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PROVIDENT MUTUAL LIFE INSURANCE COMPANY
PROVIDENT MUTUAL VARIABLE GROWTH SEPARATE ACCOUNT
PROVIDENT MUTUAL VARIABLE MONEY MARKET SEPARATE ACCOUNT
PROVIDENT MUTUAL VARIABLE BOND SEPARATE ACCOUNT
PROVIDENT MUTUAL VARIABLE MANAGED SEPARATE ACCOUNT
PROVIDENT MUTUAL VARIABLE ZERO COUPON BOND SEPARATE ACCOUNT
PROVIDENT MUTUAL VARIABLE AGGRESSIVE GROWTH SEPARATE ACCOUNT
PROVIDENT MUTUAL VARIABLE INTERNATIONAL SEPARATE ACCOUNT
PROVIDENT MUTUAL VARIABLE SEPARATE ACCOUNT
SUPPLEMENT DATED FEBRUARY 7, 2000
TO
PROSPECTUS DATED MAY 1, 1999
This supplement describes certain changes to your variable life insurance
contract (the "Contract") issued by Provident Mutual Life Insurance Company
("PMLIC").
SUBSTITUTION OF SHARES OF EQUITY 500 INDEX PORTFOLIO OF MARKET STREET FUND, INC.
FOR SHARES OF INDEX 500 PORTFOLIO OF VARIABLE INSURANCE PRODUCTS FUND II
CHANGE OF INVESTMENT OPTIONS
Pursuant to an order of the Securities and Exchange Commission issued on January
27, 2000, as of February 7, 2000, the Index 500 Portfolio of Variable Insurance
Products Fund II will no longer be available as an investment option under your
Contract. In its place, the Equity 500 Index Portfolio of Market Street Fund,
Inc. will be available as an investment option under your Contract.
INVESTMENT OBJECTIVE. The Equity 500 Index Portfolio seeks to provide long-term
capital appreciation by investing primarily in common stocks included in the
Standard & Poor's 500(R) Composite Stock Price Index.* There is no assurance
that the Equity 500 Index Portfolio will achieve its stated objective.
* Standard & Poor's(R), S&P(R), S&P 500(R), Standard & Poor's 500 and 500 are
trademarks of The McGraw-Hill Companies, Inc. and have been licensed for
use by PMLIC and the Market Street Fund, Inc. Neither the Contract nor the
Equity 500 Index Portfolio is sponsored, endorsed, sold, or promoted by
Standard & Poor's, and Standard & Poor's makes no representation regarding
the advisability of investing in the Contract and the Equity 500 Index
Portfolio. (For more information regarding the S&P 500 Index, see "Standard
& Poor's," below.)
ANNUAL FUND EXPENSES. The following annual expense information for the Equity
500 Index Portfolio for the year ended December 31, 1998 should be added to the
Expense Table included in your Contract prospectus.
<TABLE>
<CAPTION>
MARKET STREET FUND, INC.
ANNUAL EXPENSES Equity 500
(as a percentage of average net assets) Index Portfolio
---------------
<S> <C>
Management Fees
(Investment Advisory Fees)................................................... 0.24%
Other Expenses.................................................................. 0.04%*
----
Total Fund Annual Expenses...................................................... 0.28%
</TABLE>
* Because the Equity 500 Index Portfolio was not in existence during 1999,
"Other Expenses" is based on estimated amounts for 2000. These estimated
amounts reflect an expense reimbursement and fee waiver arrangement for 2000.
Absent this arrangement, Total Annual Expenses would be estimated to be
0.39%.
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Additional information about the Equity 500 Index Portfolio, including its
investment policies, risks, fees and expenses and all other aspects of its
operations, can be found in the prospectus for the Equity 500 Index Portfolio,
which will be available from PMLIC on or before February 7, 2000. This
prospectus should be read carefully before investing.
CHANGE IN SUB-ADVISER
On February 7, 2000, Sterling Capital Management Company ("Sterling") replaced
Denver Investment Advisors as a sub-adviser to the All Pro Small Cap Value
Portfolio. From its investment advisory fees, PIMC pays Sterling a monthly fee
equal to an annual rate of .70% of the average daily net assets of the Portfolio
managed by Sterling.
STANDARD & POOR'S
Standard & Poor's(R), S&P 500(R), Standard & Poor's 500 and 500 are trademarks
of The McGraw-Hill Companies, Inc. and have been licensed for use by PMLIC and
the Market Street Fund, Inc. ("Market Street"). Neither the Contract nor the
Equity 500 Index Portfolio is sponsored, endorsed, sold or promoted by Standard
& Poor's, a division of The McGraw-Hill Companies, Inc. ("S&P").
S&P makes no representation or warranty, express or implied, to the owners of
the Contract and the Equity 500 Index Portfolio or any member of the public
regarding the advisability of investing in securities generally or in the
Contract and the Equity 500 Index Portfolio particularly or the ability of the
S&P 500 Index to track general stock market performance. S&P's only relationship
to PMLIC and Market Street is the licensing of certain trademarks and trade
names of S&P and of the S&P 500 Index which is determined, composed and
calculated by S&P without regard to PMLIC, Market Street, the Contract, or the
Equity 500 Index Portfolio. S&P has no obligation to take the needs of PMLIC,
Market Street, or the owners of the Contract or the Equity 500 Index Portfolio
into consideration in determining, composing or calculating the S&P 500 Index.
S&P is not responsible for and has not participated in the determination of the
prices and amount of the Contract or the Equity 500 Index Portfolio or the
timing of the issuance or sale of the Contract or the Equity 500 Index Portfolio
or in the determination or calculation of the equation by which the Contract or
the Equity 500 Index Portfolio are to be converted into cash. S&P has no
obligation or liability in connection with the administration, marketing or
trading of the Contract or the Equity 500 Index Portfolio.
S&P DOES NOT GUARANTEE THE ACCURACY AND/OR THE COMPLETENESS OF THE S&P 500 INDEX
OR ANY DATA INCLUDED THEREIN AND S&P SHALL HAVE NO LIABILITY FOR ANY ERRORS,
OMISSIONS, OR INTERRUPTIONS THEREIN. S&P MAKES NO WARRANTY, EXPRESS OR IMPLIED,
AS TO RESULTS TO BE OBTAINED BY PMLIC, MARKET STREET, OWNERS OF THE CONTRACT AND
THE EQUITY 500 INDEX PORTFOLIO, OR ANY OTHER PERSON OR ENTITY FROM THE USE OF
THE S&P 500 INDEX OR ANY DATA INCLUDED THEREIN. S&P MAKES NO EXPRESS OR IMPLIED
WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY OR FITNESS
FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE S&P 500 INDEX OR ANY DATA
INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL S&P
HAVE ANY LIABILITY FOR ANY SPECIAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES
(INCLUDING LOST PROFITS), EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.
This supplement should be retained with the prospectus for future reference.
