NEW ENGLAND VARIABLE LIFE SEPARATE ACCOUNT
497, 1996-09-26
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                              ZENITH LIFE PLUS II

                        Supplement dated August 30, 1996
                        to Prospectus dated May 1, 1996


For Policies purchased through payroll deductions:

     If you elect to pay your scheduled premiums using payroll deductions that
your employer will remit to New England Life Insurance Company ("NELICO") on
your behalf, the following special provisions apply to you.

     1. Policy Date. The Policy Date and the investment start date for your 
Policy will be six weeks after the date your employer begins making payroll 
deductions that will be used to pay the scheduled premiums due on your Policy.

     2. Temporary Life Insurance Coverage. The insured under your Policy will 
receive temporary life insurance coverage for a limited period under the terms 
of a temporary insurance agreement. Coverage will begin as of the date of the 
temporary insurance agreement, which is generally the same date you sign your 
application.

     3. Scheduled Premium Payments. Your first scheduled premium payment will be
due on the Policy Date. Subsequent scheduled premium payments will be due on the
same day each month thereafter, for a total of 12 scheduled premium payments 
each year, regardless of the frequency with which payroll deductions are made. 
NELICO will apply premiums to your Policy each month on the due date, and the 
amount applied each month will be the amount of scheduled premium due for that 
month. If the amount of payroll deductions exceeds the amount of scheduled 
premium due for any month, your employer will retain the excess for inclusion 
with the next scheduled premium payment.

     4. Default and Lapse. If NELICO does not receive scheduled premium 
payments each month as they become due, your Policy may lapse. See "Default and 
Lapse Options." Hence, to keep your Policy in force if you miss a payroll 
deduction, you may need to give your employer the amount of the missed 
deductions, so that your employer can remit the full amount of the next 
scheduled premium due. If you receive a lapse notice from NELICO, you will need
to send payment directly to NELICO in order to reinstate your Policy.

     5. Unscheduled Payments and Loan Repayments. You cannot use payroll 
deductions to make unscheduled payments or to repay a Policy loan. Please
contact NELICO or your registered representative if you would like to arrange
either of these types of transactions.

     6. Premium Recalculation. The scheduled premium due for your Policy will 
remain at its initial level until the later of: a) the year when the insured 
reaches age 71; or b) eleven years. At that time, the scheduled premium due for 
future years may be increased, depending on the amount of the Policy's cash 
value on the preceding policy anniversary, and it may be appropriate to adjust 
your payroll deduction accordingly. (See "Scheduled Premium Recalculation.") THE
CASH VALUE OF PREMIUMS ALLOCATED TO THE VARIABLE ACCOUNT IS NOT GUARANTEED, AND 
UNFAVORABLE INVESTMENT EXPERIENCE CAN REDUCE IT TO ZERO. YOU WILL BEAR THE 
ENTIRE INVESTMENT RISK WITH RESPECT TO CASH VALUE IN THE VARIABLE ACCOUNT.


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