim
form in a single sum.

Nursing Home Option. This option is available after the insured has been
confined to an eligible nursing home for 6 months or more. When satisfactory
evidence is provided, including certification by a licensed physician, that the
insured is expected to remain in the nursing home until death, Pruco Life will
provide an accelerated payment of the portion of the death benefit selected by
the Contract owner as a LIVING NEEDS BENEFIT. The Contract owner may (1) elect
to receive the benefits in a single sum or (2) receive equal monthly payments
for a specified number of years (not more than 10 nor less than 2), depending
upon the age of the insured. If the insured dies before all of the payments have
been made, the present value of the remaining payments will be paid to the
beneficiary designated in the Living Needs Benefit claim form in a single sum.

All or part of the Contract's death benefit may be accelerated under the LIVING
NEEDS BENEFIT. If the benefit is only partially accelerated, a death benefit of
at least $25,000 must remain under the Contract. Pruco Life reserves the right
to determine the minimum amount that may be accelerated.

The LIVING NEEDS BENEFIT is available only to the extent regulatory approval has
been obtained. If desired by a Contract owner, the benefit must be requested on
the Contract's application. There is no charge for adding the benefit to the
Contract. However, an administrative charge (not to exceed $150) will be made at
the time the LIVING NEEDS BENEFIT is paid.


                                       13

<PAGE>

No benefit will be payable if the Contract owner is required to elect it in
order to meet the claims of creditors or to obtain a government benefit. Pruco
Life can furnish details about the amount of Living Needs Benefit that is
available to an eligible Contract owner under a particular Contract, and the
adjusted premium payments that would be in effect if less than the entire death
benefit is accelerated.

The Contract owner should consider whether adding this settlement option is
appropriate in his or her given situation. Adding the LIVING NEEDS BENEFIT to
the Contract has no adverse consequences; however, electing to use it could.
Contract owners should consult a qualified tax advisor before electing to
receive this benefit. Unlike a death benefit received by a beneficiary after the
death of an insured, receipt of a LIVING NEEDS BENEFIT payment may give rise to
a federal or state income tax. Receipt of a LIVING NEEDS BENEFIT payment may
also affect a Contract owner's eligibility for certain government benefits or
entitlements.

ILLUSTRATIONS OF CASH VALUES, DEATH BENEFITS, AND ACCUMULATED PREMIUMS
   
The following tables have been prepared to help show how values under the
Contract change with investment performance of the Account. The tables assume
that no portion of the Contract's cash value is allocated to the Real Property
Account. The tables illustrate how cash values and death benefits of Contracts
with a given premium and face amount issued on an insured of a given age would
vary over time if the return on the assets held in the selected Series Fund
portfolios were a uniform, gross, after-tax, annual rate of 0%, 4% or 8%. The
death benefits and cash values would be different from those shown if the
returns averaged 0%, 4%, and 8% but fluctuated over and under those averages
throughout the years.
    
The death benefits and cash values shown in the tables are calculated upon the
assumption that the maximum mortality charges specified by the 1980 CSO Table
will be made throughout the life of the Contract.
   
The amounts shown for the death benefit and cash value as of each Contract year
reflect the fact that the net investment return on the assets held in the
subaccounts is lower than the gross, after-tax return of the portfolios. This is
because the tables assume a total Series Fund expense ratio of 0.52% (taking
into account the offsets described under THE PRUDENTIAL SERIES FUND, INC. on
page 3), and also reflect a daily mortality and expense risk charge to the
Account equal to an effective annual charge of 0.35%. The actual fees and
expenses of the portfolios associated with a particular Contract may be more or
less than 0.52% and will depend on which subaccounts are selected. Based on the
above assumptions, gross annual rates of return of 0%, 4%, and 8% correspond to
approximate net annual rates of return of -0.87%, 3.13%, and 7.13%.
    
The tables  reflect the fact that no charges for federal or state  income  taxes
are currently made against the Account.  If such a charge is made in the future,
it will take a higher gross rate of return to produce  after-tax  returns of 0%,
4% or 8% than it does now.

The second column of each table shows what results would be achieved if an
amount equal to the total annual premium were invested to earn 4% interest
compounded annually.
   
Upon request, Pruco Life will furnish a comparable illustration based on the
proposed insured's age and sex (except where unisex rates apply) and on the face
amount or premium amount requested. Such an illustration will assume that the
insured is a standard (or, on request, a preferred) risk and that the premium
will be paid on an annual basis.

Additional illustrations that assume the gross annual investment return is 0%,
6%, and 12% can be found on pages C1 and C2. These percentages correspond to
approximate net annual rates of return of -0.87%, 5.13%, and 11.13%,
respectively.
    

                                       14
<PAGE>


   
<TABLE>
                                                          ILLUSTRATIONS
                                                          -------------

                                                 VARIABLE LIFE INSURANCE CONTRACT
                                                        MALE ISSUE AGE 25
                                                 $50,000 GUARANTEED DEATH BENEFIT
                                     $536.50 ANNUAL PREMIUM FOR STANDARD UNDERWRITING RISK (1)
                                            USING MAXIMUM CONTRACTUAL MORTALITY CHARGES

<CAPTION>

                                              Death Benefit (2)                                   Cash Value (2)
                               ----------------------------------------------     ----------------------------------------------
                                    Assuming Hypothetical Gross (and Net)              Assuming Hypothetical Gross (and Net)
                Premiums                 Annual Investment Return of                        Annual Investment Return of
   End of     Accumulated      ----------------------------------------------     ----------------------------------------------
   Policy    at 4% Interest         0% Gross        4% Gross        8% Gross          0% Gross        4% Gross        8% Gross
    Year        Per Year       (minus 0.87% Net)  (3.13% Net)     (7.13% Net)     (minus 0.87% Net)  (3.13% Net)     (7.13% Net)
  --------   --------------    -----------------  -----------     -----------     -----------------  -----------     -----------
<S>             <C>                 <C>             <C>            <C>                  <C>             <C>             <C>    
     1          $   558             $50,000         $50,000        $ 50,012             $   22          $    25         $    28
     2          $ 1,138             $50,000         $50,000        $ 50,080             $  376          $   396         $   416
     3          $ 1,742             $50,000         $50,000        $ 50,206             $  729          $   781         $   834
     4          $ 2,369             $50,000         $50,000        $ 50,391             $1,079          $ 1,177         $ 1,281
     5          $ 3,022             $50,000         $50,000        $ 50,635             $1,436          $ 1,596         $ 1,771
     6          $ 3,701             $50,000         $50,000        $ 50,939             $1,789          $ 2,027         $ 2,293
     7          $ 4,407             $50,000         $50,000        $ 51,303             $2,139          $ 2,470         $ 2,850
     8          $ 5,141             $50,000         $50,000        $ 51,728             $2,483          $ 2,925         $ 3,445
     9          $ 5,905             $50,000         $50,000        $ 52,214             $2,823          $ 3,391         $ 4,078
    10          $ 6,699             $50,000         $50,000        $ 52,761             $3,157          $ 3,868         $ 4,751
    15          $11,172             $50,000         $50,000        $ 56,422             $4,723          $ 6,404         $ 8,789
    20          $16,615             $50,000         $50,000        $ 61,659             $6,076          $ 9,144         $14,148
    25          $23,237             $50,000         $50,000        $ 68,545             $7,205          $12,064         $21,198
    30          $31,293             $50,000         $50,000        $ 77,201             $8,086          $15,103         $30,362
40 (Age 65)     $53,020             $50,000         $50,000        $100,497             $8,987          $21,101         $56,699
</TABLE>

(1) If premiums are paid more frequently than annually, the payments would be
    $274.50 semi-annually, $139.50 quarterly or $48 monthly. The death benefits
    and cash values would be slightly different for a Contract with more
    frequent premium payments.

(2) Assumes no Contract loan has been made.

    THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN
    THIS PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A
    REPRESENTATION OF PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF
    RETURN MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF
    FACTORS INCLUDING THE INVESTMENT ALLOCATIONS MADE BY AN OWNER, PREVAILING
    INTEREST RATES, AND RATES OF INFLATION. THE DEATH BENEFIT AND CASH VALUE FOR
    A CONTRACT WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN
    AVERAGED 0%, 4%, AND 8% OVER A PERIOD OF YEARS BUT ALSO FLUCTUATED ABOVE OR
    BELOW THOSE AVERAGES FOR INDIVIDUAL CONTRACT YEARS. NO REPRESENTATIONS CAN
    BE MADE BY PRUCO LIFE OR THE SERIES FUND THAT THESE HYPOTHETICAL RATES OF
    RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF
    TIME.

                                       T1
    


<PAGE>


   
<TABLE>
                                                 VARIABLE LIFE INSURANCE CONTRACT
                                                        MALE ISSUE AGE 40
                                                 $50,000 GUARANTEED DEATH BENEFIT
                                      $939 ANNUAL PREMIUM FOR STANDARD UNDERWRITING RISK (1)
                                            USING MAXIMUM CONTRACTUAL MORTALITY CHARGES
<CAPTION>

                                              Death Benefit (2)                                   Cash Value (2)
                                ----------------------------------------------     ----------------------------------------------
                                     Assuming Hypothetical Gross (and Net)              Assuming Hypothetical Gross (and Net)
                Premiums                 Annual Investment Return of                         Annual Investment Return of
   End of     Accumulated       ----------------------------------------------     ----------------------------------------------
   Policy    at 4% Interest         0% Gross        4% Gross         8% Gross           0% Gross       4% Gross        8% Gross
    Year        Per Year        (minus 0.87% Net)  (3.13% Net)     (7.13% Net)     (minus 0.87% Net)  (3.13% Net)     (7.13% Net)
  -------    --------------     -----------------  -----------     -----------     -----------------  -----------     -----------
<S>             <C>                 <C>              <C>             <C>                <C>             <C>             <C>    
     1          $   977             $50,000          $50,000         $50,029            $   197         $   208         $   219
     2          $ 1,992             $50,000          $50,000         $50,120            $   815         $   863         $   912
     3          $ 3,048             $50,000          $50,000         $50,273            $ 1,416         $ 1,526         $ 1,641
     4          $ 4,147             $50,000          $50,000         $50,487            $ 2,001         $ 2,198         $ 2,409
     5          $ 5,289             $50,000          $50,000         $50,768            $ 2,640         $ 2,953         $ 3,296
     6          $ 6,477             $50,000          $50,000         $51,116            $ 3,262         $ 3,717         $ 4,230
     7          $ 7,713             $50,000          $50,000         $51,531            $ 3,867         $ 4,493         $ 5,215
     8          $ 8,998             $50,000          $50,000         $52,012            $ 4,454         $ 5,278         $ 6,254
     9          $10,335             $50,000          $50,000         $52,559            $ 5,024         $ 6,073         $ 7,349
    10          $11,725             $50,000          $50,000         $53,174            $ 5,576         $ 6,877         $ 8,503
    15          $19,554             $50,000          $50,000         $57,244            $ 8,032         $10,985         $15,210
    20          $29,080             $50,000          $50,000         $63,004            $ 9,939         $15,129         $23,667
25 (Age 65)     $40,670             $50,000          $50,000         $70,524            $11,287         $19,187         $34,194
</TABLE>

(1) If premiums are paid more frequently than annually, the payments would
    be $479.50 semi-annually, $243 quarterly or $82.50 monthly. The death
    benefits and cash values would be slightly different for a Contract with
    more frequent premium payments.

(2) Assumes no Contract loan has been made.

    THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN
    THIS PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A
    REPRESENTATION OF PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF
    RETURN MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF
    FACTORS INCLUDING THE INVESTMENT ALLOCATIONS MADE BY AN OWNER, PREVAILING
    INTEREST RATES, AND RATES OF INFLATION. THE DEATH BENEFIT AND CASH VALUE FOR
    A CONTRACT WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN
    AVERAGED 0%, 4%, AND 8% OVER A PERIOD OF YEARS BUT ALSO FLUCTUATED ABOVE OR
    BELOW THOSE AVERAGES FOR INDIVIDUAL CONTRACT YEARS. NO REPRESENTATIONS CAN
    BE MADE BY PRUCO LIFE OR THE SERIES FUND THAT THESE HYPOTHETICAL RATES OF
    RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF
    TIME.

                                       T2
    
<PAGE>


CONTRACT LOANS

After the first Contract year, the owner may borrow from Pruco Life using the
Contract as the only security for the loan. During the first Contract year, no
loans are permitted. Except as provided in the following paragraph, after the
first Contract year a Contract owner may borrow up to 75% of the Contract's cash
value. The minimum amount that may be borrowed at any one time is $500, except
that a smaller amount may be borrowed if used to pay premiums on the Contract.
The owner who is paying premiums other than monthly may elect in advance to have
Pruco Life automatically make a loan against the Contract, if the net cash value
is large enough, in order to pay a premium that has not been paid at the end of
a grace period. In some states this automatic premium loan may be available to
owners who pay premiums monthly.

Under one of the loan provisions available under this Contract, interest on a
loan accrues daily at a fixed effective annual rate of 5.5% (6% for Contracts
issued to Texas residents). However, if a Contract owner so desires, and if
Pruco Life has received any required approvals from the regulatory officials in
the state or other jurisdiction in which the Contract is to be issued, the
Contract owner may elect at the time of issuance of the Contract to have a
different loan provision in the Contract under which the interest rate will vary
from time to time. Under this variable loan interest rate provision, a Contract
owner may borrow up to 90% of the Contract's cash value after the first Contract
year.

   
If an owner elects the variable loan interest rate provision, interest on any
loan will accrue daily at an effective annual rate Pruco Life determines at the
start of each Contract year (instead of at the fixed 5.5% rate). This interest
rate will not exceed the greatest of: (1) the "Published Monthly Average" for
the calendar month ending 2 months before the calendar month of the Contract
anniversary; (2) 5%, which is the assumed rate of return for the Contract plus
1%; and (3) any rate required by law in the state of issue of the Contract. The
"Published Monthly Average" means Moody's Corporate Bond Yield Average--Monthly
Average Corporates, as published by Moody's Investors Service, Inc. or any
successor to that service, or if that average is no longer published, a
substantially similar average established by the insurance regulator where the
Contract is issued. For example, the Published Monthly Average in 1995 ranged
from 7.11% to 8.71%.

Interest payments on any loan are due at the end of each Contract year. If
interest is not paid when due, it is added to the amount of the loan. If the sum
of all outstanding loans plus accrued interest exceeds what the net cash value
would be if there were no Contract debt, Pruco Life will notify the Contract
owner of its intent to terminate the Contract in 31 days, within which time the
owner may repay all or enough of the loan to obtain a positive net cash value
and thus keep the Contract in force. If you fail to keep the Contract in force,
the amount of unpaid Contract debt will be treated as a distribution which may
be taxable. See TAX TREATMENT OF CONTRACT BENEFITS -- Pre-Death Distributions,
page 17, and LAPSE AND REINSTATEMENT, page 18.
    

When a loan is made, an amount equal to the loan proceeds will be transferred
out of the Account and the Real Property Account, as applicable. The reduction
will generally be made in the same proportions as the value in each subaccount
and Real Property Account bears to the total value of the Contract. While a
fixed-rate loan is outstanding, the amount that was so transferred will be
credited with the assumed investment return of 4% rather than with the actual
rate of return of the subaccount[s] and/or the Real Property Account. While a
loan made pursuant to the variable loan interest rate provision is outstanding,
the amount that was so transferred will be credited with a rate which is 1% less
than the loan interest rate for the Contract year (instead of 4%), rather than
with the actual rate of return of the subaccount[s] and/or the Real Property
Account.

A loan will not affect the amount of the premiums due. Should the death benefit
become payable while a loan is outstanding, or should the Contract be
surrendered, the amount of the Contract debt will be deducted from the death
benefit or the cash value otherwise payable.

A loan will have a permanent effect on a Contract's death benefit and cash value
because the investment results of the subaccount[s] and/or the Real Property
Account will apply only to the amount remaining in the subaccount[s] and/or the
Real Property Account. The longer the loan is outstanding, the greater the
effect is likely to be. The effect could be favorable or unfavorable. If
investment results are favorable while the loan is outstanding, the death
benefit and cash value will not increase as rapidly as they would have if no
loan had been made. If investment results are unfavorable, the death benefit and
the cash value will not be as adversely affected as they would have been had no
loan been made. Of course, a loan that is repaid will not have any effect upon
the guaranteed minimum death benefit.

The tax treatment of Contract loans depends upon whether the Contract is
classified as a Modified Endowment Contract for federal tax purposes. See TAX
TREATMENT OF CONTRACT BENEFITS, page 16.

   
Consider the Contract issued on a 25 year old insured illustrated in the table
on page T1 with an 8% gross investment return. Assume a $2,500 (5.5%) fixed-rate
loan was made at the end of Contract year 8 and repaid at the end of Contract
year 9. Upon repayment, the death benefit would be $51,904.44 and the cash value
$4,001.08. These amounts are lower than the death benefit and cash value shown
on that page for the end of
    

                                       15

<PAGE>


Contract year 9 because the loan amount was credited with the 4% assumed
investment return rather than the 8% gross rate of return for the selected
subaccounts.

RIGHT TO EXCHANGE A CONTRACT FOR A FIXED-BENEFIT WHOLE-LIFE POLICY

At any time during the first 24 months after a Contract is issued, so long as no
premium due remains unpaid, the owner may exchange it for a fixed benefit
whole-life policy on the insured's life. No evidence of insurability will be
required to make an exchange. The new policy's death benefit will be the same as
the guaranteed minimum amount of the Contract. The new policy will also have the
same issue date and risk classification for the insured as the Contract, but it
will be issued by The Prudential and will be a participating (potentially
dividend-paying) policy. Premiums for the new policy will be based on The
Prudential's rates in effect on the original issue date for the same class of
risk which are currently higher than premiums under the Contract. The new
policy's cash value will be the same as it would have been had the new policy
been purchased at the outset. There will be an equitable cash adjustment on the
exchange equal to the difference between the premiums on the new policy and the
premiums on the Contract for the period between the Contract date and the date
of the exchange, reduced by the amount, if any, by which the cash value of the
Contract on the date of the exchange exceeds what the cash value would have been
had the subaccounts and/or the Real Property Account in which the Contract
participated uniformly earned the assumed investment return of 4%. A further
adjustment will be made for any differences in premiums for any optional
benefits carried over to the new policy.

The exchange will be effective when Pruco Life receives a written request in a
form that meets its needs, and receives the Contract and payment of any
adjustment due on the exchange. Any outstanding Contract debt must be repaid on
or before the effective date of the exchange.

The Contract owner may also exchange the Contract for a fixed-benefit life
insurance policy according to procedures meeting applicable state insurance law
requirements if the Series Fund or one of its portfolios has a material change
in its investment policy. Pruco Life, in conjunction with the Arizona Director
of Insurance, will determine if a change in investment policy is material. The
Contract owner will be able to exchange within 60 days of receipt of notice of
such a material change or of the effective date of the change, whichever is
later. Upon such an exchange, there will be a cash adjustment based on any
difference in net cash value between the Contract and the new policy.

SALE OF THE CONTRACT AND SALES COMMISSIONS

Pruco Securities Corporation ("Prusec"), an indirect wholly-owned subsidiary of
The Prudential, acts as the principal underwriter of the Contract. Prusec,
organized in 1971 under New Jersey law, is registered as a broker and dealer
under the Securities Exchange Act of 1934 and is a member of the National
Association of Securities Dealers, Inc. Prusec's principal business address is
1111 Durham Avenue, South Plainfield, New Jersey, 07080. The Contract is sold by
registered representatives of Prusec who are also authorized by state insurance
departments to do so. The Contract may also be sold through other broker-dealers
authorized by Prusec and applicable law to do so. Registered representatives of
such other broker-dealers may be paid on a different basis than described below.
Where the insured is less than 58 years of age, the representative will
generally receive a commission of no more than 50% of the premiums for the first
year, no more than 11% of the premiums for the second, third, and fourth years,
no more than 3% of the premiums for the fifth through tenth years, and no more
than 2% of the premiums thereafter. For insureds over 58 years of age, the
commission will be lower. The representative may be required to return all or
part of the first year commission if the Contract is not continued through the
second year. Representatives with less than 3 years of service may be paid on a
different basis. Representatives who meet certain productivity, profitability
and persistency standards with regard to the sale of the Contract will be
eligible for additional compensation.

Sales expenses in any year are not equal to the deduction for sales load in that
year. Pruco Life expects to recover its total sales expenses over the periods
the Contracts are in effect. To the extent that the sales charges are
insufficient to cover total sales expenses, the sales expenses will be recovered
from Pruco Life's surplus, which may include the amounts derived from the risk
charge and the mortality and expense risk charge, described in items 5 and 7
under CHARGES AND EXPENSES, page 6.

TAX TREATMENT OF CONTRACT BENEFITS

Each prospective purchaser is urged to consult a qualified tax advisor. The
following discussion is not intended as tax advice, and it is not a complete
statement of what the effect of federal income taxes will be under all
circumstances. Rather, it provides information about how Pruco Life believes the
current tax laws apply in the most commonly occurring circumstances. There is no
guarantee, however, that the current federal income tax laws and regulations or
interpretations will not change.

                                       16

<PAGE>


Treatment as Life Insurance. The Contract will be treated as "life insurance,"
as long as it satisfies certain definitional tests set forth in Sections 7702 of
the Internal Revenue Code (the "Code") and as long as the underlying investments
for the Contract satisfy diversification requirements. (See DIVIDENDS,
DISTRIBUTIONS, AND TAXES in the attached prospectus for the Series Fund.)

   
Pruco Life believes that the Contract meets these definitional and
diversification requirements and accordingly will be treated as life insurance
for tax purposes. This means that: (1) except as noted below, the Contract owner
should not be taxed on any part of the Contract's cash value, including
additions attributable to interest, dividends or appreciation; and (2) the death
benefit should be excludible from the gross income of the beneficiary under
Section 101(a) of the Code.
    

However, Section 7702 of the Code which defines life insurance for tax purposes
gives the Secretary of the Treasury authority to prescribe regulations to carry
out the purposes of the Section. In this regard, proposed regulations governing
mortality charges were issued in 1991 and proposed regulations under Sections
101, 7702 and 7702A governing the treatment of life insurance policies that
provide accelerated death benefits were issued in 1992. None of these proposed
regulations has yet been finalized. Additional regulations under Section 7702
may also be promulgated in the future. Moreover, in connection with the issuance
of temporary regulations under Section 817(h), the Treasury Department announced
that such regulations do not provide guidance concerning the extent to which
Contract owners may direct their investments to particular divisions of a
separate account. Such guidance will be included in regulations or rulings under
Section 817(d) relating to the definition of a variable contract.

Pruco Life intends to comply with final regulations issued under sections 7702
and 817. Therefore, it reserves the right to make such changes as it deems
necessary to assure that the Contract continues to qualify as life insurance for
tax purposes. Any such changes will apply uniformly to affected Contract owners
and will be made only after advance written notice to affected Contract owners.

Pre-Death Distributions. The taxation of pre-death distributions depends on
whether the Contract is classified as a Modified Endowment Contract. The
following discussion first deals with distributions under Contracts not so
classified, and then with Modified Endowment Contracts.

1. A surrender or lapse of the Contract may have tax consequences. Upon
   surrender, the owner will not be taxed on the net cash value except for the
   amount, if any, that exceeds the gross premiums paid less the untaxed portion
   of any prior withdrawals. The amount of any unpaid Contract debt will, upon
   surrender or lapse, be added to the net cash value and treated, for this
   purpose, as if it had been received. Any loss incurred upon surrender is
   generally not deductible. The tax consequences of a surrender may differ if
   the proceeds are received under any income payment settlement option.

   A withdrawal (or partial surrender) generally is not taxable unless it
   exceeds total premiums paid to the date of withdrawal less the untaxed
   portion of any prior withdrawals. However, under certain limited
   circumstances, in the first 15 Contract years all or a portion of a
   withdrawal may be taxable if the Contract's cash value exceeds the total
   premiums paid less the untaxed portions of any prior withdrawals, even if
   total withdrawals do not exceed total premiums paid to date.

   Extra premiums for optional benefits and riders generally do not count in
   computing gross premiums paid, which in turn determines the extent to which a
   withdrawal might be taxed.

   Loans received under the Contract will ordinarily be treated as indebtedness
   of the owner and will not be considered to be distributions subject to tax.

2. Some of the above rules are changed if the Contract is classified as a
   Modified Endowment Contract under Section 7702A of the Code. In general, this
   Contract should not become a Modified Endowment Contract. However, certain
   actions may cause the Contract to become a Modified Endowment Contract. These
   actions may include partial surrenders or withdrawals, the deletion of
   certain riders or the selection of certain options upon the lapse of the
   Contract. Contract owners contemplating any of these steps should first
   consult a qualified tax advisor and their Pruco Life representative.

   If the Contract is classified as a Modified Endowment Contract, then
   pre-death distributions, including loans and withdrawals, are includible in
   income to the extent that the Contract's cash value prior to surrender
   charges exceeds the gross premiums paid for the Contract increased by the
   amount of any loans previously includible in income and reduced by any
   untaxed amounts previously received other than the amount of any loans
   excludible from income. These rules may also apply to pre-death
   distributions, including loans, made during the 2 year period prior to the
   Contract becoming a Modified Endowment Contract.

   In addition, pre-death distributions from such Contracts (including full
   surrenders) will be subject to a penalty of 10 per cent of the amount
   includible in income unless the amount is distributed on or after age 
   59 1/2, on

                                       17

<PAGE>


   account of the taxpayer's disability or as a life annuity. It is presently
   unclear how the penalty tax provisions apply to Contracts owned by nonnatural
   persons such as corporations.

   Under certain circumstances, Modified Endowment Contracts issued during any
   calendar year will be treated as a single contract for purposes of applying
   the above rules.

   
Withholding. The taxable portion of any amounts received under the Contract will
be subject to withholding to meet federal income tax obligations if the Contract
owner fails to elect that no taxes be withheld or in certain other
circumstances. Contract owners who do not provide a social security number or
other taxpayer identification number will not be permitted to elect out of
withholding. All recipients may be subject to penalties under the estimated tax
payment rules if withholding and estimated tax payments are not sufficient.
    

Other Tax Considerations. Transfer of the Contract to a new owner or assignment
of the Contract may have tax consequences depending on the circumstances. In the
case of a transfer of the Contract for a valuable consideration, the death
benefit may be subject to federal income taxes under Section 101(a)(2) of the
Code. In addition, a transfer of the Contract to or the designation of a
beneficiary who is either 37 1/2 years younger than the Contract owner or a
grandchild of the Contract owner may have Generation Skipping Transfer tax
consequences under Section 2601 of the Code.

In certain circumstances, deductions for interest paid or accrued on Contract
debt or on other loans that are incurred or continued to purchase or carry the
Contract may be denied under Section 163 of the Code as personal interest or
under Section 264 of the Code. Contract owners should consult a tax advisor
regarding the application of these provisions to their circumstances.

   
Business-owned life insurance is subject to additional rules. Section 264(a)(1)
of the Code generally precludes business Contract owners from deducting premium
payments. Under Section 264(a)(4) of the Code, a deduction is not allowed for
any interest paid or accrued on any Contract debt on an insurance policy to the
extent the indebtedness exceeds $50,000 per officer, employee or financially
interested person. The Congress is also considering legislation to deny interest
deductions generally for loans on business-owned policies. The Code also imposes
an indirect tax upon additions to the Contract's cash value or the receipt of
death benefits under businessowned life insurance policies under certain
circumstances by way of the corporate alternative minimum tax.
    

The individual situation of each Contract owner or beneficiary will determine
the federal estate taxes and the state and local estate, inheritance and other
taxes due if the owner or insured dies.

LAPSE AND REINSTATEMENT

This Contract ensures that as long as premiums are paid, insurance protection
remains in effect. However, if a premium is not paid on or before each due date,
or within the grace period after each due date, the Contract will go into
default. Should this happen, Pruco Life will send the Contract owner a notice of
default setting forth the payment necessary to keep the Contact in force on a
premium paying basis. This payment must be received at the Pruco Life Home
Office within the 31 day grace period after the notice of default is mailed or
the Contract will lapse. A Contract that lapses with an outstanding Contract
loan may have tax consequences. See TAX TREATMENT OF CONTRACT BENEFITS on 
page 16.

A Contract that has lapsed may be reinstated within 3 years after the date of
default unless the Contract has been surrendered for its cash value. To
reinstate a lapsed Contract, Pruco Life requires renewed evidence of
insurability, and submission of certain payments due under the Contract.

If a Contract does lapse, it may still provide some benefits. Those benefits are
described below under OPTIONS ON LAPSE.

OPTIONS ON LAPSE

If a Contract lapses because the premium has not been paid before the end of the
grace period, some life insurance coverage may continue in effect or the owner
may choose to surrender the Contract for its net cash value. A lapse of a
Contract with a Contract loan may have tax consequences. See TAX TREATMENT OF
CONTRACT BENEFITS, page 16.

1. Extended Term Insurance. With one exception explained below, if the owner
does not communicate at all with Pruco Life, life insurance coverage will
continue for a length of time that depends on the net cash value on the due date
of the first unpaid premium, the amount of insurance, and the age and sex
(except where unisex rates apply) of the insured. The insurance amount will be
what it would have been on the due date of the unpaid premium, taking into
account any Contract debt on that date. The amount will not change while the
insurance stays in force. This benefit is known as extended term insurance. The
owner will be told in writing how long the insurance will be in effect. Extended
term insurance has a cash value but no loan value.


                                       18

<PAGE>


Contracts issued on the lives of certain insureds in high risk rating classes
will include a statement that extended term insurance will not be provided. In
that case, variable reduced paid-up insurance (as described in item 3 below)
will be the automatic benefit provided on lapse for Contracts issued in
jurisdictions where required approvals have been obtained from regulatory
authorities. Such approvals have been received in all jurisdictions except the
District of Columbia and Texas. The automatic benefit provided on lapse for
these insureds under Contracts issued in these two remaining jurisdictions will
be fixed reduced paid-up insurance (as described in item 2 below) until such
time as approvals for variable reduced paid-up insurance are obtained.

2. Fixed Reduced Paid-Up Insurance. The owner may choose to have insurance
coverage provided for the lifetime of the insured. The amount will be lower than
what extended term insurance would provide. This is known as fixed reduced
paid-up insurance. The insurance amount will depend on the net cash value on the
due date of the first premium in default, and the age and sex (except where
unisex rates apply) of the insured. The amount will not change thereafter unless
a loan is taken against the fixed reduced paid-up insurance. Pruco Life will, if
asked, tell the owner what the amount will be. Apart from the case described
above in which fixed reduced paid-up insurance is the automatic benefit provided
on lapse, the owner who wants fixed reduced paid-up insurance must ask for it in
writing, in a form that meets Pruco Life's needs, within 3 months of the due
date of the first unpaid premium. Fixed reduced paid-up insurance has a cash
value and a loan value. Acquisition of reduced paid-up insurance within the
first 7 Contract years may result in the Contract becoming a Modified Endowment
Contract. See TAX TREATMENT OF CONTRACT BENEFITS, page 16.

3. Variable Reduced Paid-Up Insurance. Variable reduced paid-up insurance
provides insurance coverage for the lifetime of the insured. The initial
insurance amount will depend upon the net cash value on the due date of the
first premium in default and the age and sex (except where unisex rates apply)
of the insured. This will be a new guaranteed minimum death benefit. Aside from
this guarantee, the cash value and the amount of insurance will vary with
investment performance in the same manner as a Contract in force on a premium
paying basis (see HOW A CONTRACT'S DEATH BENEFIT WILL VARY, page 8 and HOW A
CONTRACT'S CASH VALUE WILL VARY, page 10). Variable reduced paid-up insurance
has a loan privilege identical to that available on premium paying Contracts
(see CONTRACT LOANS, page 15). The availability of variable reduced paid-up
insurance is subject to the receipt of required state regulatory approvals.
Acquisition of reduced paid-up insurance within the first 7 Contract years may
result in the Contract becoming a Modified Endowment Contract. See TAX TREATMENT
OF CONTRACT BENEFITS, page 16.

As explained in item 1 above, variable reduced paid-up insurance is the
automatic benefit on lapse for Contracts issued on certain insureds in those
jurisdictions where regulatory approval has been obtained for such insurance.
Owners of other Contracts who want variable reduced paid-up insurance must ask
for it in writing, in a form that meets Pruco Life's needs, within 3 months of
the date of default; it will be available to such owners only if the initial
amount of variable reduced paid-up insurance would be at least $5,000. This
minimum is not applicable to Contracts for which variable reduced paid-up
insurance is the automatic benefit upon lapse.

4. Payment of Net Cash Value. The owner can receive the net cash value by
surrendering the Contract and making a written request in a form that meets
Pruco Life's needs. If Pruco Life receives the request within the days of grace
of a premium in default, the net cash value will be the net cash value as of the
due date of that premium, adjusted for any loan made or repaid during the days
of grace, plus or minus an amount that depends upon the investment performance
between the due date and the date Pruco Life receives the request. Whether the
net cash value as of the due date of the unpaid premium is increased or
decreased by subsequent investment performance depends upon whether or not the
assets relating to the Contract have increased at more than 4% a year. If Pruco
Life receives the request after the grace period expires, the net cash value
will be the net value of any extended term insurance then in force, or the net
value of any reduced paid-up insurance then in force (either fixed or variable),
less any Contract debt. Surrender of the Contract may have tax consequences. See
TAX TREATMENT OF CONTRACT BENEFITS, page 16.

   
The following table shows, the cash value, extended term insurance, and both
fixed and variable reduced paid-up insurance for two representative Contracts,
each with a guaranteed death benefit of $50,000, which lapse at the end of 8
years after a uniform gross annual investment return of 8%. The tables assume a
total Series Fund expense ratio of 0.52% (taking into account the offsets
described under THE PRUDENTIAL SERIES FUND, INC. on page 3).
    

                                       19

<PAGE>


- --------------------------------------------------------------------------------
                       MAXIMUM MORTALITY CHARGE ASSUMPTION
- --------------------------------------------------------------------------------
                                           Extended              Reduced
      Insured          Cash Value       Term Insurance      Paid-Up Insurance
- --------------------------------------------------------------------------------
   
   Male, age 25          $3,445             $51,728              $14,381
     at issue                           for 19.82 years         for life

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

   Male, age 40          $6,254             $52,012              $16,174
     at issue                           for 12.72 years         for life
    
- --------------------------------------------------------------------------------

LEGAL CONSIDERATIONS RELATING TO SEX-DISTINCT PREMIUMS AND BENEFITS

The Contract generally employs mortality tables that distinguish between males
and females. Thus, premiums and benefits under Contracts issued on males and
females of the same age will generally differ. However, in those states that
have adopted regulations prohibiting sex-distinct insurance rates, premiums and
cost of insurance charges will be based on male mortality tables whether the
insured is male or female. In addition, employers and employee organizations
considering purchase of a Contract should consult their legal advisors to
determine whether purchase of a Contract based on sex-distinct actuarial tables
is consistent with Title VII of the Civil Rights Act of 1964 or other applicable
law. Pruco Life may offer the Contract with unisex mortality rates to such
prospective purchasers.

OTHER GENERAL CONTRACT PROVISIONS

Beneficiary. The beneficiary is designated and named in the application by the
Contract owner. Thereafter, the owner may change the beneficiary, provided it is
in accordance with the terms of the Contract. Should the insured die with no
surviving beneficiary, the insured's estate will become the beneficiary.

Incontestability. After the Contract has been in force during the insured's
lifetime for 2 years from the Contract date, Pruco Life will not contest its
liability under the Contract in accordance with its terms.

Misstatement of Age or Sex. If the insured's stated age or sex (except where
unisex rates apply) or both are incorrect in the Contract, Pruco Life will
adjust the benefits payable, as required by law, to reflect what the premium
would have purchased for the correct age and sex.

Suicide Exclusion. Generally, if the insured, whether sane or insane, dies by
suicide within 2 years from the Contract date, Pruco Life will pay no more under
the Contract than the sum of the premiums paid.

Assignment. This Contract may not be assigned if such assignment would violate
any federal, state or local law or regulation. Pruco Life assumes no
responsibility for the validity or sufficiency of any assignment, and it will
not be obligated to comply with any assignment unless it has received a copy at
one of its Home Offices.

Settlement Options. The Contract grants to most owners, or to the beneficiary, a
wide variety of optional ways of receiving Contract proceeds, other than in a
lump sum. Any Pruco Life representative authorized to sell this Contract can
explain these options upon request.

RIDERS

   
The Contract owner may be able to obtain extra fixed benefits, which may require
an additional premium. These benefits will be described in what is known as a
"rider" to the Contract. For example, one benefit pays an additional amount if
the insured dies in an accident. Others waive certain premiums if the insured is
disabled within the meaning of the provision (or, in the case of a Contract
issued on an insured under the age of 15, if the applicant dies or becomes
disabled within the meaning of the provision). Others pay an additional amount
if the insured dies within a stated number of years after issue; similar
benefits may be available if the insured's spouse or child should die. The
amounts of these benefits are fully guaranteed at issue; they do not depend on
the performance of the Account. Certain restrictions may apply; they are clearly
described in the applicable rider. Any Pruco Life representative authorized to
sell the Contract can explain these extra benefits further. Samples of the
provisions are available from Pruco Life upon written request.
    

VOTING RIGHTS

As stated above, all of the assets held in the subaccounts of the Account will
be invested in shares of the corresponding portfolios of the Series Fund. Pruco
Life is the legal owner of those shares and as such has the right to vote on any
matter voted on at Series Fund shareholders meetings. However, Pruco Life will,
as required by law, vote the shares of the Series Fund at any regular and
special shareholders meetings it is required to hold in accordance with voting
instructions received from Contract owners. The Series Fund will not hold annual


                                       20

<PAGE>


shareholders meetings when not required to do so under Maryland law or the
Investment Company Act of 1940. Series Fund shares for which no timely
instructions from Contract owners are received, and any shares attributable to
general account investments of Pruco Life will be voted in the same proportion
as shares in the respective portfolios for which instructions are received.
Should the applicable federal securities laws or regulations, or their current
interpretation, change so as to permit Pruco Life to vote shares of the Series
Fund in its own right, it may elect to do so.

Matters on which Contract owners may give voting instructions include the
following: (1) election of the Board of Directors of the Series Fund; (2)
ratification of the independent accountant of the Series Fund; (3) approval of
the investment advisory agreement for a portfolio of the Series Fund
corresponding to the Contract owner's selected subaccount[s]; (4) any change in
the fundamental investment policy of a portfolio corresponding to the Contract
owner's selected subaccount[s]; and (5) any other matter requiring a vote of the
shareholders of the Series Fund. With respect to approval of the investment
advisory agreement or any change in a portfolio's fundamental investment policy,
Contract owners participating in such portfolios will vote separately on the
matter, pursuant to the requirements of Rule 18f-2 under the 1940 Act.

The number of Series Fund shares for which instructions may be given by a
Contract owner is determined by dividing the portion of the value of the
Contract derived from participation in a subaccount, by the value of one share
in the corresponding portfolio of the Series Fund. The number of votes for which
each Contract owner may give Pruco Life instructions will be determined as of
the record date chosen by the Board of Directors of the Series Fund. Pruco Life
will furnish Contract owners with proper forms and proxies to enable them to
give these instructions. Pruco Life reserves the right to modify the manner in
which the weight to be given voting instructions is calculated where such a
change is necessary to comply with current federal regulations or
interpretations of those regulations.

Pruco Life may, if required by state insurance regulations, disregard voting
instructions if such instructions would require shares to be voted so as to
cause a change in the sub-classification or investment objectives of one or more
of the Series Fund's portfolios, or to approve or disapprove an investment
advisory contract for the Series Fund. In addition, Pruco Life itself may
disregard voting instructions that would require changes in the investment
policy or investment advisor of one or more of the Series Fund's portfolios,
provided that Pruco Life reasonably disapproves such changes in accordance with
applicable federal regulations. If Pruco Life does disregard voting
instructions, it will advise Contract owners of that action and its reasons for
such action in the next annual or semi-annual report to Contract owners.

SUBSTITUTION OF SERIES FUND SHARES

Although Pruco Life believes it to be unlikely, it is possible that in the
judgment of its management, one or more of the portfolios of the Series Fund may
become unsuitable for investment by Contract owners because of investment policy
changes, tax law changes or the unavailability of shares for investment. In that
event, Pruco Life may seek to substitute the shares of another portfolio or of
an entirely different mutual fund. Before this can be done, the approval of the
SEC, and possibly one or more state insurance departments, will be required.
Contract owners will be notified of such substitution.

REPORTS TO CONTRACT OWNERS

Once each Contract year (except where the Contract is in force as fixed extended
term insurance or fixed reduced paid-up insurance), Contract owners will be sent
statements that provide certain information pertinent to their own Contract.
These statements detail values and transactions made and specific Contract data
that apply only to each particular Contract. On request, a Contract owner will
be sent a current statement in a form similar to that of the annual statement
described above, but Pruco Life may limit the number of such requests or impose
a reasonable charge if such requests are made too frequently.

Each Contract owner will be sent an annual report for the Account. Contract
owners will also be sent annual and semi-annual reports of the Series Fund
showing the financial condition of the portfolios and the investments held in
each.

STATE REGULATION

Pruco Life is subject to regulation and supervision by the Department of
Insurance of the State of Arizona, which periodically examines its operations
and financial condition. It is also subject to the insurance laws and
regulations of all jurisdictions in which it is authorized to do business.

Pruco Life is required to submit annual statements of its operations, including
financial statements, to the insurance departments of the various jurisdictions
in which it does business to determine solvency and compliance with local
insurance laws and regulations.


                                       21

<PAGE>


In addition to the annual statements referred to above, Pruco Life is required
to file with Arizona and other jurisdictions a separate statement with respect
to the operations of all its variable contract accounts, in a form promulgated
by the National Association of Insurance Commissioners.

EXPERTS

The financial statements included in this prospectus have been audited by
Deloitte & Touche LLP, independent auditors, as stated in their reports
appearing herein, and are included in reliance upon the reports of such firm
given upon their authority as experts in accounting and auditing. Deloitte &
Touche LLP's principal business address is Two Hilton Court, Parsippany, New
Jersey 07054-0319. Actuarial matters included in this prospectus have been
examined by Nancy D. Davis, FSA, MAAA, whose opinion is filed as an exhibit to
the registration statement.

   
On March 12, 1996, Deloitte & Touche LLP was dismissed as the independent
accountants of Pruco Life. There have been no disagreements with Deloitte &
Touche LLP on any matter of accounting principles or practices, financial
statements disclosure or auditing scope or procedure which, if not resolved to
the satisfaction of the accountant, would have caused them to make a reference
to the matter in their reports.
    

LITIGATION

   
Several actions have been brought against Pruco Life on behalf of those persons
who purchased life insurance policies based on complaints about sales practices
engaged in by The Prudential, Pruco Life and agents appointed by The Prudential
and Pruco Life. The Prudential has agreed to indemnify Pruco Life for any and
all losses resulting from such litigation.
    

ADDITIONAL INFORMATION

A registration statement has been filed with the SEC under the Securities Act of
1933, relating to the offering described in this prospectus. This prospectus
does not include all of the information set forth in the registration statement.
Certain portions have been omitted pursuant to the rules and regulations of the
SEC. The omitted information may, however, be obtained from the SEC's principal
office in Washington, D.C., upon payment of a prescribed fee.

Further information may also be obtained from Pruco Life's office. The address
and telephone number are set forth on the cover of this prospectus.

FINANCIAL STATEMENTS

The consolidated financial statements of Pruco Life and subsidiaries included
herein should be distinguished from the financial statements of the Account, and
should be considered only as bearing upon the ability of Pruco Life to meet its
obligations under the Contracts.


                                       22

<PAGE>


                             DIRECTORS AND OFFICERS

   
The directors and major officers of Pruco Life, listed with their principal
occupations during the past 5 years, are shown below.
    

                             DIRECTORS OF PRUCO LIFE

   
E. MICHAEL CAULFIELD, Director. -- Chief Executive Officer, Prudential Money
Management Group since 1995; 1993 to 1995: President, Prudential Preferred
Financial Services; 1992 to 1993: President, Prudential Property and Casualty
Insurance Company*; Prior to 1992: President of Investment Services of The
Prudential.
    

GARNETT L. KEITH, JR., Director. -- Vice Chairman of The Prudential.

   
IRA J. KLEINMAN, Director. -- Chief Marketing and Product Development Officer,
Prudential Individual Insurance Group since 1995; 1993 to 1995: President,
Prudential Select; Prior to 1993: Senior Vice President of The Prudential.

ESTHER H. MILNES, President and Director. -- Vice President and Actuary,
Prudential Individual Insurance Group since 1996; 1993 to 1996: Senior Vice
President and Chief Actuary, Prudential Insurance and Financial Services; Prior
to 1993: Vice President and Associate Actuary of The Prudential.

I. EDWARD PRICE, Vice Chairman and Director. -- Senior Vice President and
Actuary, Prudential Individual Insurance Group since 1995; 1994 to 1995: Chief
Executive Officer, Prudential International Insurance; 1993 to 1994: President,
Prudential International Insurance; Prior to 1993: Senior Vice President and
Company Actuary of The Prudential.

WILLIAM F. YELVERTON, Director. -- Chief Executive Officer, Prudential
Individual Insurance Group since 1995; Prior to 1995: Chief Executive Officer,
New York Life Worldwide.
    

                         OFFICERS WHO ARE NOT DIRECTORS

   
BEVERLY R. BARNEY, Senior Vice President. -- Vice President and Re-Engineering
Officer, Prudential Individual Insurance Group since 1995; 1993 to 1995: Senior
Vice President and Associate Actuary, Prudential Direct; Prior to 1993: Senior
Vice President and Actuary of Pruco Life.

SUSAN L. BLOUNT, Secretary. -- Vice President and Secretary of The Prudential
since 1995; Prior to 1995: Assistant General Counsel for Prudential Residential
Services Company.

C. EDWARD CHAPLIN, Treasurer. -- Vice President and Treasurer of The Prudential
since 1995; 1993 to 1995: Managing Director and Assistant Treasurer of The
Prudential; 1992 to 1993: Vice President and Assistant Treasurer, Banking and
Cash Management for The Prudential; Prior to 1992: Regional Vice President of
Prudential Mortgage Capital Company.

CLIFFORD E. KIRSCH, Chief Legal Officer. -- Chief Counsel, Variable Products,
Law Department of The Prudential since 1995; 1994 to 1995: Associate General
Counsel with Paine Webber; Prior to 1994: Assistant Director in the Division of
Investment Management with the Securities and Exchange Commission.

RICHARD F. LAMBERT, Senior Vice President and Chief Actuary. -- Vice President
and Actuary, Prudential Individual Insurance Group since 1996; 1994 to 1996:
Vice President and Chief Actuary, Prudential Preferred Financial Services; 1993
to 1994: Vice President and Actuary, Prudential Preferred Financial Services;
Prior to 1993: Vice President and Associate Actuary of The Prudential.

FRANK MARINO, Senior Vice President. -- Vice President, Policyholder Relations
Department, Prudential Individual Insurance Group since 1996; Prior to 1996:
Senior Vice President, Prudential Mutual Fund Services.
    

MICHAEL R. SHAPIRO, Senior Vice President. -- Vice President, Marketing and
Product Development, Prudential Individual Insurance Group since 1996; Prior to
1996: Senior Vice President, Prudential Select Brokerage.

   
STEPHEN P. TOOLEY, Vice President, Comptroller and Chief Accounting Officer. --
Vice President, Product Performance, Prudential Individual Insurance Group since
1996; 1993 to 1996: Vice President and Comptroller, Prudential Insurance and
Financial Services; Prior to 1993: Director, Financial Analysis for The
Prudential.
    

The business address of all directors and officers of Pruco Life is 213
Washington Street, Newark, New Jersey 07102-2992.

* SUBSIDIARY OF THE PRUDENTIAL


                                       23
<PAGE>
   
                            FINANCIAL STATEMENTS OF
                     PRUCO LIFE VARIABLE INSURANCE ACCOUNT
 
STATEMENTS OF NET ASSETS
 
December 31, 1995
 
<TABLE>
<CAPTION>
                                                                                             SUBACCOUNTS
                                                                    --------------------------------------------------------------
 
                                                                        MONEY        DIVERSIFIED                       FLEXIBLE
                                                        TOTAL           MARKET           BOND           EQUITY         MANAGED
                                                    --------------  --------------  --------------  --------------  --------------
<S>                                                 <C>             <C>             <C>             <C>             <C>
ASSETS
  Investment in shares of The Prudential Series
    Fund, Inc.
    Portfolios at net asset value [Note 2]........  $  296,716,654  $   15,946,635  $   21,491,802  $  107,624,988  $  105,647,473
                                                    --------------  --------------  --------------  --------------  --------------
LIABILITIES
  Payable to Related Separate Account.............          43,430               0               0               0          43,430
                                                    --------------  --------------  --------------  --------------  --------------
NET ASSETS........................................  $  296,673,224  $   15,946,635  $   21,491,802  $  107,624,988  $  105,604,043
                                                    --------------  --------------  --------------  --------------  --------------
                                                    --------------  --------------  --------------  --------------  --------------
NET ASSETS, representing:
  Equity of Contract owners.......................  $  296,337,719  $   15,901,841  $   21,485,655  $  107,588,953  $  105,557,680
  Equity of Pruco Life Insurance Company..........         335,505          44,794           6,147          36,035          46,363
                                                    --------------  --------------  --------------  --------------  --------------
                                                    $  296,673,224  $   15,946,635  $   21,491,802  $  107,624,988  $  105,604,043
                                                    --------------  --------------  --------------  --------------  --------------
                                                    --------------  --------------  --------------  --------------  --------------
</TABLE>
 
STATEMENTS OF OPERATIONS
 
For the year ended December 31, 1995
 
<TABLE>
<CAPTION>
                                                                                             SUBACCOUNTS
                                                                    --------------------------------------------------------------
 
                                                                        MONEY        DIVERSIFIED                       FLEXIBLE
                                                        TOTAL           MARKET           BOND           EQUITY         MANAGED
                                                    --------------  --------------  --------------  --------------  --------------
<S>                                                 <C>             <C>             <C>             <C>             <C>
INVESTMENT INCOME
  Dividend distributions received.................  $    9,162,354  $      884,330  $    1,360,626  $    2,062,719  $    3,101,499
 
EXPENSES
  Charges to Contract owners for assuming
    mortality risk and expense risk [Note 3A].....         937,272          54,578          68,781         336,037         332,236
  Reimbursement for excess expenses [Note 3B].....        (409,174)         (6,389)         (8,980)        (95,005)       (237,616)
                                                    --------------  --------------  --------------  --------------  --------------
NET EXPENSES......................................         528,098          48,189          59,801         241,032          94,620
                                                    --------------  --------------  --------------  --------------  --------------
NET INVESTMENT INCOME (LOSS)......................       8,634,256         836,141       1,300,825       1,821,687       3,006,879
                                                    --------------  --------------  --------------  --------------  --------------
NET REALIZED AND UNREALIZED GAIN (LOSS)
  ON INVESTMENTS
  Capital gains distributions received............       9,591,082               0          46,988       3,775,598       4,387,819
  Realized gain (loss) on shares redeemed
    [average cost basis]..........................         918,882               0          25,897         592,148         234,407
  Net unrealized gain on investments..............      38,815,929               0       2,288,395      19,423,426      12,905,968
                                                    --------------  --------------  --------------  --------------  --------------
NET GAIN ON INVESTMENTS...........................      49,325,893               0       2,361,280      23,791,172      17,528,194
                                                    --------------  --------------  --------------  --------------  --------------
NET INCREASE IN NET ASSETS
  RESULTING FROM OPERATIONS.......................  $   57,960,149  $      836,141  $    3,662,105  $   25,612,859  $   20,535,073
                                                    --------------  --------------  --------------  --------------  --------------
                                                    --------------  --------------  --------------  --------------  --------------
</TABLE>

             SEE NOTES TO FINANCIAL STATEMENTS ON PAGES A9 AND A10.
    
                                       A1
<PAGE>
   
STATEMENTS OF NET ASSETS (CONTINUED)
December 31, 1995
<TABLE>
<CAPTION>
                                                                               SUBACCOUNTS (CONTINUED)
                                                    ------------------------------------------------------------------------------
 
                                                                         HIGH
                                                     CONSERVATIVE       YIELD           STOCK           EQUITY         NATURAL
                                                       BALANCED          BOND           INDEX           INCOME        RESOURCES
                                                    --------------  --------------  --------------  --------------  --------------
<S>                                                 <C>             <C>             <C>             <C>             <C>
ASSETS
  Investment in shares of The Prudential Series
    Fund, Inc.
    Portfolios at net asset value [Note 2]........  $   34,528,788  $    1,834,463  $    4,568,536  $    2,320,246  $    1,541,873
                                                    --------------  --------------  --------------  --------------  --------------
LIABILITIES
  Payable to Related Separate Account.............               0               0               0               0               0
                                                    --------------  --------------  --------------  --------------  --------------
NET ASSETS........................................  $   34,528,788  $    1,834,463  $    4,568,536  $    2,320,246  $    1,541,873
                                                    --------------  --------------  --------------  --------------  --------------
                                                    --------------  --------------  --------------  --------------  --------------
NET ASSETS, representing:
  Equity of Contract owners.......................  $   34,437,738  $    1,829,331  $    4,545,682  $    2,300,236  $    1,525,868
  Equity of Pruco Life Insurance Company..........          91,050           5,132          22,854          20,010          16,005
                                                    --------------  --------------  --------------  --------------  --------------
                                                    $   34,528,788  $    1,834,463  $    4,568,536  $    2,320,246  $    1,541,873
                                                    --------------  --------------  --------------  --------------  --------------
                                                    --------------  --------------  --------------  --------------  --------------
 
<CAPTION>
 
                                                                      GOVERNMENT      PRUDENTIAL
                                                        GLOBAL          INCOME         JENNISON
                                                    --------------  --------------  --------------
<S>                                                 <C>             <C>             <C>
ASSETS
  Investment in shares of The Prudential Series
    Fund, Inc.
    Portfolios at net asset value [Note 2]........  $      580,374  $      468,422  $       89,990
                                                    --------------  --------------  --------------
LIABILITIES
  Payable to Related Separate Account.............               0               0               0
                                                    --------------  --------------  --------------
NET ASSETS........................................  $      580,374  $      468,422  $       89,990
                                                    --------------  --------------  --------------
                                                    --------------  --------------  --------------
NET ASSETS, representing:
  Equity of Contract owners.......................  $      554,254  $      466,386  $       80,661
  Equity of Pruco Life Insurance Company..........          26,120           2,036           9,329
                                                    --------------  --------------  --------------
                                                    $      580,374  $      468,422  $       89,990
                                                    --------------  --------------  --------------
                                                    --------------  --------------  --------------
</TABLE>
 
STATEMENTS OF OPERATIONS (CONTINUED)
For the year ended December 31, 1995
<TABLE>
<CAPTION>
                                                                               SUBACCOUNTS (CONTINUED)
                                                    ------------------------------------------------------------------------------
 
                                                                         HIGH
                                                     CONSERVATIVE       YIELD           STOCK           EQUITY         NATURAL
                                                       BALANCED          BOND           INDEX           INCOME        RESOURCES
                                                    --------------  --------------  --------------  --------------  --------------
<S>                                                 <C>             <C>             <C>             <C>             <C>
INVESTMENT INCOME
  Dividend distributions received.................  $    1,351,932  $      181,504  $       84,287  $       80,529  $       17,543
 
EXPENSES
  Charges to Contract owners for assuming
    mortality risk and expense risk [Note 3A].....         111,230           5,973          13,296           7,129           4,704
  Reimbursement for excess expenses [Note 3B].....         (61,184)              0               0               0               0
                                                    --------------  --------------  --------------  --------------  --------------
NET EXPENSES......................................          50,046           5,973          13,296           7,129           4,704
                                                    --------------  --------------  --------------  --------------  --------------
NET INVESTMENT INCOME (LOSS)......................       1,301,886         175,531          70,991          73,400          12,839
                                                    --------------  --------------  --------------  --------------  --------------
NET REALIZED AND UNREALIZED GAIN (LOSS)
  ON INVESTMENTS
  Capital gains distributions received............       1,170,397               0          32,489          96,854          69,644
  Realized gain (loss) on shares redeemed
    [average cost basis]..........................          31,524            (933)         16,334           7,871           2,181
  Net unrealized gain on investments..............       2,509,581          95,010       1,052,064         203,709         233,804
                                                    --------------  --------------  --------------  --------------  --------------
NET GAIN ON INVESTMENTS...........................       3,711,502          94,077       1,100,887         308,434         305,629
                                                    --------------  --------------  --------------  --------------  --------------
NET INCREASE IN NET ASSETS
  RESULTING FROM OPERATIONS.......................  $    5,013,388  $      269,608  $    1,171,878  $      381,834  $      318,468
                                                    --------------  --------------  --------------  --------------  --------------
                                                    --------------  --------------  --------------  --------------  --------------
 
<CAPTION>
 
                                                                      GOVERNMENT      PRUDENTIAL
                                                        GLOBAL          INCOME        JENNISON*
                                                    --------------  --------------  --------------
<S>                                                 <C>             <C>             <C>
INVESTMENT INCOME
  Dividend distributions received.................  $        8,360  $       28,804  $            6
EXPENSES
  Charges to Contract owners for assuming
    mortality risk and expense risk [Note 3A].....           1,629           1,531              80
  Reimbursement for excess expenses [Note 3B].....               0               0               0
                                                    --------------  --------------  --------------
NET EXPENSES......................................           1,629           1,531              80
                                                    --------------  --------------  --------------
NET INVESTMENT INCOME (LOSS)......................           6,731          27,273             (74)
                                                    --------------  --------------  --------------
NET REALIZED AND UNREALIZED GAIN (LOSS)
  ON INVESTMENTS
  Capital gains distributions received............          10,665               0               0
  Realized gain (loss) on shares redeemed
    [average cost basis]..........................             823           8,064             506
  Net unrealized gain on investments..............          53,463          43,870           3,478
                                                    --------------  --------------  --------------
NET GAIN ON INVESTMENTS...........................          64,951          51,934           3,984
                                                    --------------  --------------  --------------
NET INCREASE IN NET ASSETS
  RESULTING FROM OPERATIONS.......................  $       71,682  $       79,207  $        3,910
                                                    --------------  --------------  --------------
                                                    --------------  --------------  --------------
                                                                                      *Commenced
                                                                                       Business
                                                                                      on 5/1/95
</TABLE>
 
             SEE NOTES TO FINANCIAL STATEMENTS ON PAGES A9 AND A10.
    
                                       A2
<PAGE>
   
STATEMENTS OF NET ASSETS (CONTINUED)
 
December 31, 1995
 
<TABLE>
<CAPTION>
                                                     SUBACCOUNTS
                                                    --------------
 
                                                        SMALL
                                                    CAPITALIZATION
                                                        STOCK
                                                    --------------
<S>                                                 <C>
ASSETS
  Investment in shares of The Prudential Series
    Fund, Inc.
    Portfolios at net asset value [Note 2]........  $       73,064
                                                    --------------
LIABILITIES
  Payable to Related Separate Account.............               0
                                                    --------------
NET ASSETS........................................  $       73,064
                                                    --------------
                                                    --------------
NET ASSETS, representing:
  Equity of Contract owners.......................  $       63,434
  Equity of Pruco Life Insurance Company..........           9,630
                                                    --------------
                                                    $       73,064
                                                    --------------
                                                    --------------
</TABLE>
 
STATEMENTS OF OPERATIONS (CONTINUED)
 
For the year ended December 31, 1995
 
<TABLE>
<CAPTION>
                                                     SUBACCOUNTS
                                                    --------------
 
                                                        SMALL
                                                    CAPITALIZATION
                                                        STOCK*
                                                    --------------
<S>                                                 <C>
INVESTMENT INCOME
  Dividend distributions received.................  $          215
 
EXPENSES
  Charges to Contract owners for assuming
    mortality risk and expense risk [Note 3A].....              68
  Reimbursement for excess expenses [Note 3B].....               0
                                                    --------------
NET EXPENSES......................................              68
                                                    --------------
NET INVESTMENT INCOME (LOSS)......................             147
                                                    --------------
NET REALIZED AND UNREALIZED GAIN (LOSS)
  ON INVESTMENTS
  Capital gains distributions received............             628
  Realized gain (loss) on shares redeemed
    [average cost basis]..........................              60
  Net unrealized gain on investments..............           3,161
                                                    --------------
NET GAIN ON INVESTMENTS...........................           3,849
                                                    --------------
NET INCREASE IN NET ASSETS
  RESULTING FROM OPERATIONS.......................  $        3,996
                                                    --------------
                                                    --------------
                                                      *Commenced
                                                       Business
                                                      on 5/1/95
</TABLE>
 
             SEE NOTES TO FINANCIAL STATEMENTS ON PAGES A9 AND A10.
    
                                       A3
<PAGE>
   
                     (This page intentionally left blank.)
    
                                       A4
<PAGE>
   
                            FINANCIAL STATEMENTS OF
                     PRUCO LIFE VARIABLE INSURANCE ACCOUNT
 
STATEMENTS OF CHANGES IN NET ASSETS
 
For the years ended December 31, 1995 and 1994
 
<TABLE>
<CAPTION>
                                                                                              SUBACCOUNTS
                                                                     --------------------------------------------------------------
 
                                                                                 MONEY                        DIVERSIFIED
                                                 TOTAL                           MARKET                           BOND
                                     ------------------------------  ------------------------------  ------------------------------
                                          1995            1994            1995            1994            1995            1994
                                     --------------  --------------  --------------  --------------  --------------  --------------
<S>                                  <C>             <C>             <C>             <C>             <C>             <C>
 
OPERATIONS:
  Net investment income (loss).....  $    8,634,256  $    6,924,016  $      836,141  $      559,929  $    1,300,825  $    1,112,882
  Capital gains distributions
    received.......................       9,591,082       6,346,543               0               0          46,988          40,866
  Realized gain (loss) on shares
    redeemed
    [average cost basis]...........         918,882         376,565               0               0          25,897           8,522
  Net unrealized gain (loss) on
    investments....................      38,815,929     (14,916,341)              0               0       2,288,395      (1,825,278)
                                     --------------  --------------  --------------  --------------  --------------  --------------
 
NET INCREASE (DECREASE) IN NET
  ASSETS
  RESULTING FROM OPERATIONS........      57,960,149      (1,269,217)        836,141         559,929       3,662,105        (663,008)
                                     --------------  --------------  --------------  --------------  --------------  --------------
 
NET INCREASE (DECREASE) IN NET
  ASSETS
  RESULTING FROM PREMIUM PAYMENTS
  AND OTHER OPERATING TRANSFERS....        (948,126)      3,752,964        (251,391)       (470,898)       (215,375)       (238,081)
                                     --------------  --------------  --------------  --------------  --------------  --------------
 
NET INCREASE (DECREASE) IN NET
  ASSETS
  RESULTING FROM SURPLUS
  TRANSFERS........................         (88,204)       (359,061)         13,580         (40,960)        (15,824)        (12,282)
                                     --------------  --------------  --------------  --------------  --------------  --------------
 
TOTAL INCREASE (DECREASE)
  IN NET ASSETS....................      56,923,819       2,124,686         598,330          48,071       3,430,906        (913,371)
 
NET ASSETS:
  Beginning of year................     239,749,405     237,624,719      15,348,305      15,300,234      18,060,896      18,974,267
                                     --------------  --------------  --------------  --------------  --------------  --------------
  End of year......................  $  296,673,224  $  239,749,405  $   15,946,635  $   15,348,305  $   21,491,802  $   18,060,896
                                     --------------  --------------  --------------  --------------  --------------  --------------
                                     --------------  --------------  --------------  --------------  --------------  --------------
</TABLE>
 
             SEE NOTES TO FINANCIAL STATEMENTS ON PAGES A9 AND A10.
    
                                       A5
<PAGE>
   
STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)
 
For the years ended December 31, 1995 and 1994
<TABLE>
<CAPTION>
                                                        SUBACCOUNTS (CONTINUED)
                                     --------------------------------------------------------------
 
                                                                                FLEXIBLE
                                                 EQUITY                         MANAGED
                                     ------------------------------  ------------------------------
                                          1995            1994            1995            1994
                                     --------------  --------------  --------------  --------------
<S>                                  <C>             <C>             <C>             <C>
 
OPERATIONS:
  Net investment income (loss).....  $    1,821,687  $    1,683,712  $    3,006,879  $    2,308,550
  Capital gains distributions
    received.......................       3,775,598       3,446,147       4,387,819       2,439,446
  Realized gain (loss) on shares
    redeemed
    [average cost basis]...........         592,148         270,343         234,407          57,114
  Net unrealized gain (loss) on
    investments....................      19,423,426      (3,314,767)     12,905,968      (7,638,295)
                                     --------------  --------------  --------------  --------------
 
NET INCREASE (DECREASE) IN NET
  ASSETS
  RESULTING FROM OPERATIONS........      25,612,859       2,085,435      20,535,073      (2,833,185)
                                     --------------  --------------  --------------  --------------
 
NET INCREASE (DECREASE) IN NET
  ASSETS
  RESULTING FROM PREMIUM PAYMENTS
  AND OTHER OPERATING TRANSFERS....        (966,669)        191,542        (777,608)      1,830,761
                                     --------------  --------------  --------------  --------------
 
NET INCREASE (DECREASE) IN NET
  ASSETS
  RESULTING FROM SURPLUS
  TRANSFERS........................           1,701         (99,540)       (110,202)       (126,969)
                                     --------------  --------------  --------------  --------------
 
TOTAL INCREASE (DECREASE)
  IN NET ASSETS....................      24,647,891       2,177,437      19,647,263      (1,129,393)
 
NET ASSETS:
  Beginning of year................      82,977,097      80,799,660      85,956,780      87,086,173
                                     --------------  --------------  --------------  --------------
  End of year......................  $  107,624,988  $   82,977,097  $  105,604,043  $   85,956,780
                                     --------------  --------------  --------------  --------------
                                     --------------  --------------  --------------  --------------
 
<CAPTION>
 
                                                                                  HIGH
                                              CONSERVATIVE                       YIELD
                                                BALANCED                          BOND
                                     ------------------------------  ------------------------------
                                          1995            1994            1995            1994
                                     --------------  --------------  --------------  --------------
<S>                                  <C>             <C>             <C>             <C>
OPERATIONS:
  Net investment income (loss).....  $    1,301,886  $      955,348  $      175,531  $      154,127
  Capital gains distributions
    received.......................       1,170,397         306,877               0               0
  Realized gain (loss) on shares
    redeemed
    [average cost basis]...........          31,524           8,992            (933)          2,079
  Net unrealized gain (loss) on
    investments....................       2,509,581      (1,583,036)         95,010        (205,610)
                                     --------------  --------------  --------------  --------------
NET INCREASE (DECREASE) IN NET
  ASSETS
  RESULTING FROM OPERATIONS........       5,013,388        (311,819)        269,608         (49,404)
                                     --------------  --------------  --------------  --------------
NET INCREASE (DECREASE) IN NET
  ASSETS
  RESULTING FROM PREMIUM PAYMENTS
  AND OTHER OPERATING TRANSFERS....         374,732       1,302,374         (24,810)         (3,900)
                                     --------------  --------------  --------------  --------------
NET INCREASE (DECREASE) IN NET
  ASSETS
  RESULTING FROM SURPLUS
  TRANSFERS........................           9,314         (63,244)           (217)         (3,448)
                                     --------------  --------------  --------------  --------------
TOTAL INCREASE (DECREASE)
  IN NET ASSETS....................       5,397,434         927,311         244,581         (56,752)
NET ASSETS:
  Beginning of year................      29,131,354      28,204,043       1,589,882       1,646,634
                                     --------------  --------------  --------------  --------------
  End of year......................  $   34,528,788  $   29,131,354  $    1,834,463  $    1,589,882
                                     --------------  --------------  --------------  --------------
                                     --------------  --------------  --------------  --------------
</TABLE>
 
             SEE NOTES TO FINANCIAL STATEMENTS ON PAGES A9 AND A10.
    
                                       A6
<PAGE>
   
STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)
 
For the years ended December 31, 1995 and 1994
 
<TABLE>
<CAPTION>
                                                                              SUBACCOUNTS
                                     ----------------------------------------------------------------------------------------------
 
                                                 STOCK                           EQUITY                         NATURAL
                                                 INDEX                           INCOME                        RESOURCES
                                     ------------------------------  ------------------------------  ------------------------------
                                          1995            1994            1995            1994            1995            1994
                                     --------------  --------------  --------------  --------------  --------------  --------------
<S>                                  <C>             <C>             <C>             <C>             <C>             <C>
 
OPERATIONS:
  Net investment income (loss).....  $       70,991  $       64,000  $       73,400  $       51,821  $       12,839  $        7,326
  Capital gains distributions
    received.......................          32,489           4,568          96,854          85,670          69,644          22,870
  Realized gain (loss) on shares
    redeemed
    [average cost basis]...........          16,334          13,026           7,871           4,284           2,181          11,808
  Net unrealized gain (loss) on
    investments....................       1,052,064         (58,977)        203,709        (130,972)        233,804         (94,709)
                                     --------------  --------------  --------------  --------------  --------------  --------------
 
NET INCREASE (DECREASE) IN NET
  ASSETS
  RESULTING FROM OPERATIONS........       1,171,878          22,617         381,834          10,803         318,468         (52,705)
                                     --------------  --------------  --------------  --------------  --------------  --------------
 
NET INCREASE (DECREASE) IN NET
  ASSETS
  RESULTING FROM PREMIUM PAYMENTS
  AND OTHER OPERATING TRANSFERS....         291,051         182,827         239,675         418,737          80,100         186,135
                                     --------------  --------------  --------------  --------------  --------------  --------------
 
NET INCREASE (DECREASE) IN NET
  ASSETS
  RESULTING FROM SURPLUS
  TRANSFERS........................          (9,754)          7,658          18,454         (25,455)         13,605         (31,173)
                                     --------------  --------------  --------------  --------------  --------------  --------------
 
TOTAL INCREASE (DECREASE)
  IN NET ASSETS....................       1,453,175         213,102         639,963         404,085         412,173         102,257
 
NET ASSETS:
  Beginning of year................       3,115,361       2,902,259       1,680,283       1,276,198       1,129,700       1,027,443
                                     --------------  --------------  --------------  --------------  --------------  --------------
  End of year......................  $    4,568,536  $    3,115,361  $    2,320,246  $    1,680,283  $    1,541,873  $    1,129,700
                                     --------------  --------------  --------------  --------------  --------------  --------------
                                     --------------  --------------  --------------  --------------  --------------  --------------
</TABLE>
 
             SEE NOTES TO FINANCIAL STATEMENTS ON PAGES A9 AND A10.
    
                                       A7
<PAGE>
   
STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)
 
For the years ended December 31, 1995 and 1994
 
<TABLE>
<CAPTION>
                                                                        SUBACCOUNTS (CONTINUED)
                                     ----------------------------------------------------------------------------------------------
 
                                                                                                                         SMALL
                                                                               GOVERNMENT              PRUDENTIAL    CAPITALIZATION
                                                GLOBAL**                         INCOME                JENNISON*         STOCK*
                                     ------------------------------  ------------------------------  --------------  --------------
                                          1995            1994            1995            1994            1995            1995
                                     --------------  --------------  --------------  --------------  --------------  --------------
<S>                                  <C>             <C>             <C>             <C>             <C>             <C>
 
OPERATIONS:
  Net investment income (loss).....  $        6,731  $          131  $       27,273  $       26,190  $          (74) $          147
  Capital gains distributions
    received.......................          10,665              99               0               0               0             628
  Realized gain (loss) on shares
    redeemed
    [average cost basis]...........             823               0           8,064             397             506              60
  Net unrealized gain (loss) on
    investments....................          53,463         (15,549)         43,870         (49,148)          3,478           3,161
                                     --------------  --------------  --------------  --------------  --------------  --------------
 
NET INCREASE (DECREASE) IN NET
  ASSETS
  RESULTING FROM OPERATIONS........          71,682         (15,319)         79,207         (22,561)          3,910           3,996
                                     --------------  --------------  --------------  --------------  --------------  --------------
 
NET INCREASE (DECREASE) IN NET
  ASSETS
  RESULTING FROM PREMIUM PAYMENTS
  AND OTHER OPERATING TRANSFERS....         161,379         340,684           2,911          12,783          77,699          60,180
                                     --------------  --------------  --------------  --------------  --------------  --------------
 
NET INCREASE (DECREASE) IN NET
  ASSETS
  RESULTING FROM SURPLUS
  TRANSFERS........................          12,250           9,698         (38,380)         26,654           8,381           8,888
                                     --------------  --------------  --------------  --------------  --------------  --------------
 
TOTAL INCREASE (DECREASE)
  IN NET ASSETS....................         245,311         335,063          43,738          16,876          89,990          73,064
 
NET ASSETS:
  Beginning of year................         335,063               0         424,684         407,808               0               0
                                     --------------  --------------  --------------  --------------  --------------  --------------
  End of year......................  $      580,374  $      335,063  $      468,422  $      424,684  $       89,990  $       73,064
                                     --------------  --------------  --------------  --------------  --------------  --------------
                                     --------------  --------------  --------------  --------------  --------------  --------------
                                              **Commenced                                                      *Commenced
                                                Business                                                        Business
                                               on 5/1/94                                                       on 5/1/95
</TABLE>
 
             SEE NOTES TO FINANCIAL STATEMENTS ON PAGES A9 AND A10.
    
                                       A8
<PAGE>
   
                        NOTES TO FINANCIAL STATEMENTS OF
                     PRUCO LIFE VARIABLE INSURANCE ACCOUNT
          FOR THE YEARS ENDED DECEMBER 31, 1995 AND DECEMBER 31, 1994
 
NOTE 1:  GENERAL
 
Pruco  Life  Variable  Insurance  Account  (the  "Account")  was  established on
November 10, 1982 under  Arizona law as a  separate investment account of  Pruco
Life  Insurance Company ("Pruco Life") which is a wholly-owned subsidiary of The
Prudential Insurance Company of  America ("The Prudential").  The assets of  the
Account are segregated from Pruco Life's other assets.
 
The  Account is registered under the Investment Company Act of 1940, as amended,
as a unit investment trust. There  are thirteen subaccounts within the  Account,
each of which invests only in a corresponding portfolio of The Prudential Series
Fund,  Inc.  (the "Series  Fund").  The Series  Fund  is a  diversified open-end
management investment company, and is managed by The Prudential.
 
New sales of the product  which invests in the  Account were discontinued as  of
January  1, 1992. However, premium payments made by current Contract owners will
continue to be received by the Account.
 
NOTE 2:  INVESTMENT INFORMATION FOR THE PRUDENTIAL SERIES FUND, INC. PORTFOLIOS
 
The net asset value per share for each portfolio of the Series Fund, the  number
of  shares of  each portfolio  held by  the subaccounts  of the  Account and the
aggregate cost  of investments  in such  shares  at December  31, 1995  were  as
follows:
 
<TABLE>
<CAPTION>
                                                           PORTFOLIOS
                           ---------------------------------------------------------------------------
        PORTFOLIO              MONEY       DIVERSIFIED                    FLEXIBLE      CONSERVATIVE
       INFORMATION            MARKET          BOND          EQUITY         MANAGED        BALANCED
- -------------------------  -------------  -------------  -------------  -------------  ---------------
<S>                        <C>            <C>            <C>            <C>            <C>
Number of shares:              1,594,664      1,899,724      4,197,567     5,915,537        2,255,492
Net asset value per
share:                     $     10.0000  $     11.3131  $     25.6399   $   17.8593    $     15.3088
Cost:                      $  15,946,635  $  20,102,191  $  71,640,147   $87,271,562    $  30,758,824
</TABLE>
<TABLE>
<CAPTION>
                                             PORTFOLIOS (CONTINUED)
                           ----------------------------------------------------------
                               HIGH
        PORTFOLIO              YIELD          STOCK         EQUITY         NATURAL
       INFORMATION             BOND           INDEX         INCOME        RESOURCES
- -------------------------  -------------  -------------  -------------  -------------
<S>                        <C>            <C>            <C>            <C>
Number of shares:                235,175        228,930        142,601        89,271
Net asset value per
share:                     $      7.8004  $     19.9561  $     16.2709   $   17.2718
Cost:                      $   1,869,013  $   3,085,808  $   2,096,490   $ 1,243,132
 
<CAPTION>
 
                                             PORTFOLIOS (CONTINUED)
                           ----------------------------------------------------------
                                                                            SMALL
        PORTFOLIO                          GOVERNMENT     PRUDENTIAL    CAPITALIZATION
       INFORMATION            GLOBAL         INCOME        JENNISON         STOCK
- -------------------------  -------------  -------------  -------------  -------------
<S>                        <C>            <C>            <C>            <C>
Number of shares:                 37,363         39,971          7,172         6,174
Net asset value per
share:                     $     15.5332  $     11.7189  $     12.5468   $   11.8334
Cost:                      $     542,461  $     454,612  $      86,512   $    69,902
</TABLE>
 
NOTE 3:  CHARGES AND EXPENSES
 
A.  Mortality Risk and Expense Risk Charges
 
    The  mortality risk and expense risk charges  at an effective annual rate of
    0.35% are  applied  daily against  the  net assets  representing  equity  of
    Contract owners held in each subaccount.
 
B.  Expense Reimbursement
 
    Pursuant  to a  prior merger agreement,  the Account is  reimbursed by Pruco
    Life for  expenses  in excess  of  0.40% of  the  average daily  net  assets
    incurred by the Money Market, Diversified Bond, Equity, Flexible Managed and
    the Conservative Balanced Portfolios of the Series Fund.
    
                                       A9
<PAGE>
   

NOTE 4:  TAXES
 
The  operations  of the  subaccounts form  a part  of, and  are taxed  with, the
operations of Pruco Life. Under the  Internal Revenue Code, all ordinary  income
and  capital gains allocated to the Contract owners are not taxed to Pruco Life.
As a result, the net asset values of the subaccounts are not affected by federal
income taxes on distributions received by the subaccounts.
 
NOTE 5:  NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM SURPLUS TRANSFERS
 
The  increase  (decrease)  in  net  assets  resulting  from  surplus   transfers
represents the net contributions (withdrawals) of Pruco Life to the Account.
    
                                      A10
<PAGE>
   
                          INDEPENDENT AUDITORS' REPORT
 
To the Contract Owners of
Pruco Life Variable Insurance
Account and the Board of Directors
of Pruco Life Insurance Company
Newark, New Jersey
 
We have audited the accompanying statements of net assets of Pruco Life Variable
Insurance Account of Pruco Life Insurance Company (comprising, respectively, the
Money Market, Diversified Bond, Equity, Flexible Managed, Conservative Balanced,
High Yield Bond, Stock Index, Equity Income, Natural Resources, Global,
Government Income, Prudential Jennison, and Small Capitalization Stock
subaccounts) as of December 31, 1995, the related statements of operations for
the periods presented in the year then ended, and the statements of changes in
net assets for each of the periods presented in the two years then ended. These
financial statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
 
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. Our procedures included
confirmation of securities owned as of December 31, 1995. 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, such financial statements present fairly, in all material
respects, the financial position of each of the respective subaccounts
constituting the Pruco Life Variable Insurance Account as of December 31, 1995,
the results of their operations, and the changes in their net assets for the
respective stated periods in conformity with generally accepted accounting
principles.
 
Deloitte & Touche LLP
Parsippany, New Jersey
February 15, 1996
    
                                      A11
<PAGE>
   

                     CONSOLIDATED FINANCIAL STATEMENTS OF
                  PRUCO LIFE INSURANCE COMPANY AND SUBSIDIARIES

                  CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

                                                           DECEMBER 31,
                                                  -----------------------------
                                                   1995                    1994
                                                  --------              -------
                                                             ($000'S)
ASSETS
 Fixed maturities (market value $2,598,439
    and $2,596,172).......................      $2,510,783           $2,647,315
 Equity securities (cost $5,317 and $5,434)          4,009                3,326
 Mortgage loans...........................          64,464               71,919
 Investment in real estate................           4,059                7,189
 Policy loans.............................         569,273              493,862
 Other long-term investments..............           4,159                4,044
 Short-term investments...................         228,016              191,455
                                                ----------           ----------
    Total Investments.....................       3,384,763            3,419,110
 Cash.....................................          41,435               27,780
 Accrued investment income................          59,862               59,382
 Premiums due and deferred................          19,521               16,821
 Receivable from affiliates...............           8,275                7,517
 Federal income taxes--from affiliate.....           8,875               23,306
 Other assets.............................           9,436               25,102
 Assets held in Separate Accounts.........       4,285,269            3,511,784
                                                ----------           ----------
TOTAL  ASSETS.............................      $7,817,436           $7,090,802
                                                ==========           ==========

LIABILITIES AND STOCKHOLDER'S EQUITY
LIABILITIES:
 Policy liabilities and insurance reserves:
   Future policy benefits and claims......      $2,606,856           $2,767,552
   Other policy claims and benefits payable         13,822               15,184
   Interest Maintenance Reserve (IMR).....          27,282               21,802
 Payable to affiliates....................          41,584               30,257
 Other liabilities........................          52,865              131,695
 Asset Valuation Reserve (AVR)............          37,268               23,690
 Liabilities related to Separate Accounts        4,208,737            3,424,535
                                                ----------           ----------
TOTAL LIABILITIES ........................       6,988,414            6,414,715
                                                ----------           ----------

STOCKHOLDER'S EQUITY:
 Common Stock, $10 par value; authorized,
  1,000,000 shares; issued and outstanding,
   250,000 shares.........................           2,500                2,500
 Paid-in capital..........................         439,582              439,582
 Unassigned surplus.......................         386,940              234,005
                                                ----------           ----------
TOTAL STOCKHOLDER'S EQUITY................         829,022              676,087
                                                ----------           ----------
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY.     $7,817,436           $7,090,802
                                                ==========           ==========


                      CONSOLIDATED STATEMENTS OF OPERATIONS

                                                   YEARS ENDED DECEMBER 31,
                                              ----------------------------------
                                                1995        1994         1993
                                              --------    --------     --------
                                                          ($000'S)

REVENUE
 Premiums and annuity considerations.......   $570,440    $611,820     $563,900
 Net investment income.....................    250,386     245,977      260,939
 Net realized investment gains/(losses)....      3,952     (21,215)       8,878
 Other income..............................     40,987      13,259       18,882
                                              --------    --------     --------
TOTAL REVENUE..............................    865,765     849,841      852,599
                                              --------    --------     --------
BENEFITS AND EXPENSES
 Current and future benefits and claims....    512,988     559,658      534,354
 Commission expenses.......................     25,755      30,169       28,386
 General, administrative and other expenses    118,808     119,309      129,171
                                              --------    --------     --------
TOTAL BENEFITS AND EXPENSES................    657,551     709,136      691,911
                                              --------    --------     --------
 Income before provision in lieu of federal
  income tax...............................    208,214     140,705      160,688
 Provision in lieu of federal
  income tax...............................    (50,013)    (87,750)     (83,640)
                                              --------    --------     --------
NET INCOME.................................   $158,201    $ 52,955     $ 77,048
                                              ========    ========     ========


               SEE NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

    

                                       B-1


<PAGE>

   


                      CONSOLIDATED FINANCIAL STATEMENTS OF
                  PRUCO LIFE INSURANCE COMPANY AND SUBSIDIARIES

                 CONSOLIDATED STATEMENTS OF STOCKHOLDER'S EQUITY

                                                    YEARS ENDED DECEMBER 31,
                                              ---------------------------------
                                                1995         1994         1993
                                              --------     --------     -------
                                                           ($000'S)

COMMON STOCK
 Balance, beginning of year.................  $  2,500     $  2,500    $  2,500
 Issued during year.........................         -            -           -
                                              --------     --------    --------
 Balance, end of year.......................     2,500        2,500       2,500
                                              --------     --------    --------
PAID-IN CAPITAL
 Balance, beginning of year.................   439,582      439,582     439,582
 Paid-in during year........................         -            -           -
                                              --------     --------    --------
 Balance, end of year ......................   439,582      439,582     439,582
                                              --------     --------    --------

UNASSIGNED SURPLUS
 Balance, beginning of year.................   234,005      176,711     162,530
 Net income.................................   158,201       52,955      77,048
 Net unrealized investment gains/(losses)...     8,761        5,814      (9,351)
 (Increase) decrease in non-admitted assets.      (449)        (477)        575
 (Increase) decrease in AVR.................   (13,578)        (998)      5,909
 Dividends to stockholder...................         -            -     (60,000)
                                              --------     --------    --------
 Balance, end of year.......................   386,940      234,005     176,711
                                              --------     --------    --------
TOTAL STOCKHOLDER'S EQUITY..................  $829,022     $676,087    $618,793
                                              ========     ========    ========


                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                  YEARS ENDED DECEMBER 31,
                                            ---------------------------------
                                              1995         1994         1993
                                            --------     --------      ------
                                                         ($000'S)

CASH FLOW FROM OPERATING ACTIVITIES
 Net income...............................  $  158,201   $   52,955 $   77,048
 Adjustments to reconcile net income
  to net cash from operations:
  Increase/(decrease) in policy
   liabilities and insurance reserves.....    (162,058)    (143,153)   (124,602)
  Net decrease in Separate Accounts.......      10,717        5,674      12,173
  Net realized investment (gains)/losses..      (3,952)      21,215     (8,878)
  Depreciation, amortization and
   other non-cash items...................      (2,854)         314       1,907
  (Increase)/decrease in operating assets:
   Policy loans...........................     (75,411)     (73,591)    (71,472)
   Notes receivable from affiliates.......           -       50,000       9,000
   Interest receivable from affiliates....           -           23         420
   Accrued investment income..............        (480)      (2,597)        880
   Premiums due and deferred..............      (2,700)        (252)       (880)
   Receivable from affiliates.............        (758)        (637)      1,970
   Federal income taxes--from affiliate...      14,467      (19,155)      6,879
   Other assets...........................      15,666       (9,273)     (9,481)
 Increase/(decrease) in operating
  liabilities:
   Payable to affiliates..................      11,327      (24,029)     13,260
   Federal income taxes--to affiliate.....         (36)           -           -
   Other liabilities......................     (78,830)      27,710      34,632
                                             ---------    ---------   ---------

CASH FLOW FROM (USED FOR) OPERATING
  ACTIVITIES ............................     (116,701)    (114,796)    (57,144)
                                             ---------    ---------   ---------

CASH FLOW FROM INVESTING ACTIVITIES
 Proceeds from the sale/maturity of:
  Fixed maturities.......................    2,031,587    2,710,424   1,687,992
  Equity securities......................        5,557        1,909       4,032
  Mortgage loans.........................        7,395       10,821      21,691
  Other long-term investments............        1,559          607         520
  Investment in real estate..............        2,925        8,676           -
 Payments for the purchase of:
  Fixed maturities.......................   (1,876,232)  (2,561,081) (1,483,234)
  Equity securities......................       (4,279)      (2,436)     (3,068)
  Mortgage loans.........................            -      (35,276)       (918)
  Other long-term investments............       (1,674)      (1,584)        (84)
  Investment in real estate..............            -            -         (20)
 Net proceeds/(payments) of short-term
  investments............................      (36,482)       9,845    (116,735)
                                             ---------   ----------  ----------
CASH FLOW FROM INVESTING ACTIVITIES......      130,356      141,905     110,176
                                             ---------   ----------  ----------

CASH FLOW FROM FINANCING ACTIVITIES
  Dividends paid.........................            -            -     (60,000)
                                             ---------   ----------  -----------
 Net increase/(decrease) in Cash........        13,655       27,109      (6,968)
 Cash, beginning of year................        27,780          671       7,639
                                             ---------   ----------  ----------
CASH, END OF YEAR.......................     $  41,435   $   27,780  $      671
                                             =========   ==========  ==========










SUPPLEMENTAL DISCLOSURES OF CASH FLOW
INFORMATION
  Non-cash financing: 
   Investment in real estate from
    foreclosed mortgage loans..........     $       -   $    4,139   $    7,300
                                            =========   ==========   ==========
  Cash paid in lieu of income taxes....     $  53,107   $   73,903   $   76,760
                                            =========   ==========   ==========


      SEE NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
    

                                       B-2

<PAGE>

   


                NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS OF
                  PRUCO LIFE INSURANCE COMPANY AND SUBSIDIARIES
              FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND PRINCIPLES

   A. PRINCIPLES OF CONSOLIDATION

      The accompanying consolidated financial statements include the accounts of
      Pruco Life Insurance Company (Pruco Life), a stock life insurance company,
      and its subsidiaries (collectively, the Company). Pruco Life is a
      wholly-owned subsidiary of The Prudential Insurance Company of America
      (The Prudential), a mutual life insurance company. The Company markets
      individual life insurance and single pay deferred annuities primarily
      through The Prudential's sales force. All significant intercompany
      balances and transactions have been eliminated in consolidation.

  B.  BASIS OF PRESENTATION

      The consolidated financial statements are presented in conformity with
      generally accepted accounting principles ("GAAP"), which for mutual life
      insurance companies and their insurance subsidiaries are statutory
      accounting practices prescribed or permitted by the National Association
      of Insurance Commissioners ("NAIC") and their respective domiciliary home
      state insurance departments. Prescribed statutory accounting practices
      include publications of the NAIC, state laws, regulations and general
      administrative rules. Permitted statutory accounting practices encompass
      all accounting practices not so prescribed.

      The Company, with permission from the Arizona Department of Insurance
      ("the Department"), prepares an Annual Report that differs from the Annual
      Statement filed with the Department in that subsidiaries are consolidated
      and certain financial statement captions are presented differently.

      Certain reclassifications have been made to the 1994 and 1993 financial
      statements and footnotes to conform to the 1995 presentation. Included in
      the Statement of Operations are certain items which, under statutory
      accounting practices, are charged or credited directly to surplus.

      Management has used estimates and assumptions in the preparation of the
      financial statements that affect the reported amounts of assets,
      liabilities, revenue and expenses. Actual results could differ from those
      estimates.

      The following is a reconciliation of Pruco Life's Statutory Net Income
      with net income per the consolidated financial statements.

                                                      YEARS ENDED DECEMBER 31,
                                                   -----------------------------
                                                      1995     1994       1993
                                                   --------  --------   -------
                                                            ($000'S)

Pruco Life Statutory Net Income including net
  gains and losses on sales of investments....... $113,565   $ 49,374  $ 79,405
Adjustments to reconcile to net income
 as follows:
  Dividends from subsidiary......................        -          -   (26,000)
  Change in General Account Reserve due to
    changes in valuation basis...................    8,990     10,853    (2,331)
  Provision for future assessments...............      367        377       588
  Net gain from operations in Separate Accounts..   (9,775)     8,880     5,114
  Gain/(Loss) due to income tax applicable to
    other than current year......................   19,752    (33,001)        -
  Other..........................................     (510)       (13)       67
  Subsidiaries' Statutory Net Income.............   25,812     16,485    20,205
                                                   --------  --------  --------
Consolidated Net Income..........................  $158,201  $ 52,955  $ 77,048
                                                   ========  ========  ========


  C.  FUTURE APPLICATION OF ACCOUNT STANDARDS

      The Financial Accounting Standards Board (the "FASB") issued
      Interpretation No. 40, "Applicability of Generally Accepted Accounting
      Principles to Mutual Life Insurance and Other Enterprises," which, as
      amended, is effective for fiscal years beginning after December 15, 1995.
      Interpretation No. 40 changes the current practice of

    
                                      B-3
<PAGE>

   

                NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS OF
                  PRUCO LIFE INSURANCE COMPANY AND SUBSIDIARIES
              FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993

      mutual life insurance companies, with respect to utilizing statutory basis
      financial statements for general purposes, in not allowing such financial
      statements to be referred to as having been prepared in accordance with
      GAAP. Interpretation No. 40 requires GAAP financial statements of mutual
      life insurance companies to apply all GAAP pronouncements, unless
      specifically exempted. Implementation of Interpretation No. 40 will
      require significant effort and judgement. The company is assessing the
      impact of Interpretation No. 40 on its consolidated financial statements,
      such effort has not been completed and management currently believes
      surplus will increase significantly.

  D.  SELECTED FINANCIAL DATA OF PRUCO LIFE

      Pruco Life markets the Future Value Annuity Contract, and individual
      deferred annuity contract. Only assets of Pruco Life, shown below, are
      available to meet the guarantees under this annuity contract. The
      following is the selected financial data of Pruco Life:

                                                           DECEMBER 31,
                                                  ------------------------------
                                                      1995              1994
                                                  ----------         ----------
                                                             ($000'S)
Assets:
 Investments other than subsidiaries........      $2,736,259          $2,758,088
 Investment in subsidiaries.................         198,601             169,816
 Other assets...............................         132,185             135,778
 Assets held in Separate Accounts...........       3,495,841           2,869,734
                                                  ----------          ----------
 Total Assets...............................      $6,562,886          $5,933,416
                                                  ==========          ==========
Liabilities:
 Policy liabilities and insurance reserves..      $2,187,632          $2,296,987
 Other liabilities..........................         115,115             163,322
 Liabilities related to Separate Accounts...       3,431,117           2,797,020
                                                  ----------          ----------
 Total Liabilities..........................      $5,733,864          $5,257,329
                                                  ==========          ==========

                                                 YEARS ENDED DECEMBER 31,
                                          --------------------------------------
                                             1995          1994         1993
                                          ---------     ---------    ---------
                                                         ($000'S)

Revenues...........................        $717,990      $698,685     $716,402
Benefits, expenses and taxes.......         588,812       659,237      633,277
                                           --------      --------     --------
Net Income.........................        $129,178      $ 39,448     $ 83,125
                                           ========      ========     ========
  E.  INVESTMENTS

      Fixed maturities, which include long-term bonds and redeemable preferred
      stock, are stated primarily at amortized cost. Certain investments in this
      category were non-income producing at December 31, 1995 and 1994. These
      investments amounted to $29 million and $13 million, respectively.

      Equity securities, which consist primarily of common stock, are carried at
      market value which is based on quoted market prices, where available, or
      prices provided by the National Association of Insurance Commissioners'
      (NAIC) Securities Valuation Office (SVO).

      Mortgage loans are carried at the lower of the fair value of the
      underlying property or unpaid principal balance. At December 31, 1995, two
      loans were in foreclosure in the amount of $8 million. At December 31,
      1994, one loan was in foreclosure in the amount of $6 million.

      Policy loans are stated primarily at unpaid principal balances.

    

                                       B-4


<PAGE>

   


                NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS OF
                  PRUCO LIFE INSURANCE COMPANY AND SUBSIDIARIES
              FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993

      All the Company's real estate investments were acquired through
      foreclosure during 1995 and 1994. These properties are carried at the
      lower of cost of fair value less disposition costs. Fair value is
      considered to be the amount that could reasonably be expected in a current
      transaction between willing parties, other than in forced or liquidation
      sale. Depreciation on these properties for the years ended December 31,
      1995 and 1994 was $106 thousand and $456 thousand, respectively.

      Other long-term investments, which consist solely of limited partnerships,
      are valued at the aggregate net equity in the partnerships. Certain
      investments in this category were non-income producing at December 31,
      1995. These investments amounted to $300 thousand. There were no
      non-income producing investments at December 31, 1994.

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

      Realized investment gains and losses are reported based on specific
      identification of the investments sold.

  F.  FUTURE POLICY BENEFITS, LOSSES AND CLAIMS

      Reserves for individual life insurance are calculated using various
      methods, interest rates and mortality tables which produce reserves that
      meet the aggregate requirements of state laws and regulations.
      Approximately 7% of individual life insurance reserves are determined
      using the net level premium method, or by using the greater of a net level
      premium reserve or the policy cash value. About 93% of individual life
      insurance reserves are calculated according to the Commissioner's Reserve
      Valuation Method ("CRVM"), or methods which compare CRVM reserves to
      policy cash values.

      Reserves for deferred individual annuity contracts are determined using
      the Commissioner's Annuity Reserve Valuation Method.

      For life insurance and annuities, unpaid claims include estimates of both
      the death benefits on reported claims and those which are incurred but not
      reported.

      Reserves for other deposit funds or other liabilities with life
      contingencies reflect the contract deposit account or experience
      accumulation for the contract and any purchased annuity reserves.

  G. REVENUE RECOGNITION AND RELATED EXPENSES

      Premium revenues are recognized as income over the premium paying period
      of the related policies. Annuity considerations are recognized as revenue
      when received. Expenses, including new business acquisition costs such as
      commissions, are charged to operations as incurred.

  H.  ASSET VALUATION RESERVE AND INTEREST MAINTENANCE RESERVE

      The Asset Valuation Reserve (AVR) and the Interest Maintenance Reserve
      (IMR) are required for life insurance companies under NAIC regulations.
      The AVR is calculated based on a statutory formula and designed to
      mitigate the effect of valuation and credit-related losses on unassigned
      surplus.

      The components of AVR at December 31, 1995 and 1994 are as follows:

<TABLE>
<CAPTION>

                                                                               ($000'S)
                                                    FIXED                             EQUITY          REAL ESTATE
                                                  MATURITIES        MORTGAGES       SECURITIES        & OTHER INV.     TOTAL
                                                  ----------        ---------       ----------        ------------    --------
<S>                                               <C>               <C>              <C>                <C>           <C>
Beginning of Year 1994 -- AVR ................    $ 18,294          $ 3,699          $   699            $    0        $ 22,692
Additions ....................................      12,062            2,166              348             2,047          16,623
Deductions ...................................     (10,454)          (4,355)            (314)             (502)        (15,625)
                                                  --------          -------          -------            ------        --------
End of Year 1994 -- AVR ......................    $ 19,902          $ 1,510          $   733            $1,545        $ 23,690
                                                  ========          =======          =======            ======        ========
Beginning of Year 1995 -- AVR ................    $ 19,902          $ 1,510          $   733            $1,545        $ 23,690
Additions ....................................      14,540            1,007            2,764               272          18,583
Deductions ...................................      (1,832)             (39)          (2,627)             (507)         (5,005)
                                                  --------          -------          -------            ------        --------
End of Year 1995-- AVR .......................    $ 32,610          $ 2,478          $   870            $1,310        $ 37,268
                                                 =========          =======          =======            ======        ========
    

</TABLE>

                                      B-5

<PAGE>


   

                NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS OF
                  PRUCO LIFE INSURANCE COMPANY AND SUBSIDIARIES
              FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993

      The IMR captures net realized capital gains and losses resulting from
      changes in the general level of interest rates. These gains and losses are
      amortized into investment income over the expected remaining life of the
      investment sold. The IMR balance was $27.3 million and $21.8 million at
      December 31, 1995 and 1994, respectively. "Net realized investment
      gains/(losses)" of $9.2 million and $(19.9) million were deferred in 1995
      and 1994, respectively. Amortized into "Net investment income" were $3.8
      million and $4.8 million of IMR for the year ended December 31, 1995 and
      1994, respectively.

  I.  FEDERAL INCOME TAXES

      The Company is a member of a group of affiliated companies which join in
      filing a consolidated federal tax return. Pursuant to a tax allocation
      agreement, current tax liabilities are determined for individual companies
      based upon their separate return basis taxable income. Members with
      taxable income incur an amount in lieu of the separate return basis
      federal tax. Members with a loss for tax purposes recognize a current
      benefit in proportion to the amount of their losses utilized in computing
      consolidated taxable income. Differences between estimated liabilities and
      actual payments are included in the current year's operations as an
      adjustment to the provision in lieu of income taxes. For the year 1993,
      the Company was allocated a portion of the consolidated income tax
      liability attributable to Section 809 of the Internal Revenue Code
      (commonly referred to as "Equity Tax"). Since 1994, the Company has no
      longer been allocated this Equity Tax.

      Taxes on the Company are calculated under the Internal Revenue Code of
      1986 which provides that life insurance companies be taxed on their gain
      from operations after dividends to policyholders. In calculating this tax,
      the Code requires the capitalization and amortization of policy
      acquisition expenses.

  J.  SEPARATE ACCOUNTS

      Separate accounts represent funds for which investment income and
      investment gains and losses accrue directly to, and investment risk is
      borne by, the policyholders, with the exception of the Pruco Life Modified
      Guaranteed Annuity Account. The Pruco Life Modified Guaranteed Annuity
      Account is a non-unitized separate account, which funds the Modified
      Guaranteed Annuity Contract and the Market Value Adjustment Annuity
      Contract. Owners of the Pruco Life Modified Annuity and the Market Value
      Adjustment Annuity Contracts do not participate in the investment gain or
      loss from assets relating to such accounts. Such gain, or loss is borne,
      in total, by Pruco Life. Assets are carried at market value. Deposits to
      such accounts are included in revenues with a corresponding liability
      increase included in benefits and expenses. The assets of each account are
      legally segregated and are not subject to claims that arise out of any
      other business of the Company. Consequently, management believes that it
      is appropriate to combine Separate Account policyholder net investment
      income and net realized and unrealized capital gains/(losses) along with
      benefit payments and change in reserves in "Current and future benefits
      and claims". Policyholder net investment income and net realized and
      unrealized gains/(losses) for the years ended December 31, 1995, 1994 and
      1993 were $805 million, ($28) million and $443 million, respectively.
    

                                      B-6
<PAGE>

   

                NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS OF
                  PRUCO LIFE INSURANCE COMPANY AND SUBSIDIARIES
              FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993

  2.  FEDERAL INCOME TAXES

      The following is a reconciliation of the Company's federal tax provision
      as computed at the federal tax rate with that computed at the Company's
      effective tax rate. The below amounts include federal income tax
      applicable to prior years, where appropriate.

<TABLE>
<CAPTION>

                                                         YEARS ENDED DECEMBER 31,
                                               -----------------------------------------
                                                 1995             1994              1993
                                               --------         --------          -------
                                                                ($000'S)
<S>                                            <C>             <C>               <C>
Income before provision in lieu of
  federal income taxes....................     $208,214        $140,705          $160,688
Statutory tax rate........................           35%             35%               35%
                                              ---------        --------          --------
Expected federal income taxes.............     $ 72,875        $ 49,247          $ 56,241
  Tax effect of:
  Statutory/tax policy reserve
    difference............................      (14,524)         19,949            14,577
  Timing differences in tax/book income
    recognition on investments............       (6,980)         11,608             4,055
  Timing differences in tax/book income
    Recognition--other....................       (7,173)         (6,816)             (415)
  Decrease/(Increase) in life insurance
    premiums deferred and uncollected.....         (953)            (88)             (308)
  Capitalization of policy acquisition
    expenses..............................        6,768          13,850             7,374
  Allocated equity tax....................            -               -             2,116
                                               --------        --------          --------
Federal income taxes......................     $ 50,013        $ 87,750          $ 83,640
                                               ========        ========          ========
Effective tax rate........................           24%             62%               52%
                                               ========        ========          ========
</TABLE>

  3.  NET INVESTMENT INCOME

      Net investment income consisted of:

<TABLE>
<CAPTION>

                                                         YEARS ENDED DECEMBER 31,
                                              -------------------------------------------
                                                 1995             1994             1993
                                              ----------       ----------        --------
                                                                ($000'S)
<S>                                            <C>              <C>               <C>
Gross investment income
  Fixed maturities.........................    $194,198         $196,909          $216,660
  Equity securities.........................        104               14                22
  Mortgage loans............................      7,757            4,041             6,359
  Investment in real estate.................        647            2,146             2,066
  Policy loans..............................     29,775           25,692            21,741
  Short-term investments....................     15,092           12,676             9,031
  Other.....................................      3,949            5,075             3,945
                                               --------         --------          --------
                                                251,522          246,553           259,824

Investment expenses.........................     (4,904)          (5,421)           (5,570)
                                               --------         --------          --------
Net investment income before IMR............    246,618          241,132           254,254

Amortization of Interest Maintenance Reserve      3,768            4,845             6,685
                                               --------         --------          --------
Net investment income.......................   $250,386         $245,977          $260,939
                                               ========         ========          ========
    

</TABLE>

                                      B-7
<PAGE>

   

                NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS OF
                  PRUCO LIFE INSURANCE COMPANY AND SUBSIDIARIES
              FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993


  4.  INVESTMENT AND INVESTMENT GAINS (LOSSES)



<TABLE>
<CAPTION>

                                                         YEARS ENDED DECEMBER 31,
                                                ------------------------------------------
                                                   1995             1994            1993
                                                ----------       ----------       --------
                                                                  ($000'S)
<S>                                             <C>               <C>             <C>
Realized Gains (Losses)
  Fixed maturities..........................    $ 11,359          $(38,180)       $ 32,471
  Equity securities.........................       2,020               503             607
  Mortgage loans............................         (90)           (4,581)         (2,592)
  Investment in real estate.................         (99)            1,184          (2,004)
  Other.....................................          10                (1)           (411)
Tax effected amounts transferred to Interest
  Maintenance Reserve.......................      (9,248)           19,860         (19,193)
                                                --------          --------        --------
Net realized investment gains...............    $  3,952          $(21,215)       $  8,878
                                                ========          ========        ========
Unrealized Gains (Losses)
  Fixed maturities..........................       9,192             5,430          (9,380)
  Equity securities.........................         799              (490)            260
  Other.....................................      (1,229)              874            (231)
                                                --------          --------        --------
Net unrealized investment gains (losses)           8,762             5,814          (9,351)
Balance beginning of year...................     (12,352)          (18,166)         (8,815)
                                                --------          --------        --------
Balance end of year.........................    $ (3,590)         $(12,352)       $(18,166)
                                                ========          ========        ========
</TABLE>




                        EQUITY SECURITIES AT DECEMBER 31,
                                    ($000'S)

                                      GROSS UNREALIZED
                   -----------------------------------------------------
                                                                  FAIR
                                                                  MARKET
                     COST          GAINS         LOSSES           VALUE
                   -------        -------       --------         -------
1995 ...........    $5,317          $581         $1,889          $4,009
1994 ...........     5,434           386          2,493           3,327
1993 ...........     4,405           742          2,359           2,788


                       FIXED MATURIES  
              --------------------------------
                         ($000'S) 
                                                           INCREASE (DECREASE)
                      AT DECEMBER 31,                     IN DIFFERENCE BETWEEN
              --------------------------------              MARKET VALUE AND
               AMORTIZED               MARKET              AND AMORTIZED COST
                 COST                  VALUE                DURING THE YEAR
              ----------            ----------             ------------------
1995 ....     $2,510,782            $2,598,439                 $ 138,800
1994 ....      2,647,315             2,596,172                  (167,494)
1993 ....      2,835,251             2,951,602                   10,453

    

                                      B-8

<PAGE>


   

                NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS OF
                  PRUCO LIFE INSURANCE COMPANY AND SUBSIDIARIES
              FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993


The amortized cost and estimated market value of fixed maturities at December
31, 1995 and 1994 are as follows:

<TABLE>
<CAPTION>

                                                                     1995
                                          --------------------------------------------------------
                                                             GROSS         GROSS        ESTIMATED
                                             AMORTIZED    UNREALIZED    UNREALIZED        MARKET
                                               COST         GAINS         LOSSES          VALUE
                                             ($000's)      ($000's)      ($000's)        ($000's)
                                          -----------      --------     ----------      ----------
<S>                                       <C>              <C>            <C>           <C>
U.S. Treasury securities
  and obligations of
  U.S. government corporations
  and agencies ........................   $  324,854       $  6,829       $    61       $  331,622
Obligations of U.S. and
  political subdivisions ..............            -              -             -                -
Debt securities issued by foreign 
  governments and
  their agencies ......................       73,042          3,055             -           76,097
Corporate securities ..................    1,943,696         73,489         3,974        2,013,211
Mortgage backed securities ............      169,190          8,717           398          177,509
                                          ----------       --------       -------       ----------
Total .................................   $2,510,782       $ 92,090       $ 4,433       $2,598,439
                                          ==========       ========       =======       ==========
</TABLE>

<TABLE>
<CAPTION>

                                                                     1994
                                          --------------------------------------------------------
                                                             GROSS          GROSS        ESTIMATED
                                           AMORTIZED      UNREALIZED      UNREALIZED      MARKET
                                              COST           GAINS          LOSSES        VALUE
                                            ($000'S)       ($000'S)        ($000'S)      ($000'S)
                                          ----------       --------       ----------    ----------
<S>                                       <C>              <C>            <C>           <C>
U.S. Treasury securities
  and obligations of
  U.S. government corporations
  and agencies                            $  409,678       $    224       $ 20,259      $  389,643
Obligations of U.S. and
  political subdivisions .............             -              -             -               -
Debt securities issued by
  foreign governments and
  their agencies .....................        86,026          2,075          2,310          85,791
Corporate securities .................     1,960,296         17,005         43,521       1,933,780
Mortgage-backed securities ...........       191,315          1,429          5,786         186,958
                                          ----------       --------       --------      ----------
Total ................................    $2,647,315       $ 20,733       $ 71,876      $2,596,172
                                          ==========       ========       ========      ==========
</TABLE>



The amortized cost and estimated market value of fixed maturities at December
31, 1995 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.

                                                                     ESTIMATED
                                               AMORTIZED               MARKET
                                                 COST                  VALUE
                                               ($000's)              ($000's)
                                             ----------             ----------
Due in one year or less ...................  $  161,693             $  163,629
Due after one year through five years .....   1,500,204              1,549,264
Due after five years through ten years ....     529,845                556,294
Due after ten years .......................     149,850                151,743
                                             ----------             ----------
                                              2,341,592              2,420,930
Mortgage-backed securities ................     169,190                177,509
                                             ----------             ----------
Total .....................................  $2,510,782             $2,598,439
                                             ==========             ==========


      Proceeds from the sale/maturity of fixed maturities during 1995, 1994, and
      1993 were $2.0 billion, $2.7 billion and $1.7 billion, respectively. Gross
      gains of $28.8 million, $16.8 million and $44.5 million and gross losses
      of $17.5 million, $49.8 million and $12.0 million were realized on those
      sales during 1995, 1994, and 1993, respectively.

      The Company invests in both investment grade and non-investment grade
      securities. The SVO of the NAIC rates fixed maturities held by insurers
      (SVO rated securities accounted for approximately 87.2% and 93.6% of the
      Company's total fixed maturities balances at both December 31, 1995 and
      1994) for regulatory purposes and
    

                                      B-9

<PAGE>

   

                NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS OF
                  PRUCO LIFE INSURANCE COMPANY AND SUBSIDIARIES
              FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993


      groups investments into six categories ranging from highest quality bonds
      to those in or near default. The lowest three NAIC categories represent,
      for the most part, high-yield securities and are defined by the NAIC as
      including any security with a public agency rating of B+ or B1 or less.

      Included in "fixed maturities" are securities that are classified by the
      NAIC as being in the lowest three rating categories. These approximated
      1.0% and 1.5% of the Company's assets at December 31, 1995 and 1994,
      respectively. The amount by which the market value of these securities
      exceeded the carrying value was approximately $1.8 million and $(0.9)
      million at December 31, 1995 and 1994, respectively.

5. RELATED PARTY TRANSACTIONS

   A. SERVICE AGREEMENTS

      The Company, The Prudential, Pruco Life of New Jersey and Pruco Securities
      Corporation, an indirect wholly-owned subsidiary of The Prudential,
      operate under service and lease agreements whereby services of officers
      and employees, supplies, use of equipment and office space are provided.
      The net cost of these services allocated to the Company were $98 million,
      $78 million, and $98 million for the years ended December 31, 1995, 1994,
      and 1993, respectively.

      In a reorganization of the parent's Individual Insurance Department,
      effective January 1, 1993, the corporate staff of the Company was absorbed
      by the parent. The costs associated with these employees, which were
      previously borne by the Company, are now charged to the Company under the
      service and lease agreements with the parent.

   B. EMPLOYEE BENEFIT PLANS

      PENSION PLANS

      The Company is a wholly-owned subsidiary of The Prudential which sponsors
      several defined benefit pension plans that cover substanially all of its
      employees. Benefits are generally based on career average earnings and
      credited length of service. The Prudential's funding policy is to
      contribute annually the amount necessary to satisfy the Internal Revenue
      Service contribution guidelines.

      No pension expense for contributions to the plan was allocated to the
      Company in 1995, 1994 or 1993 because the plan was subject to the full
      funding limitation under the Internal Revenue Code.

      POSTRETIREMENT LIFE AND HEALTH BENEFITS

      The Prudential also sponsors certain life insurance and health care
      benefits for its retired employees. Substantially all employees may become
      eligible to receive a benefit if they retire after age 55 with at least 10
      years of service. Postretirement benefits, with respect to The Prudential,
      are recognized in accordance with the prescribed NAIC policy. The
      Prudential elected to amortize its obligation over twenty years. A
      provision for contributions to the postretirement fund is included in the
      net cost of services allocated to the Company discussed above for the
      years ended December 31, 1995, 1994, and 1993.

   C. REINSURANCE

      The Company currently has three reinsurance agreements in place with The
      Prudential (the reinsurer). Specifically: reinsurance of a Group Annuity
      Contract, whereby the reinsurer, in consideration for a single premium
      payment by the Company, provides Reinsurance equal to 100% of all payments
      due under the contact; and, two Yearly Renewable Term agreement in which
      the Company may offer and the reinsurer may accept reinsurance on any life
      in excess of the Company's maximum limit of retention ($2.5 million).
      These agreements had no material effect on net income for the years ended
      December 1995, 1994, and 1993.

   D. OTHER TRANSACTIONS

      The Company has issued approximately 375 variable universal life contracts
      to The Prudential for the purpose of funding non-qualified pension
      benefits for certain employees. Included in insurance premiums and annuity
      considerations for the years ended December 31, 1995, 1994 and 1993 are
      respectively, $12 million, $12 million and $12 million, which are
      attributable to these contracts.

    

                                      B-10
<PAGE>

   

                NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS OF
                  PRUCO LIFE INSURANCE COMPANY AND SUBSIDIARIES
              FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993

  6.  DIVIDENDS

      The Company is subject to Arizona law which limits the amount of dividends
      that insurance companies can pay to stockholders. The maximum dividend
      which may be paid in any 12 month period without notification or approval
      is limited to the lesser of 10% of surplus as of December 31 of the
      preceding year or the net gain from operations of the preceding calendar
      year. Cash dividends may only be paid out of surplus derived from realized
      net profits. Based on these limitations and the Company's surplus position
      at December 31, 1995, the Company would be permitted a maximum of $83
      million in dividend distributions in 1996, all of which could be paid in
      cash, without approval from The State of Arizona Department of Insurance.

  7.  FAIR VALUE INFORMATION

      The fair value amounts have been determined by the Company using available
      information and reasonable valuation methodologies for only those accounts
      for which fair value disclosures are required. Considerable judgement is
      necessarily applied in interpreting data to develop the estimates of fair
      value. Accordingly, the estimates presented may not be realized in a
      current market exchange. The use of different market assumptions and/or
      estimation methodologies could have a material effect on the estimated
      fair values.

      The following methods and assumptions were used in calculating the fair
      values. For all other financial instruments presented in the table, the
      carrying value is a reasonable estimate of fair value.

      FIXED MATURITIES. Fair values for fixed maturities, other than private
      placement securities, are based on quoted market prices or estimates from
      independent pricing services. Fair values for private placement securities
      are estimated using a discounted cash flow model which considers the
      current market spreads between the U.S. Treasury yield curve and corporate
      bond yield curve adjusted for the type of issue, its current quality and
      its remaining average life. The fair value of certain non-performing
      private placement securities is based on amounts provided by state
      regulatory authorities.

      EQUITY SECURITIES. Fair value is based on quoted market prices, where
      available, or prices provided by state regulatory authorities.

      MORTGAGE LOANS. The fair value of the commercial mortgage and agricultural
      loan portfolio is primarily based upon the present value of the scheduled
      cash flows discounted at the appropriate U.S. Treasury rate, adjusted for
      the current market spread for a similar quality mortgage. For certain
      non-performing and other loans, fair value is based upon the value of the
      underlying collateral.

      POLICY LOANS. The estimated fair value is calculated using a discounted
      cash flow model based upon current U.S. Treasury rates and historical loan
      repayments.

      INVESTMENT-TYPE INSURANCE CONTRACT LIABILITIES. Fair values for the
      Company's investment-type insurance contract liabilities are estimated
      using a discounted cash flow model, based on interest rates currently
      being offered for similar contracts.


    
                                      B-11
<PAGE>

   

                NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS OF
                  PRUCO LIFE INSURANCE COMPANY AND SUBSIDIARIES
              FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993

      The following table discloses the carrying amounts and estimated fair
      values of the Company's financial instruments at December 31, 1995 and
      1994.

<TABLE>
<CAPTION>

                                           (000's)                 (000's)
                                            1995                    1994
                                   -----------------------  --------------------------
                                    CARRYING       FAIR        CARRYING        FAIR
                                     VALUE         VALUE        VALUE          VALUE
                                  ----------    ----------  -----------    -----------
<S>                               <C>           <C>         <C>            <C>
Financial Assets:
  Fixed maturities .............  $2,510,782    $2,598,438  $ 2,647,315    $ 2,596,172
  Equity securities ............       4,009         4,036        3,326          3,326
  Mortgage Loans ...............      64,464        63,635       71,919         71,805
  Policy Loans .................     569,273       577,975      493,862        448,617
  Other Long term investments ..       4,159         4,159        4,044          4,044
  Short term investments .......     228,016       228,016      191,455        191,455

Financial Liabilities:
  Investment type
    insurance contracts ........  $  536,963     $ 537,241  $   794,691    $   761,324

</TABLE>

  8.  CONTINGENCIES

      Several actions have been brought against the Company on behalf of
      those persons who purchased life insurance policies based on complaints
      about sales practices engaged in by The Prudential, the Company and agents
      appointed by The Prudential and the Company. The Prudential has agreed to
      indemnify the Company for any and all losses resulting from such
      litigation.

    

                                      B-12


<PAGE>

   

                          INDEPENDENT AUDITORS' REPORT

To the Board of Directors of
Pruco Life Insurance Company
Newark, New Jersey

We have audited the accompanying consolidated statements of financial position
of Pruco Life Insurance Company and Subsidiaries as of December 31, 1995 and
1994, and the related consolidated statements of operations, stockholder's
equity, and cash flows for each of the three years in the period ended December
31, 1995. These financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on the 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, such consolidated financial statements present fairly, in all
material respects, the financial position of Pruco Life Insurance Company and
subsidiaries as of December 31, 1995 and 1994 and the results of their
operations and their cash flows for each of the three years in the period ended
December 31, 1995 in conformity with generally accepted accounting principles.



Deloitte & Touche LLP
Parsippany, New Jersey
March 15, 1996

    




                                      B-13

<PAGE>


   

<TABLE>
                                                  ADDITIONAL ILLUSTRATIONS OF
                                     CASH VALUES, DEATH BENEFITS, AND ACCUMULATED PREMIUMS

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

                                                VARIABLE LIFE INSURANCE CONTRACT
                                                       MALE ISSUE AGE 25
                                                $50,000 GUARANTEED DEATH BENEFIT
                                   $536.50 ANNUAL PREMIUM FOR STANDARD UNDERWRITING RISK (1)
                                          USING MAXIMUM CONTRACTUAL MORTALITY CHARGES
<CAPTION>
                                              DEATH BENEFIT (2)                                CASH VALUE (2)
                                ----------------------------------------------  ----------------------------------------------
                                     ASSUMING HYPOTHETICAL GROSS (AND NET)           ASSUMING HYPOTHETICAL GROSS (AND NET)
                PREMIUMS                 ANNUAL INVESTMENT RETURN OF                     ANNUAL INVESTMENT RETURN OF
   END OF     ACCUMULATED       ----------------------------------------------  ----------------------------------------------
   POLICY    AT 4% INTEREST         0% GROSS       6% GROSS        12% GROSS       0% GROSS        6% GROSS       12% GROSS
    YEAR        PER YEAR         (-0.87% NET)     (5.13% NET)    (11.13% NET)    (-0.87% NET)    (5.13% NET)     (11.13% NET)
 ----------  --------------     --------------  --------------  --------------  --------------  --------------  --------------
<S>             <C>                 <C>             <C>            <C>               <C>            <C>            <C>
     1          $   558             $50,000         $50,004        $ 50,026          $   22         $    26        $     31
     2          $ 1,138             $50,000         $50,029        $ 50,184          $  376         $   406        $    437
     3          $ 1,742             $50,000         $50,074        $ 50,478          $  729         $   807        $    889
     4          $ 2,369             $50,000         $50,139        $ 50,917          $1,079         $ 1,229        $  1,392
     5          $ 3,022             $50,000         $50,224        $ 51,509          $1,436         $ 1,682        $  1,960
     6          $ 3,701             $50,000         $50,330        $ 52,262          $1,789         $ 2,156        $  2,590
     7          $ 4,407             $50,000         $50,455        $ 53,183          $2,139         $ 2,654        $  3,286
     8          $ 5,141             $50,000         $50,599        $ 54,280          $2,483         $ 3,174        $  4,056
     9          $ 5,905             $50,000         $50,762        $ 55,562          $2,823         $ 3,718        $  4,907
    10          $ 6,699             $50,000         $50,944        $ 57,037          $3,157         $ 4,286        $  5,846
    15          $11,172             $50,000         $52,117        $ 67,687          $4,723         $ 7,492        $ 12,185
    20          $16,615             $50,000         $53,700        $ 84,969          $6,076         $11,339        $ 22,374
    25          $23,237             $50,000         $55,652        $111,056          $7,205         $15,906        $ 38,647
    30          $31,293             $50,000         $57,944        $149,058          $8,086         $21,243        $ 64,388
40 (AGE 65)     $53,020             $50,000         $63,454        $280,125          $8,987         $34,108        $166,247

</TABLE>

(1) IF PREMIUMS ARE PAID MORE FREQUENTLY THAN ANNUALLY, THE PAYMENTS WOULD BE
    $274.50 SEMI-ANNUALLY, $139.50 QUARTERLY OR $48 MONTHLY. THE DEATH BENEFITS
    AND CASH VALUES WOULD BE SLIGHTLY DIFFERENT FOR A CONTRACT WITH MORE
    FREQUENT PREMIUM PAYMENTS.

(2) ASSUMES NO CONTRACT LOAN HAS BEEN MADE.

THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS INCLUDING THE
INVESTMENT ALLOCATIONS MADE BY AN OWNER, PREVAILING INTEREST RATES, AND RATES OF
INFLATION. THE DEATH BENEFIT AND CASH VALUE FOR A CONTRACT WOULD BE DIFFERENT
FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6%, AND 12% OVER A
PERIOD OF YEARS BUT ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL
CONTRACT YEARS. NO REPRESENTATIONS CAN BE MADE BY PRUCO LIFE OR THE SERIES FUND
THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR
SUSTAINED OVER ANY PERIOD OF TIME.

    
                                       C1


<PAGE>


   

<TABLE>

                                                 VARIABLE LIFE INSURANCE CONTRACT
                                                        MALE ISSUE AGE 40
                                                 $50,000 GUARANTEED DEATH BENEFIT
                                      $939 ANNUAL PREMIUM FOR STANDARD UNDERWRITING RISK (1)
                                            USING MAXIMUM CONTRACTUAL MORTALITY CHARGES
<CAPTION>
                                              DEATH BENEFIT (2)                                CASH VALUE (2)                  
                                ----------------------------------------------  ---------------------------------------------- 
                                     ASSUMING HYPOTHETICAL GROSS (AND NET)           ASSUMING HYPOTHETICAL GROSS (AND NET)     
                PREMIUMS                 ANNUAL INVESTMENT RETURN OF                     ANNUAL INVESTMENT RETURN OF           
   END OF     ACCUMULATED       ----------------------------------------------  ---------------------------------------------- 
   POLICY    AT 4% INTEREST         0% GROSS       6% GROSS        12% GROSS       0% GROSS        6% GROSS       12% GROSS    
    YEAR        PER YEAR         (-0.87% NET)     (5.13% NET)    (11.13% NET)    (-0.87% NET)    (5.13% NET)     (11.13% NET)  
 ----------  --------------     --------------  --------------  --------------  --------------  --------------  -------------- 
<S>             <C>                 <C>             <C>            <C>               <C>            <C>            <C>         
     1          $   977             $50,000         $50,010        $ 50,065          $   197        $   214        $   231
     2          $ 1,992             $50,000         $50,043        $ 50,275          $   815        $   887        $   962
     3          $ 3,048             $50,000         $50,097        $ 50,634          $ 1,416        $ 1,583        $ 1,761
     4          $ 4,147             $50,000         $50,173        $ 51,147          $ 2,001        $ 2,302        $ 2,635
     5          $ 5,289             $50,000         $50,271        $ 51,833          $ 2,640        $ 3,120        $ 3,671
     6          $ 6,477             $50,000         $50,391        $ 52,699          $ 3,262        $ 3,966        $ 4,806
     7          $ 7,713             $50,000         $50,533        $ 53,753          $ 3,867        $ 4,841        $ 6,049
     8          $ 8,998             $50,000         $50,696        $ 55,001          $ 4,454        $ 5,745        $ 7,410
     9          $10,335             $50,000         $50,879        $ 56,454          $ 5,024        $ 6,680        $ 8,901
    10          $11,725             $50,000         $51,082        $ 58,120          $ 5,576        $ 7,645        $10,533
    15          $19,554             $50,000         $52,383        $ 70,039          $ 8,032        $12,908        $21,268
    20          $29,080             $50,000         $54,116        $ 89,212          $ 9,939        $18,864        $37,832
25 (AGE 65)     $40,670             $50,000         $56,236        $118,005          $11,287        $25,481        $63,151

</TABLE>

(1) If premiums are paid more frequently than annually, the payments would be
    $479.50 semi-annually, $243 quarterly or $82.50 monthly. The death benefits
    and cash values would be slightly different for a Contract with more
    frequent premium payments.

(2) Assumes no Contract loan has been made.

THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS INCLUDING THE
INVESTMENT ALLOCATIONS MADE BY AN OWNER, PREVAILING INTEREST RATES, AND RATES OF
INFLATION. THE DEATH BENEFIT AND CASH VALUE FOR A CONTRACT WOULD BE DIFFERENT
FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6%, AND 12% OVER A
PERIOD OF YEARS BUT ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL
CONTRACT YEARS. NO REPRESENTATIONS CAN BE MADE BY PRUCO LIFE OR THE SERIES FUND
THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR
SUSTAINED OVER ANY PERIOD OF TIME.

    
                                       C2


<PAGE>


VARIABLE
LIFE INSURANCE
CONTRACTS










                          PRUCO LIFE INSURANCE COMPANY
                              213 Washington Street
                          Newark, New Jersey 07102-2992
                       Telephone: (800) 437-4016, Ext. 46

<PAGE>








                                    PART II

                               OTHER INFORMATION

<PAGE>


                          UNDERTAKING TO FILE REPORTS

Subject to the terms and conditions of Section 15(d) of the Securities 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.

                   UNDERTAKING WITH RESPECT TO INDEMNIFICATION
   
The Prudential Directors' and Officers' Liability and Corporation Reimbursement
Insurance Program, purchased by The Prudential from Aetna Casualty & Surety
Company, CNA Insurance Companies, Lloyds of London, Great American Insurance
Company, Reliance Insurance Company, Corporate Officers & Directors Assurance
Ltd., A.C.E. Insurance Company, Ltd., XL Insurance Company, Ltd., and
Zurich-American Insurance Company, provides reimbursement for "Loss" (as defined
in the policies) which the Company pays as indemnification to its directors or
officers resulting from any claim for any actual or alleged act, error,
misstatement, misleading statement, omission, or breach of duty by persons in
the discharge of their duties in their capacities as directors or officers of
The Prudential, any of its subsidiaries, or certain investment companies
affiliated with The Prudential. Coverage is also provided to the individual
directors or officers for such Loss, for which they shall not be indemnified.
Loss essentially is the legal liability on claims against a director or officer,
including adjudicated damages, settlements and reasonable and necessary legal
fees and expenses incurred in defense of adjudicatory proceedings and appeals
therefrom. Loss does not include punitive or exemplary damages or the multiplied
portion of any multiplied damage award, criminal or civil fines or penalties
imposed by law, taxes or wages, or matters which are uninsurable under the law
pursuant to which the policies are construed.

There are a number of exclusions from coverage. Among the matters excluded are
Losses arising as the result of (1) claims brought about or contributed to by
the criminal or fraudulent acts or omissions or the willful violation of any law
by a director or officer, (2) claims based on or attributable to directors or
officers gaining personal profit or advantage to which they were not legally
entitled, and (3) claims arising from actual or alleged performance of, or
failure to perform, services as, or in any capacity similar to, an investment
adviser, investment banker, underwriter, broker or dealer, as those terms are
defined in the Securities Act of 1933, the Securities Exchange Act of 1934, the
Investment Advisers Act of 1940, the Investment Company Act of 1940, any rules
or regulations thereunder, or any similar federal, state or local statute, rule
or regulation.
    
The limit of coverage under the Program for both individual and corporate
reimbursement coverage is $150,000,000. The retention for corporate
reimbursement coverage is $10,000,000 per loss.
   
The relevant provisions of New Jersey law permitting or requiring
indemnification, New Jersey being the state of organization of The Prudential,
can be found in Section 14A:3-5 of the New Jersey Statutes Annotated. The
relevant provisions of Arizona law permitting or requiring indemnification,
Arizona being the state of organization of Pruco Life, can be found in Section
10-005 of the Arizona Statutes Annotated. The text of The Prudential's by-law
26, which relates to indemnification of officers and directors, is incorporated
by reference to Exhibit 1.A.(6)(b) of Post-Effective Amendment No. 1 to Form
S-6, Registration No. 33-61079, filed April 25, 1996, on behalf of The
Prudential Variable Appreciable Account. The text of Pruco Life's by-laws,
Article VIII, which relates to indemnification of officers and directors, is
incorporated by reference to Exhibit (8)(ii) to this Registration Statement.
    
Insofar as indemnification for liabilities arising under the Securities Act of
1933 may be permitted to directors, officers and controlling persons of the
Registrant pursuant to the foregoing provisions or otherwise, the Registrant has
been advised that in the opinion of the Securities and Exchange Commission such
indemnification is against public policy as expressed in the Act and is,
therefore, unenforceable. In the event that a claim for indemnification 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.

                                      II-1

<PAGE>

                       CONTENTS OF REGISTRATION STATEMENT

This Registration Statement comprises the following papers and documents:

The facing sheet.

Cross-reference to items required by Form N-8B-2.
   
The prospectus consisting of 54 pages.
    
The undertaking to file reports.

The undertaking with respect to indemnification.

The signatures.

Written consents of the following persons:

  1. Deloitte and Touche LLP, independent auditors.
   
  2. Clifford E. Kirsch, Esq.
    
  3. Nancy Davis, FSA, MAAA

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:

     A.  (1) Resolution of Board of Directors of Pruco Life Insurance Company
             establishing the Pruco Life Variable Insurance Account. (Note 2)
         (2) Not Applicable.
         (3) Distributing Contracts:
             (a)   Distribution Agreement between Pruco Securities Corporation
                   and Pruco Life Insurance Company, as amended June 1, 1984.
                   (Note 10)
             (b)   Proposed form of Agreement between Pruco Securities
                   Corporation and independent brokers with respect to the Sale
                   of the Contracts. (Note 4)
             (c)   Schedules of Sales Commissions. (Note 3)
         (4) Not Applicable.
         (5) (a)   Variable Life Insurance Contract. (Note 3)
             (b)   Illustrative Tabular Cash Values. (Note 3)
             (c)   Copy of Colorado and North Dakota VL-83 Endorsement to the
                   Variable Life Insurance Contract. (Note 4)
             (d)   Copy of the Oklahoma VL-83 Endorsement to the Variable Life
                   Insurance Contract. (Note 4)
             (e)   Copy of South Carolina VL-83 Endorsement to the Variable Life
                   Insurance Contract. (Note 4)
             (f)   Copy of Alternate Copy face page for Pennsylvania and
                   Maryland to the Variable Life Insurance Contract. (Note 4)
             (g)   Copy of Illinois Notice PLI 3 to the Variable Life Insurance
                   Contract. (Note 4)
             (h)   Copy of North Carolina Endorsement PLI 16 to the Variable
                   Life Insurance Contract. (Note 4)
             (i)   Copy of North Carolina Endorsement PLI 17 to the Variable
                   Life Insurance Contract. (Note 4)
             (j)   Copy of Missouri Endorsement PLI 18 to the Variable Life
                   Insurance Contract. (Note 4)
             (k)   Copy of Texas Endorsement PLI 21 to the Variable Life
                   Insurance Contract. (Note 4)
             (m)   Copy of Rhode Island Endorsement PLI-47 to the Variable Life
                   Insurance Contract. (Note 4)

             (n)   Copy of Maryland Endorsement PLI 48 to the Variable Life
                   Insurance Contract. (Note 4)

             (o)   Copy of Minnesota Endorsement PLI 50 to the Variable Life
                   Insurance Contract. (Note 4)

             (p)   Copy of Endorsement PLI 28 to the Variable Life Insurance
                   Contract used in all states except New York and New Jersey.
                   (Note 5)

                                      II-2

<PAGE>

             (q)   Copy of Endorsement PLI 73 to the Variable Life Insurance
                   Contract used in all states except New York and New Jersey.
                   (Note 5)
             (r)   Copy of Pennsylvania Endorsement PLI 86 to the Variable Life
                   Insurance Contract. (Note 5)
             (s)   Copy of Texas Endorsement PLI 90 to the Variable Life
                   Insurance Contract. (Note 5)
             (t)   Copy of Iowa Endorsement PLI 97 to the Variable Life
                   Insurance Contract. (Note 5)
             (u)   Copy of Endorsement PLI 99 to the Variable Life Insurance
                   Contract used in all states except New York and New Jersey.
                   (Note 6)
             (v)   Copy of Virginia jacket to the Variable Life Insurance
                   Contract. (Note 7)
             (w)   Copy of page 9 to the Variable Life Insurance
                   Contract--Virginia Issues. (Note 7)
             (x)   Copy of page 11 to the Variable Life Insurance Contract--West
                   Virginia Issues. (Note 7)
             (y)   Copy of page 13 to the Variable Life Insurance
                   Contract--Virginia Issues. (Note 7)
             (z)   Copy of page 13 to the Variable Life Insurance Contract for
                   use with variable loan interest rate provision--Kentucky
                   Issues. (Note 7)
             (aa)  Copy of Endorsement PLI 25 to the Variable Life Insurance
                   Contract for use in all states except New York and New
                   Jersey. (Note 7)
             (bb)  Copy of Endorsement PLI 104 to the Variable Life Insurance
                   Contract for use in Pennsylvania. (Note 7)
             (cc)  Copy of Endorsement PLI 134 to the Variable Life Insurance
                   Contract for use in all states except New York and New
                   Jersey. (Note 7)
             (dd)  Notice of Consumer Information for use in Illinois. (Note 7)

             (ee)  Complaint Procedure Notice for use in Texas. (Note 7)

             (ff)  Certification of right to convert Variable Life Insurance
                   Contract for use in Pennsylvania. (Note 7)

             (gg)  Copy of Endorsement PLI 168-85 to the Variable Life Insurance
                   Contract for use in all states except New York and New Jersey
                   (Note 8)

         (6) (a)   Articles of Incorporation of Pruco Life Insurance Company, as
                   amended July 25, 1972. (Note 2)
             (b)   By-laws of Pruco Life Insurance Company, as amended June 14,
                   1983. (Note 9)
         (7) Not Applicable.
         (8) Not Applicable.
         (9) Not Applicable.
        (10) (a)   Application Form for Variable Life Insurance Contract.
                   (Note 2)
             (b)   Supplement to the Application for Variable Life Insurance
                   Contract. (Note 2)
             (c)   Application Form for Variable Life Insurance Contract--
                   Maryland issues. (Note 7)
             (d)   Application Form for Variable Life Insurance Contract--
                   Connecticut issues. (Note 7)
             (e)   Application Form for Variable Life Insurance Contract--
                   Missouri issues. (Note 7)
             (f)   Application Form for Variable Life Insurance Contracts--
                   Pennsylvania and South Carolina issues. (Note 7)
        (11) Form of Notice of Withdrawal Right. (Note 4)
        (12) Memorandum describing Pruco Life's issuance, transfer, and
             redemption procedures for the Contracts pursuant to Rule 6e-2(b)
             (12)(ii) and method of computing cash adjustment upon exercise of
             right to exchange for fixed-benefit insurance pursuant to Rule
             6e-2(b)(13) (v)(B).(Note 7)
        (13) Available Contract Riders.
             (a)   Rider for Insured's Waiver of Premium Benefit. (Note 3)
             (b)   Rider for Insured's Accidental Death Benefit. (Note 3)
             (c)   Rider for Term Insurance Benefit on Life of Insured-
                   Decreasing Amount. (Note 3)
             (d)   Rider for Option to Purchase Additional Insurance on Life of
                   Insured. (Note 3)
             (e)   Rider for Interim Term Insurance Benefit. (Note 3)
             (f)   Rider for Term Insurance Benefit on Life of Insured
                   Spouse-Decreasing Amount. (Note 3)
             (g)   Rider for Level Term Insurance Benefit on Dependent Children.
                  (Note 3)
             (h)   Rider for Impaired Eyesight. (Note 5)
             (i)   Rider for Insured's Waiver of Premium Benefit. (Note 5)
             (j)   Rider for Insured's Accidental Death Benefit. (Note 5)
             (k)   Rider for Aviation Risk Exclusion. (Note 5)

                                      II-3

<PAGE>

             (l)   Rider for Aviation Risk Exclusion.  (Note 5)
             (m)   Rider for Military Aviation Risk Exclusion. (Note 5)
             (n)   Rider for Military Aviation Risk Exclusion. (Note 5)
             (o)   Rider for Level Term Insurance Benefit on Dependent Children.
                   (Note 5)
             (p)   Rider for Insured's Waiver of Premium Benefit. (Note 5)
             (q)   Rider for Insured's Waiver of Premium Benefit. (Note 5)
             (r)   Rider for Insured's Accidental Death Benefit. (Note 5)
             (s)   Rider for Insured's Accidental Death Benefit. (Note 5)
             (t)   Rider for Insured's Accidental Death Benefit. (Note 5)
             (u)   Rider for Level Term Insurance Benefit on Dependent Children.
                   (Note 5)
             (v)   Rider for Level Term Insurance Benefit on Dependent Children.
                   (Note 5)
             (w)   Rider for Reduced Paid-Up Insurance. (Note 5)
             (x)   Rider for Exempting Child from Reinstatement. (Note 5)
             (y)   Rider Defining Incontestable Period. (Note 5)
             (z)   Rider for Modification of Insured's Waiver of Premium Benefit
                   Provision. (Note 5)
             (aa)  Rider for Termination of Benefit. (Note 5)
             (bb)  Rider for Aviation Risk Exclusion. (Note 5)
             (cc)  Rider for Military Aviation Risk Exclusion. (Note 5)
             (dd)  Rider for War Risk Exclusion. (Note 5)
             (ee)  Rider Defining Incontestable Period. (Note 5)
             (ff)  Rider for Suicide Provision. (Note 5)
             (gg)  Rider Defining Incontestable Period. (Note 5)
             (hh)  Rider for Aviation Risk Exclusion. (Note 5)
             (ii)  Rider for Military Aviation Risk Exclusion. (Note 5)
             (jj)  Rider for Level Term Benefit on Dependent Children. (Note 5)
             (kk)  Rider for Insured's Waiver of Premium Benefit. (Note 5)
             (ll)  Rider for Insured's Accidental Death Benefit. (Note 5)
             (mm)  Rider for Ownership and Control. (Note 5)
             (nn)  Rider for Ownership and Control. (Note 5)
             (oo)  Rider for Applicant's Waiver of Premium Benefit. (Note 5)
             (pp)  Rider for Applicant's Waiver of Premium Benefit. (Note 5)
             (qq)  Rider for Applicant's Waiver of Premium Benefit. (Note 5)
             (rr)  Rider for Applicant's Waiver of Premium Benefit. (Note 5)
             (ss)  Rider for Applicant's Waiver of Premium Benefit. (Note 5)
             (tt)  Rider for Applicant's Waiver of Premium Benefit. (Note 5)
             (uu)  Rider for Level Term Benefit on Insured for use in West
                   Virginia. (Note 7)
             (vv)  Rider for Level Term Benefit on Insured for use in all states
                   except West Virginia. (Note 7)
             (ww)  Rider permitting Special Premium Remittance Plan for use in
                   all states except New York, New Jersey, and Pennsylvania.
                   (Note 7)
             (xx)  Rider for Variable Loan Interest Rate for use in all states
                   except New York, New Jersey, and Michigan. (Note 7)
             (yy)  Rider for Variable Loan Interest Rate for use in Michigan.
                   (Note 7)
             (zz)  Rider permitting Special Premium Remittance Plan for use in
                   Pennsylvania. (Note 7)
             (aaa) Rider for Decreasing Term Insurance Benefit for use in West
                   Virginia. (Note 8)
             (bbb) Rider for Decreasing Term Insurance Benefit for use in all
                   states except New York, New Jersey and West Virginia.
                   (Note 8)
             (ccc) Rider for Decreasing Term Insurance Benefit on life of
                   Insured Spouse for use in all states except New York, New
                   Jersey, South Carolina and West Virginia. (Note 8)
             (ddd) Rider for Decreasing Term Insurance Benefit on life of
                   Insured Spouse for use in South Carolina. (Note 8)
             (eee) Rider for Decreasing Term Insurance Benefit on life of
                   Insured Spouse for use in West Virginia. (Note 8)
             (fff) Rider for Variable Loan Interest Rate for use in Michigan.
                   (Note 8)
             (ggg) Rider for Variable Loan Interest Rate for use in South
                   Carolina. (Note 8)
             (hhh) Rider for Variable Loan Interest Rate for use in all states
                   except New York, New Jersey, Michigan and South Carolina.
                   (Note 8)
             (iii) Rider providing Options on Lapse for use in all states except
                   New York and New

                                      II-4

<PAGE>

                   Jersey. (Note 8)
             (jjj) Rider for Variable Reduced Paid-Up Insurance for use in all
                   states except New York and New Jersey. (Note 8)
             (kkk) Living Needs Benefit Rider for use in Florida. (Note 11)
             (lll) Living Needs Benefit Rider for use in all approved
                   jurisdictions except Florida. (Note 12)

  2. See Exhibit 1.A.(5).
   
  3. Opinion and Consent of Clifford E. Kirsch, Esq. as to the legality of the
     securities being registered. (Note 1)
    
  4. None.

  5. Not Applicable.

  6. Opinion and Consent of Nancy D. Davis, FSA, MAAA, as to actuarial matters
     pertaining to the securities being registered. (Note 1)

  7. Powers of Attorney.
   
     (a) E. Michael Caufield, Garnett L. Keith, Jr., Ira J. Kleinman, Esther H.
         Milnes, I. Edward Price, Stephen P. Tooley (Note 13)

     (b) William F. Yelverton (Note 14)
    

 27. Financial Data Schedule (Note 1)

(Note  1)  Filed herewith.
(Note  2)  Incorporated by reference to Registrant's Form N-8B-2, filed
           November 22, 1982.
(Note  3)  Incorporated by reference to Pre-Effective Amendment No. 1 to this
           Registration Statement, filed February 17, 1983.
(Note  4)  Incorporated by reference to Pre-Effective Amendment No. 2 to this
           Registration Statement, filed May 19, 1983.
(Note  5)  Incorporated by reference to Post-Effective Amendment No. 2 to this
           Registration Statement, filed March 22, 1984.
(Note  6)  Incorporated by reference to Post-Effective Amendment No. 3 to this
           Registration Statement, filed April 27, 1984.
(Note  7)  Incorporated by reference to Post-Effective Amendment No. 4 to this
           Registration Statement, filed April 30, 1985.
(Note  8)  Incorporated by reference to Post-Effective Amendment No. 5 to this
           Registration Statement, filed March 7, 1986.
(Note  9)  Incorporated by reference to Post-Effective Amendment No. 13 to Form
           S-6, Registration No. 2-89558, filed March 2, 1989, on behalf of the
           Pruco Life Variable Appreciable Account.
(Note 10)  Incorporated by reference to Post-Effective Amendment No. 14 to this
           Registration Statement, filed March 1, 1990.
(Note 11)  Incorporated by reference to Post-Effective Amendment No. 15 to this
           Registration Statement, filed April 26, 1990.
(Note 12)  Incorporated by reference to Post-Effective Amendment No. 20 to this
           Registration Statement, filed March 2, 1994.
   
(Note 13)  Incorporated by reference to Form N-4, Registration No. 33-61125,
           filed July 19, 1995 on behalf of the Pruco Life Flexible Premium
           Variable Annuity Account.
(Note 14)  Incorporated by reference to Pre-Effective Amendment No. 1 to Form
           N-4, Registration No. 33-61125, filed November 17, 1995 on behalf of 
           Pruco Life Flexible Premium Variable Annuity Account.
    

                                      II-5

<PAGE>

                                   SIGNATURES
   
Pursuant to the requirements of the Securities Act of 1933, the Registrant, the
Pruco Life Variable Insurance Account, certifies that this Amendment is filed
solely for one or more of the purposes specified in Rule 485(b)(1) under the
Securities Act of 1933 and that no material event requiring disclosure in the
prospectus, other than one listed in Rule 485(b)(1), has occurred since the
effective date of the most recent Post-Effective Amendment to the Registration
Statement which included a prospectus and has duly caused this Registration
Statement to be signed on its behalf by the undersigned thereunto duly
authorized and its seal hereunto affixed and attested, all in the city of Newark
and the State of New Jersey, on this 25th day of April, 1996.
    

(Seal)                PRUCO LIFE VARIABLE INSURANCE ACCOUNT
                                  (Registrant)


                        By: PRUCO LIFE INSURANCE COMPANY
                                  (Depositor)


Attest: /s/ Thomas C. Castano              By: /s/ Esther H. Milnes
        ------------------------------     ----------------------------------
            Thomas C. Castano                      Esther H. Milnes
            Assistant Secretary                    President
   
Pursuant to the requirements of the Securities Act of 1933, this  Post-Effective
Amendment  No. 23 to the  Registration  Statement  has been signed  below by the
following persons in the capacities indicated on this 25th day of April, 1996.
    
       SIGNATURE AND TITLE
       -------------------
   
/s/ *
- ----------------------------------------
Esther Milnes
President and Director
    

/s/ *
- ----------------------------------------
Stephen Tooley
Chief Accounting Officer and Comptroller

/s/ *
- ----------------------------------------
E. Michael Caulfield
Director

/s/ *
- ----------------------------------------    *By:   /s/ Thomas C. Castano
Garnett L. Keith, Jr.                              -----------------------------
Director                                           Thomas C. Castano
                                                   (Attorney-in-Fact)
/s/ *
- ---------------------------------------- 
Ira J. Kleinman, Jr.
Director

/s/ *
- ---------------------------------------- 
I. Edward Price
Director

   
/s/ *
- ---------------------------------------- 
William F. Yelverton
Director
    


                                      II-6
<PAGE>



                                  EXHIBIT INDEX

   
       Consent of Deloitte and Touche LLP, independent auditors.      Page II-7

 3.    Opinion and Consent of Clifford E. Kirsch, Esq. as to          Page II-9
       legality of the securities being registered.

 6.    Opinion and Consent of Nancy Davis, FSA, MAAA, as to           Page II-10
       actuarial matters pertaining to the securities being
       registered.

27.    Financial Data Schedule.                                       Page II-11
    

                                      II-8


   

INDEPENDENT AUDITORS' CONSENT

We consent to the use in this Post-Effective Amendment No. 23 to Registration
Statement No. 2-80513 on Form S-6 of Pruco Life Variable Insurance Account of
Pruco Life Insurance Company of our report dated February 15, 1996, relating to
the financial statements of Pruco Life Variable Insurance Account, and of our
report dated March 15, 1996, relating to the consolidated financial statements
of Pruco Life Insurance Company and subsidiaries appearing in the Prospectus,
which is part of such Registration Statement, and to the reference to us under
the heading "Experts" in such Prospectus.



/S/  Deloitte & Touche LLP
Parsippany, New Jersey
April 25, 1996

    

                                      II-7



   

                                                                       Exhibit 3

                                                                  April 25, 1996

Pruco Life Insurance Company
213 Washington Street
Newark, New Jersey 07102-2992

Gentlemen:

In my capacity as Chief Counsel of Pruco Life Insurance Company ("Pruco Life"),
I have reviewed the establishment of Pruco Life Variable Insurance Account (the
"Account") on November 10, 1982 by the Executive Committee of the Board of
Directors of Pruco Life as a separate account for assets applicable to certain
variable life insurance contracts, pursuant to the provisions of Section 20-651
of the Arizona Insurance Code. I was responsible for oversight of the
preparation and review of the Registration Statement on Form S-6, as amended,
filed by Pruco Life with the Securities and Exchange Commission (Registration
No. 2-80513) under the Securities Act of 1933 for the registration of certain
variable life insurance contracts issued with respect to the Account.

I am of the following opinion:

     (1)  Pruco Life was duly organized under the laws of Arizona and is a
          validly existing corporation.

     (2)  The Account has been duly created and is validly existing as a
          separate account pursuant to the aforesaid provisions of Arizona law.

     (3)  The portion of the assets held in the Account equal to the reserve and
          other liabilities for variable benefits under the variable life
          insurance contracts is not chargeable with liabilities arising out of
          any other business Pruco Life may conduct.

     (4)  The variable life insurance contracts are legal and binding
          obligations of Pruco Life in accordance with their terms.


In arriving at the foregoing opinion, I have made such examination of law and
examined such records and other documents as I judged to be necessary or
appropriate.

I hereby consent to the filing of this opinion as an exhibit to the Registration
Statement.



Very truly yours,



Clifford E. Kirsch


vli.pl

    
                                      II-9


   


                                                                       Exhibit 6


                                                                  April 25, 1996

Pruco Life Insurance Company
213 Washington Street
Newark, New Jersey 07102-2992

To Pruco Life Insurance Company:

This opinion is furnished in connection with the registration by Pruco Life
Insurance Company of variable life insurance contracts ("Contracts") under the
Securities Act of 1933. The prospectus included in Post-Effective Amendment No.
23 to Registration Statement No. 2-80513 on Form S-6 describes the Contracts. I
have reviewed the Contract form and I have participated in the preparation and
review of the Registration statement and Exhibits thereto. In my opinion:

     (1)  The illustrations of death benefits included in the prospectus section
          entitled "How a Contract's Death Benefit Will Vary", based on the
          assumptions stated in the illustrations, are consistent with the
          provisions of the Contract.

     (2)  The illustrations of cash values included in the prospectus section
          entitled "How a Contract's Cash Value Will Vary", based on the
          assumptions stated in the illustrations, are consistent with the
          provisions of the Contract.

     (3)  The illustrations of cash values and death benefits included in the
          section entitled "Illustrations" and in the Appendix of the
          prospectus, based on the assumptions stated in the illustrations, are
          consistent with the provisions of the Contract. 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 male age
          25 or male age 40, than to prospective purchasers of Contracts on
          males of other ages or on females.

     (4)  The illustrations of the effect of a Contract loan on the death
          benefit and cash value included in the prospectus section entitled
          "Contract Loans", based on the assumptions stated in the illustration,
          is consistent with the provisions of the Contract.

     (5)  The illustrations (with respect to a lapsed Contract) of cash values,
          extended term insurance and reduced paid-up insurance which are
          included in the prospectus section entitled "Options on Lapse", based
          on the assumptions stated in the illustrations, are consistent with
          the Contract.

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.


Very truly yours,


Nancy D. Davis, FSA, MAAA
Vice President and Assistant Actuary
The Prudential Insurance Company of America
vli.pl


                                      II-10

    


<TABLE> <S> <C>

   
<ARTICLE>             6
<MULTIPLIER>          1000
       
<S>                                        <C>
<PERIOD-TYPE>                              YEAR
<FISCAL-YEAR-END>                                                   DEC-31-1995
<PERIOD-END>                                                        DEC-31-1995
<INVESTMENTS-AT-COST>                                                   235,167
<INVESTMENTS-AT-VALUE>                                                  296,717 
<RECEIVABLES>                                                                 0 
<ASSETS-OTHER>                                                              (43)
<OTHER-ITEMS-ASSETS>                                                          0 
<TOTAL-ASSETS>                                                          296,717 
<PAYABLE-FOR-SECURITIES>                                                      0 
<SENIOR-LONG-TERM-DEBT>                                                       0 
<OTHER-ITEMS-LIABILITIES>                                                     0 
<TOTAL-LIABILITIES>                                                           0 
<SENIOR-EQUITY>                                                               0 
<PAID-IN-CAPITAL-COMMON>                                                      0 
<SHARES-COMMON-STOCK>                                                    16,650 
<SHARES-COMMON-PRIOR>                                                         0 
<ACCUMULATED-NII-CURRENT>                                                     0 
<OVERDISTRIBUTION-NII>                                                        0 
<ACCUMULATED-NET-GAINS>                                                       0 
<OVERDISTRIBUTION-GAINS>                                                      0 
<ACCUM-APPREC-OR-DEPREC>                                                      0 
<NET-ASSETS>                                                            296,673 
<DIVIDEND-INCOME>                                                         9,162 
<INTEREST-INCOME>                                                             0 
<OTHER-INCOME>                                                            9,591 
<EXPENSES-NET>                                                              528 
<NET-INVESTMENT-INCOME>                                                   8,634 
<REALIZED-GAINS-CURRENT>                                                    919 
<APPREC-INCREASE-CURRENT>                                                38,816 
<NET-CHANGE-FROM-OPS>                                                    57,960 
<EQUALIZATION>                                                                0 
<DISTRIBUTIONS-OF-INCOME>                                                     0 
<DISTRIBUTIONS-OF-GAINS>                                                      0 
<DISTRIBUTIONS-OTHER>                                                         0 
<NUMBER-OF-SHARES-SOLD>                                                       0 
<NUMBER-OF-SHARES-REDEEMED>                                                   0 
<SHARES-REINVESTED>                                                           0 
<NET-CHANGE-IN-ASSETS>                                                   56,924 
<ACCUMULATED-NII-PRIOR>                                                       0 
<ACCUMULATED-GAINS-PRIOR>                                                     0 
<OVERDISTRIB-NII-PRIOR>                                                       0 
<OVERDIST-NET-GAINS-PRIOR>                                                    0 
<GROSS-ADVISORY-FEES>                                                         0 
<INTEREST-EXPENSE>                                                            0 
<GROSS-EXPENSE>                                                               0 
<AVERAGE-NET-ASSETS>                                                          0 
<PER-SHARE-NAV-BEGIN>                                                         0 
<PER-SHARE-NII>                                                               0 
<PER-SHARE-GAIN-APPREC>                                                       0 
<PER-SHARE-DIVIDEND>                                                          0 
<PER-SHARE-DISTRIBUTIONS>                                                     0 
<RETURNS-OF-CAPITAL>                                                          0 
<PER-SHARE-NAV-END>                                                           0 
<EXPENSE-RATIO>                                                               0 
<AVG-DEBT-OUTSTANDING>                                                        0 
<AVG-DEBT-PER-SHARE>                                                          0 
        

    


</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission