FIRST INVESTORS LIFE LEVEL PREMIUM VARIABLE LIF INS SEP AC B, 485BPOS, 1998-04-28

FIRST INVESTORS LIFE LEVEL PREMIUM VARIABLE LIF INS SEP AC B
485BPOS, 1998-04-28

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<PAGE>

As filed with the Securities and Exchange Commission on April 28, 1998

Registration No. 2-98410
811-4328
- -------------------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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

Post-Effective Amendment No. 18 X
-
To

FORM S-6

FOR REGISTRATION UNDER THE SECURITIES ACT OF 1933
OF SECURITIES OF A UNIT INVESTMENT TRUST
REGISTERED ON FORM N-8B-2
PURSUANT TO THE INVESTMENT
COMPANY ACT OF 1940

FIRST INVESTORS LIFE LEVEL PREMIUM
VARIABLE LIFE INSURANCE
(SEPARATE ACCOUNT B)
(Name of Trust)

FIRST INVESTORS LIFE INSURANCE COMPANY
(Name of Depositor)

95 Wall Street, 22nd Floor
New York, New York 10005
(Complete address of depositor's principal
executive offices)

Richard H. Gaebler
President
First Investors Life Insurance Company
95 Wall Street, 22nd Floor
New York, New York 10005
(Name and complete address of agent for service)

Copies of all communications to:
Freedman, Levy, Kroll & Simonds
1050 Connecticut Avenue
Washington, D.C. 20036-5366
Attn: Gary O. Cohen, Esq.

<PAGE>

It is proposed that this filing will become effective on (check the appropriate
box):

/ / immediately upon filing pursuant to paragraph (b)

/X/ on April 30, 1998 pursuant to paragraph (b)

/ / 60 days after filing pursuant to paragraph (a)(1)

/ / on (date) pursuant to paragraph (a)(1) of Rule 485

/ / this post-effective amendment designates a new effective date for a
previously filed post-effective amendment

Title and Amount of Securities Being Registered: An indefinite amount of units
of interest in First Investors Life Level Premium Variable Life Insurance
(Separate Account B) under variable life insurance policies.

Approximate Date of Proposed Public Offering: Continuous

<PAGE>

FIRST INVESTORS
LIFE LEVEL PREMIUM
VARIABLE LIFE INSURANCE

RECONCILIATION AND TIE

N-8B-2
Item No. Location
- -------- --------

1-8 Organization and General Front Cover; Separate Account B;
Information The Variable Life Policy

9 Material Litigation Not Applicable

10 General Information Concerning Separate Account B; Investment
the Securities of the Trust and Objectives and Risk Factors;
the Rights of Holders Changes in Fund Investment
Policies and Restrictions; The
Variable Life Policy

11-12 Information Concerning the Separate Account B; Investment
Securities Underlying the Objectives and Risk Factors
Trust's Securities

13 Information Concerning Loads, Charges and Expenses
Fees, Charges and Expenses

14-24 Information Concerning the Charges and Expenses; Separate
Operations of the Trust Account B; Investment Objectives
and Risk Factors; Changes in Fund
Investment Policies and
Restrictions; The Variable Life
Policy;

25-27 Organization and Operations of First Investors Life Insurance
Depositor Company

28 Officials and Affiliated Persons Officers and Directors of First
of Depositor Investors Life Insurance Company

30 Controlling Persons Not Applicable

31-34 Compensation of Officers and First Investors Life Insurance
Directors of Depositor Company

<PAGE>

35-38 Distribution of Securities First Investors Life Insurance
Company; Investment Objectives and
Risk Factors; Underwriter;
Distribution of Policies

39-43 Information Concerning Principal Underwriter
Underwriter

44-45 Offering Price or Acquisition Pertinent Provisions of the
Valuation of Securities of the Prospectus of First Investors Life
Trust Series Fund (File No.
2-98409) incorporated herein by
reference

46 Redemption Valuation of Pertinent Provisions of the
Securities of the Trust Prospectus of First Investors Life
Series Fund (File No.
2-98409) incorporated herein by
reference

47 Purchase and Sale of Interests Charges and Expenses; Separate
in Underlying Securities from Account B; The Variable Life
and to Security Holders Policy

48-50 Information Concerning the Custodian
Trustee or Custodian

51 Information Concerning Insurance Appendix I - Other Policy
of Holders of Securities Provisions

52 Policy of Registrant Separate Account B; Investment
Objectives and Risk Factors;
Changes in Fund Investment and
Restrictions

53 Regulated Investment Company Federal Income Tax Status

54-59 Financial and Statistical The Variable Life Policy;
Information Illustrations of Death Benefits,
Cash Values and Accumulated
Premiums; Appendix II - Additional
Illustration of Death Benefits,
Cash Values and Accumulated
Premiums; Financial Statements and
Auditors' Reports
<PAGE>

PART II

CONTENTS OF REGISTRATION STATEMENT

(INFORMATION NOT REQUIRED TO BE FILED IN A PROSPECTUS)

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 PURSUANT TO RULE 484(b)(1)
UNDER THE SECURITIES ACT OF 1933

Article XIV of the By-Laws of First Investors Life Insurance Company
provides as follows:

"To the full extent authorized by law and by the Charter, the
Corporation shall and hereby does indemnify any person who shall at
any time be made, or threatened to be made, a party in any civil or
criminal action or proceeding by reason of the fact that he, his
testator or his intestate is or was a director or officer of the
Corporation or served another corporation in any capacity at the
request of the Corporation, provided, that the notice required by
Section 62-a of the Insurance Law of the State of New York, as now in
effect or as amended from time to time, be filed with the
Superintendent of Insurance."

Reference is hereby made to the New York Business Corporation Law, Sections
721 through 725.

The general effect of this Indemnification will be to indemnify any person
made, or threatened to be made, a party to an action by or in the right of the
corporation to procure a judgment in its favor by reason of the fact that the
person, or that person's testator or intestate, is or was a director or officer
of the corporation, or is or was serving at the request of the corporation as a
director or officer of any other corporation of any type or kind, domestic or
foreign, of any partnership, joint venture, trust, employee benefit plan or
other enterprise, against amounts paid in settlement and reasonable expenses,
including attorney's fees, actually and necessarily incurred in connection with
the defense or settlement of such action, or in connection with an appeal
therein if such director or officer acted in good faith, for a purpose
reasonably believed by that person to be in, and not opposed to, the best
interests of the corporation and not otherwise knowingly unlawful.

A directors and officers liability policy in the amount of $3,000,000
covering First Investors Life's directors and officers has been issued by the
Great American Insurance Companies.

Insofar as indemnification for liability arising under the Securities Act
of 1933 may be permitted to directors, officers and controlling persons of the
First Investors Life Level Premium Variable Life Insurance (Separate Account B)
pursuant to the foregoing provisions, or otherwise, the First Investors Life
Level Premium Variable Life Insurance (Separate Account B) 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 First Investors Life Level Premium Variable Life
Insurance (Separate Account B) of expenses incurred or paid by a director,
officer or controlling person of the First Investors Life Level Premium Variable
Life Insurance (Separate Account B) in the successful defense of any action,
suit or proceeding) is asserted by such director, officer or controlling person
in connection with the securities

<PAGE>

being registered, the First Life Level Premium Variable Life Insurance
(Separate Account B) 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
policy as expressed in the Act and will be governed by the final adjudication
of such issue.

Representation Regarding Reasonableness of
Aggregate Policy Fees and Charges
Pursuant to Section 26(a)(e)(2)(A) of the
Investment Company Act of 1940

First Investors Life represents that the fees and charges deducted under
the Policies described in this Registration Statement, in the aggregate, are
reasonable in relation to the services rendered, the expenses expected to be
incurred, and the risks assumed by First Investors Life under the Policies.
First Investors Life bases its representation on its assessment of all of the
facts and circumstances, including such relevant factors as: the nature and
extent of such services, expenses and risks; the need for First Investors Life
to earn a profit; and the regulatory standards for exemptive relief under the
Investment Company Act of 1940 under prior to October 1996, including the range
of industry practice. This representation applies to all Policies sold pursuant
to this Registration Statement, including those sold on terms specifically
described in the prospectus contained herein, or any variations therein, based
on supplements, endorsements, or riders to any Policies or prospectus, or
otherwise.

This Registration Statement for First Investors Life Level Premium Variable Life
Insurance comprises the following papers and documents.

The facing page.

Reconciliation and Tie.

Prospectus, consisting of 53 pages.

The undertaking to file reports.

Undertaking pursuant to Rule 484 (b)(1) under the Securities Act of 1933.

Representation Regarding Reasonableness of Fees and Charges.

The signatures.

Written consents of the following persons:

Tait, Weller & Baker.

<PAGE>

FIRST INVESTORS LIFE LEVEL PREMIUM VARIABLE LIFE INSURANCE
(SEPARATE ACCOUNT B)
LEVEL PREMIUM VARIABLE LIFE INSURANCE POLICIES
ISSUED BY
FIRST INVESTORS LIFE INSURANCE COMPANY
95 Wall Street, New York, N.Y. 10005/(212) 858-8200

INVESTORS ARE ADVISED TO READ AND RETAIN THIS PROSPECTUS FOR FUTURE
REFERENCE.

This Prospectus describes the Level Premium Variable Life Insurance Policy
(the "Policy") offered by First Investors Life Insurance Company ("First
Investors Life"). The purpose of the Policy is to provide life insurance
coverage and to lessen the economic loss resulting from the death of the
Insured.

Policy premiums net of certain expenses ("net annual premiums") are paid
into First Investors Life Level Premium Variable Life Insurance (Separate
Account B) ("Separate Account B"). A Policyowner elects to have his or her
net premiums paid into one or more of the nine subaccounts of Separate
Account B ("Subaccounts"). The assets of each Subaccount are invested at net
asset value in shares of a related series of First Investors Life Series Fund
(the "Life Series Fund"), an open-end diversified management investment
company. Target Maturity 2007 Fund and Target Maturity 2010 Fund are not
offered to Policyowners of Separate Account B.

The Policy is similar to a limited payment whole life insurance policy
with a death benefit, level premiums, loan privileges and other features that
are usually associated with a limited payment insurance policy. Unlike the
usual whole life insurance policy, the Policy is "variable" because the
amount of the insurance coverage and the cash values may increase or decrease
depending on the investment performance of the chosen Subaccount or
Subaccounts of Separate Account B.

The death benefit during the first Policy year will be the face amount
shown on the Policy (the "Guaranteed Insurance Amount"). On each Policy
anniversary, the amount of coverage may increase or decrease depending on the
investment results of the designated Subaccount or Subaccounts, but it will
never be less than the Guaranteed Insurance Amount as long as there is no
outstanding Policy loan and premiums are paid when due.

The cash value of the Policy will vary from day to day, depending on the
investment results of the designated Subaccount or Subaccounts, but with no
guaranteed minimum. The Policyowner bears the entire investment risk and the
Policy's cash value (not the death benefit) could decline to zero.

Replacing existing insurance with the Policy described in this Prospectus
may not be to your advantage because of, among other things, the cost of the
Policy during the first few years.

This Prospectus sets forth the information about the Policies and Separate
Account B that a prospective investor should know before investing and should
be kept for future reference.

THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED
OR DISAPPROVED THESE SECURITIES OR PASSED UPON
THE ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION
TO THE CONTRARY IS A CRIMINAL OFFENSE.

THIS PROSPECTUS IS VALID ONLY WHEN ATTACHED TO THE
CURRENT PROSPECTUS FOR FIRST INVESTORS LIFE SERIES FUND.

The date of this Prospectus is April 30, 1998

<PAGE>

CHARGES AND EXPENSES

First Investors Life guarantees that it will not increase the amount of
premiums, charges deducted from premiums and the charges to the Subaccount(s)
for mortality and expense risks.

CHARGES DEDUCTED FROM PREMIUMS

AMOUNT ALLOCATED TO SELECTED SUBACCOUNT. The amount allocated to the
selected Subaccount(s) for a standard mortality risk Policy is the premium
you pay less the premiums for any optional insurance benefits and less the
charges listed below, which are allocated to First Investors Life's General
Account.

ANNUAL CHARGE. A $30 charge, which will be made in each Policy year, is
for annual administrative expenses, including premium billing and collection,
recordkeeping, processing death benefit claims, cash surrenders and Policy
changes, reporting and other communications to Policyowners.

ADDITIONAL FIRST YEAR ADMINISTRATIVE CHARGE. A charge in the first
Policy year at the rate of $5 per $1,000 of initial face amount of insurance
or a pro rata portion thereof, is made to cover administrative expenses in
connection with the issuance of the Policy. Such expenses include medical
examinations, insurance underwriting costs, and costs incurred in processing
applications and establishing permanent Policy records.

SALES LOAD. A charge, which is deemed to be a "sales load" as defined
in the 1940 Act, not to exceed the following percentages of the annual
premium, will be charged as follows:

<TABLE>

YEARS MAXIMUM PERCENTAGES
----- -------------------
<S> <C>
1..........................30%
2-4.........................10%
5 and thereafter....................6%

</TABLE>

The amount of the "sales load" in any Policy year is not specifically
related to sales expenses for that year.

STATE PREMIUM TAX CHARGE. This charge is 2% of the premium. Premium
taxes vary from state to state and the 2% rate is the average rate expected
to be paid on premiums received in all states over the lifetime of the
Insured covered by the Policy.

RISK CHARGE. This is a maximum 1.5% charge of the premium, to cover the
contingency that the Insured would die at a time when the guaranteed minimum
death benefit exceeds the death benefit which would have been payable in the
absence of the guaranteed minimum death benefit.

OTHER CHARGES. The extra premium charged for sub-standard life
insurance risk and the charge for premiums not paid on an annual basis is
deducted from the gross premium upon receipt.

Deductions and the accrual for the above charges begin on a Policy's
issue date. For the fiscal year ended December 31, 1997, First Investors
Life received $5,087,000 in sales charges.

<PAGE>

EXPENSES CHARGED TO SEPARATE ACCOUNT B

CHARGE FOR MORTALITY AND EXPENSE RISKS. First Investors Life makes a
daily charge to each Subaccount for mortality and expense risks assumed by
First Investors Life. The charge is computed at an effective annual rate of
.50% of the value of the Subaccount's assets attributable to the Policies.

The mortality risk assumed is that the Insured may live for a shorter
period of time than estimated and, therefore, a greater amount of death
benefits than expected will be payable in relation to the amount of the
premiums received. The expense risk assumed is that expenses incurred in
issuing and administering the Policies will be greater than estimated.

COST OF INSURANCE. After the net premium is placed into Separate Account
B, a charge is made for the cost of insurance protection (see "Cost of
Insurance Protection").

CHARGES FOR INCOME TAXES. First Investors Life currently does not charge
Separate Account B for its corporate Federal income taxes that may be
attributable to Separate Account B. However, First Investors Life may make
such a charge in the future. Charges for other applicable taxes attributable
to Separate Account B may also be made (see "Charges for First Investors
Life's Income Taxes").

EXPENSES CHARGED TO THE FUND

BROKERAGE CHARGES. The Funds bear the cost of brokerage commissions,
transfer taxes and other fees related to securities transactions.

OTHER CHARGES. Each Subaccount purchases shares of the corresponding
Fund at net asset value. The net asset value of those shares reflects
management fees and expenses already deducted from the assets of the Fund.
Those fees and expenses are described in detail in Life Series Fund's
Prospectus.

GENERAL DESCRIPTION

FIRST INVESTORS LIFE INSURANCE COMPANY

First Investors Life Insurance Company, 95 Wall Street, New York, New
York 10005 ("First Investors Life"), a stock life insurance company
incorporated under the laws of the State of New York in 1962, writes life
insurance, annuities and accident and health insurance. In addition to
Separate Account B, First Investors Life also maintains First Investors Life
Variable Annuity Fund A, First Investors Life Variable Annuity Fund C and
First Investors Life Variable Annuity Fund D. Variable annuity contracts
funded through those accounts are offered through their own prospectuses.
First Investors Consolidated Corporation ("FICC") owns all of the voting
common stock of First Investors Management Company, Inc. ("FIMCO" or
"Adviser") and all of the outstanding stock of First Investors Life, First
Investors Corporation ("FIC" or "Underwriter") and Administrative Data
Management Corp., the transfer agent for Life Series Fund. Mr. Glenn O. Head
controls FICC and, therefore, controls the Adviser and First Investors Life.

First Investors Life assumes all of the insurance risks under the Policy
and its assets support the Policy's benefits. At December 31, 1997, First
Investors Life had assets of over $826 million and

<PAGE>

over $3.189 billion of life insurance in force. (See First Investors Life's
financial statements under "Financial Statements.")

SEPARATE ACCOUNT B

First Investors Life Level Premium Variable Life Insurance (Separate
Account B), also known by its proprietary name, "Insured Series Plan"
("Separate Account B"), was established on June 4, 1985 under the provisions
of the New York Insurance Law. Separate Account B is a separate investment
account to which assets are allocated to support the benefits under the Level
Premium Variable Life Insurance Policy (the "Policy") offered by First
Investors Life. Separate Account B is registered with the Securities and
Exchange Commission ("Commission") as a unit investment trust under the
Investment Company Act of 1940, as amended (the "1940 Act"), but such
registration does not involve any supervision by the Commission of the
management or investment practices or policies of Separate Account B.

The assets of each subaccount of Separate Account B (the "Subaccount")
are invested at net asset value in shares of the corresponding Fund
(singularly, "Fund," and collectively, "Funds") of Life Series Fund. For
example, the Blue Chip Subaccount invests in the Blue Chip Fund, the
Government Subaccount invests in the Government Fund, and so on. Life Series
Fund's Prospectus describes the risks attendant to an investment in each Fund.

Any and all distributions received from a Fund will be reinvested to
purchase additional shares of the distributing Fund at net asset value for
the corresponding Subaccount. Accordingly, no capital distributions from the
Policies are anticipated. Shares of the Funds in the Subaccounts will be
valued at their net asset value.

Separate Account B is divided into the following Subaccounts, each of
which corresponds to the following Fund of Life Series Fund:

<TABLE>

SEPARATE ACCOUNT
B SUBACCOUNT FUND
---------------- ----
<S> <C>
Blue Chip Subaccount Blue Chip Fund
Cash Management Subaccount Cash Management Fund
Discovery Subaccount Discovery Fund
Government Subaccount Government Fund
Growth Subaccount Growth Fund
High Yield Subaccount High Yield Fund
International Securities Subaccount International Securities Fund
Investment Grade Subaccount Investment Grade Fund
Utilities Income Subaccount Utilities Income Fund

</TABLE>

The assets of Separate Account B are the property of First Investors
Life. Each Policy provides that the portion of the assets of Separate Account
B equal to the reserves and other liabilities under the Policy with respect
to Separate Account B shall not be chargeable with liabilities arising out of
any other business that First Investors Life may conduct. In addition to the
net assets and other liabilities for the Policies, the assets of Separate
Account B include amounts derived from expenses charged to Separate Account B
by First Investors Life (see "Charges and Expenses"). From time to time these
additional amounts will be transferred in cash by First Investors Life to its
General Account. Before making a transfer, First Investors Life will consider
any possible adverse impact

<PAGE>

that the transfer may have on Separate Account B.

First Investors Life reserves the right, subject to compliance with
applicable law, including approval of Policyowners if so required, (1) to
invest the assets of Separate Account B in the shares of any investment
companies or series thereof or any investment permitted by law; (2) to
transfer assets determined by First Investors Life to be associated with the
class of policies to which the Policies belong from Separate Account B to
another separate account by withdrawing the same percentage of each
investment in Separate Account B with appropriate adjustments to avoid odd
lots and fractions; (3) to operate Separate Account B as a "management
company" under the 1940 Act, or in any other form permitted by law, the
investment adviser of which would be First Investors Life or an affiliate;
(4) to deregister Separate Account B under the 1940 Act; and (5) to operate
Separate Account B under the general supervision of a committee any or all
the members of which may be interested persons (as defined in the 1940 Act)
of First Investors Life or an affiliate, or to discharge the committee.

INVESTMENT OBJECTIVES AND RISK FACTORS

When a Policy is purchased, the Policyowner decides to place the net
premium (premium less certain deductions) into at least one but not more than
five of the Subaccounts of Separate Account B to support the Policy's
benefits, provided the allocation to any one Subaccount is not less than 10%
of the net premium. The allocation is made on the Policy's issue date and at
the beginning of each Policy year thereafter. A portion of the allocated
amount covers the cost of insurance protection. Coverage under the Policy
begins in accordance with the terms of the Conditional Receipt or the issue
date of the Policy in accordance with the terms of the Policy. That
Subaccount in turn invests in the corresponding Fund of Life Series Fund, as
set forth above. Twice a year, at any time during the Policy year, the
Policyowner may transfer all or part of the cash value from one Subaccount to
another provided the cash value is not allocated to more than five of the
Subaccounts, and provided the allocation to any one Subaccount is not less
than 10% of the cash value. The transfer becomes effective on the date of
receipt of the transfer request. Each Subaccount corresponds to a Fund of
Life Series Fund.

The net premium increases over time as charges and expenses decline. As
an example, using the policies illustrated on pages 21 through 23, First
Investors Life would allocate to the selected Subaccount(s) the following
amounts for each Policy year:

<TABLE>

MALE ISSUE MALE ISSUE MALE ISSUE
AGE 10 AGE 25 AGE 40
BEGINNING $600 ANNUAL $1,200 ANNUAL $1,800 ANNUAL
OF POLICY PREMIUM FOR PREMIUM FOR PREMIUM FOR
YEAR STANDARD RISK STANDARD RISK STANDARD RISK
--------- ------------- ------------- -------------
<S> <C> <C> <C>
1st................... $170.81 $ 508.46 $ 927.23
2nd-4th............... 489.00 1,008.00 1,527.00
5th and later......... 513.00 1,056.00 1,599.00

</TABLE>

The investment objectives and general characteristics of each Fund of
Life Series Fund which are offered to Policyowners of Separate Account B are
set forth below. See "Life Series Fund." There is no assurance that the
investment objective of any Fund of Life Series Fund will be realized.
Because each Fund of Life Series Fund is intended to serve a different
investment objective, each is subject to varying degrees of financial and
market risks. When deciding which Subaccount to

<PAGE>

utilize, a Policyowner should consider that the Policy's investment return
will affect the death benefit, the cash value and the loan value of the
Policy.

Because the Life Series Fund sells its shares to more than one separate
account funding variable annuity contracts or variable life insurance
policies, the possibility arises that violation of the Federal tax laws by
another separate account investing in Life Series Fund could cause the
Policies funded through Separate Account B to lose their tax-deferred status,
unless remedial action were taken. There are also special risk factors which
should be considered before taking advantage of the Policy Loan Privilege.
These risk factors are discussed in the "Loan Provision" section of this
prospectus.

LIFE SERIES FUND

First Investors Life Series Fund is a diversified open-end management
investment company registered under the 1940 Act. Life Series Fund consists
of eleven separate Funds, nine of which are offered to Policyowners of
Separate Account B. Target Maturity 2007 Fund and Target Maturity 2010 Fund,
separate Funds of Life Series Fund, are not offered to Policyowners of
Separate Account B. The shares of the Funds are not sold directly to the
general public but are available only through the purchase of an annuity
contract or a variable life insurance policy issued by First Investors Life.

The investment objectives of each Fund of Life Series Fund which are
offered to Policyowners of Separate Account B are as follows:

BLUE CHIP FUND. The investment objective of Blue Chip Fund is to seek
high total investment return consistent with the preservation of capital.
This goal will be sought by investing, under normal market conditions,
primarily in equity securities of "Blue Chip" companies that the Adviser
believes have potential earnings growth that is greater than the average
company included in the Standard & Poor's 500 Composite Stock Price Index.

CASH MANAGEMENT FUND. The objective of Cash Management Fund is to seek
to earn a high rate of current income consistent with the preservation of
capital and maintenance of liquidity. The Cash Management Fund will invest in
money market obligations, including high quality securities issued or
guaranteed by the U.S. Government or its agencies and instrumentalities, bank
obligations and high grade corporate instruments. An investment in the Fund
is neither insured nor guaranteed by the U.S. Government. There can be no
assurance that the Fund will be able to maintain a stable net asset value of
$1.00 per share.

DISCOVERY FUND. The investment objective of Discovery Fund is to seek
long-term capital appreciation, without regard to dividend or interest
income, through investment in the common stock of companies with small to
medium market capitalization that the Adviser considers to be undervalued or
less well known in the current marketplace and to have the potential for
capital growth.

GOVERNMENT FUND. The investment objective of Government Fund is to seek
to achieve a significant level of current income which is consistent with
security and liquidity of principal by investing, under normal market
conditions, primarily in obligations issued or guaranteed as to principal and
interest by the U.S. Government, its agencies or instrumentalities (including
mortgage-backed securities).

<PAGE>

GROWTH FUND. The investment objective of Growth Fund is to seek long-term
capital appreciation. This goal will be sought by investing, under normal
market conditions, primarily in common stocks of companies and industries
selected for their growth potential.

HIGH YIELD FUND. The primary objective of High Yield Fund is to seek to
earn a high level of current income. The Fund actively seeks to achieve its
secondary objective of capital appreciation to the extent consistent with its
primary objective. The Fund seeks to attain its objectives primarily through
investments in lower-grade, high-yielding, high risk debt securities.
Investments in high yield, high risk securities, commonly referred to as
"junk bonds," may entail risks that are different or more pronounced than
those involved in higher-rated securities. See "Description of Certain
Securites, Other Investment Policies and Risk Factors -- High Yield
Securities" in Life Series Fund's Prospectus.

INTERNATIONAL SECURITIES FUND. The primary objective of International
Securities Fund is to seek long-term capital growth. As a secondary
objective, the Fund seeks to earn a reasonable level of current income.
These objectives are sought, under normal market conditions, through
investment in common stocks, rights and warrants, preferred stocks, bonds and
other debt obligations issued by companies or governments of any nation,
subject to certain restrictions with respect to concentration and
diversification.

INVESTMENT GRADE FUND. The investment objective of Investment Grade
Fund is to seek a maximum level of income consistent with investment in
investment grade debt securities. The Fund seeks to achieve its objective
primarily by investing, under normal market conditions, in debt securities of
U.S. issuers that are rated in one of the four highest rating categories by
Moody's Investors Service, Inc. or Standard & Poor's Ratings Group or, if
unrated, are deemed to be of comparable quality by the Adviser.

UTILITIES INCOME FUND. The primary objective of Utilities Income Fund
is to seek high current income. Long-term capital appreciation is a
secondary objective. These objectives are sought, under normal market
conditions, through investment in equity and debt securities issued by
companies primarily engaged in the public utilities industry.

No offer is made of a Policy funded by the underlying Fund unless a
current Life Series Fund Prospectus has been delivered. Each Fund of the
Life Series Fund may be referred to as "Fund" or "Series" in the Policies.
For more complete information about each of the Funds underlying Separate
Account B, including management fees and other expenses, see Life Series
Fund's Prospectus. The Prospectus details each Fund's investment goals,
management strategies, investment restrictions, portfolio turnover rate, the
market and financial risks of an investment in the Fund's shares, as well as,
the risk of investing in a fund that sells its shares to other separate
accounts including variable life insurance company separate accounts.

It is important to read the Prospectus carefully before you decide to
invest. Additional copies of Life Series Fund's Prospectus, which is attached
hereto, may be obtained by writing to First Investors Life Insurance Company,
95 Wall Street, New York, New York 10005 or by calling (212) 858-8200. There
can be no assurance that any of the objectives of the Funds will be achieved.

CHANGES IN FUND INVESTMENT POLICIES AND RESTRICTIONS

The investment policies and restrictions of the Funds are set forth
above and within Life Series

<PAGE>

Fund's Prospectus. Fundamental policies of a Fund may not be changed without
the approval of a majority vote of shareholders of that Fund in accordance
with the 1940 Act. Policyholders investing in the Subaccount which invests
in that Fund will have an opportunity to provide voting instructions in
connection with any such vote (see "Voting Rights"). Changes in such
investment policies may be made without such approval when required by state
insurance regulatory authorities. The investment policies may not be changed
if such change is disapproved by First Investors Life although any such
disapproval may not be unreasonable. Such a change would be disapproved only
if it violated state law or was prohibited by state regulatory authorities or
if First Investors Life determined that the change would have an adverse
effect on its general account because it would result in unsound or overly
speculative investments. If First Investors Life disapproves a change, a
summary of the change and the reasons for disapproval will be set forth in
the Proxy Statement for Life Series Fund's next Meeting of Shareholders.

ADVISER

First Investors Management Company, Inc. (the "Adviser") is the
investment adviser of each Fund. The Adviser supervises and manages the
investments and operations of each Fund, except for International Securities
Fund and Growth Fund. The Adviser is a New York Corporation located at 95
Wall Street, New York, New York 10005. The Adviser serves as such under an
advisory agreement dated June 13, 1994, which was approved, with respect to
each Fund, by Life Series Fund's Board of Trustees and by the shareholders of
each Fund. See Life Series Fund's Prospectus for the amount of advisory fees
paid by each Fund for the fiscal year ended December 31, 1997.

SUBADVISER

Wellington Management Company, 75 State Street, Boston, MA 02109 ("WMC"
or "Subadviser"), has been retained by the Adviser and Life Series Fund on
behalf of International Securities Fund and Growth Fund as each of those
Fund's investment subadviser. The Subadviser serves as such under a
subadvisory agreement dated June 13, 1994 which was approved by Life Series
Fund's Board of Trustees and by the shareholders of the International
Securities Fund and Growth Fund. The Adviser has delegated discretionary
trading authority to WMC with respect to all the assets of International
Securities Fund and Growth Fund, subject to the continuing oversight and
supervision of the Adviser and the Fund's Board of Trustees. As compensation
for its services, WMC is paid by the Adviser, and not by either Fund, a fee
which is computed daily and paid monthly.

UNDERWRITER

First Investors Life and Separate Account B have entered into an
Underwriting Agreement with their affiliate, FIC, 95 Wall Street, New York,
New York 10005. For the fiscal years ended December 31, 1995, 1996, and
1997, FIC received fees of $4,963,368, $5,207,230, and $4,360,945,
respectively, in connection with the distribution of Policies in a continuous
offering. First Investors Life has reserved the right in the Underwriting
Agreement to sell the Policies directly. The Policies are sold by insurance
agents licensed to sell variable life insurance policies, who are registered
representatives of the Underwriter or broker-dealers who have sales
agreements with the Underwriter.

<PAGE>

YEAR 2000. Like other separate accounts, Separate Account B could be
adversely affected if the computer and other information processing systems
used by First Investors Life, the underlying Funds, the Adviser, Transfer
Agent and other service providers are not properly programmed to process
date-related information on and after January 1, 2000. Such systems
typically have been programmed to use a two-digit number to represent the
year for any date. As a result, computer systems could incorrectly
misidentify "00" as 1900, rather than 2000, and make mistakes when performing
operations. First Investors Life, the Funds, the Adviser and Transfer Agent
are taking steps that they believe are reasonably designed to address the
Year 2000 problem for computer and other systems used by them and are
obtaining assurances that comparable steps are being taken by other service
providers. However, there can be no assurance that these steps will be
sufficient to avoid any adverse impact on the Separate Account B. Nor can
the Separate Account B estimate the extent of any impact.

THE VARIABLE LIFE POLICY

GENERAL

The following discussion summarizes important provisions of the Policy
offered by this Prospectus. Appendix I to this Prospectus contains summaries
of other provisions. These discussions assume that premiums have been duly
paid and there have been no Policy loans. The death benefit and cash value
are affected if premiums are not duly paid or if a Policy loan is made. For
information about a default in premium payment, see "Premiums-Default and
Options on Lapse." For loan information, see "Loan Provision." Policy years
and anniversaries will be measured from the Date of Issue, and each Policy
year will commence on the anniversary of the Date of Issue. The Date of
Issue will generally be the date on which the application is approved. The
Date of Issue may be backdated to save age but it cannot be earlier than
either (a) the date the application is signed or (b) a date 15 days prior to
the date on which the application is approved.

DEATH BENEFIT

The death benefit is the amount paid to the beneficiary at the death of
the Insured. It will be the sum of the Guaranteed Insurance Amount (face
amount of the Policy) plus, if positive, the variable insurance amount for
each selected Subaccount as described below. The benefit will be increased to
reflect any insurance on the life of the Insured added by rider and any
premium paid which applies to a period of time beyond the Policy month in
which the Insured dies. It will be reduced by any Policy loan and loan
interest and any unpaid premium which applies to a period prior to and
including the Policy month in which the Insured dies.

Generally, payment is made within seven days after all claim
requirements are received by First Investors Life at its Home Office.
Interest is paid on death proceeds from the date of death until payment is
made at the annual rate First Investors Life is paying under the payment
option when proceeds are left on deposit with First Investors Life, or at a
higher rate if required by law.

THE GUARANTEED MINIMUM. The death benefit is guaranteed never to be less
than the Policy's face amount. The Policy's face amount is constant
throughout the life of the Policy. During the first Policy year, the death
benefit is equal to the Guaranteed Insurance Amount. Thereafter, the death
benefit is determined on each Policy anniversary, and it remains level during
the following Policy year. The death benefit payable, therefore, depends on
the Policy year in which the

<PAGE>

Insured dies.

THE VARIABLE INSURANCE AMOUNT. The death benefit is made up of two
parts: the Guaranteed Insurance Amount and, if positive, the variable
insurance amount for each selected Subaccount. The variable insurance amount
reflects the investment results of the selected Subaccount(s). During the
first Policy year, the death benefit is the Guaranteed Insurance Amount
because the variable insurance amount is zero. On the first Policy
anniversary, and on each anniversary thereafter, the investment results for
the preceding Policy year are ascertained. If the net investment return on
the Policy's benefit base ("Net Investment Return") for each selected
Subaccount is 4%, then the variable insurance amount does not change. The
"benefit base" is the amount at work earning a return under a Policy.

If the Net Investment Return for each selected Subaccount for the
preceding Policy year is greater than 4%, the variable insurance amount
increases. If the Net Investment Return is less than 4%, the variable
insurance amount decreases (but the death benefit never goes below the
Guaranteed Insurance Amount). The variable insurance amount is set on each
Policy anniversary and remains at that amount until the next Policy
anniversary. The percentage change in the death benefit is not the same as
the Net Investment Return.

We call the amount by which the Net Investment Return is more or less
than 4% the "investment return." The change in the variable insurance amount
on a Policy anniversary equals the amount of insurance purchased under a
Policy or the amount of insurance coverage cancelled under a Policy which
results from positive or negative investment return, respectively. To
calculate the change in the variable insurance amount, First Investors Life
uses a net single premium per $1 of paid-up whole life insurance based on the
Insured's age at the anniversary. Thus, if the investment return for a male
age 25 is $100, positive or negative, the variable insurance amount will
increase or decrease by $542 (see net single premium amounts on next page).

For example, using the policy illustration for a male issue age 25 on
Page 22, and assuming the 8% hypothetical gross annual investment return
(equivalent to a Net Investment Return of approximately 6.55%), the change in
the variable insurance amount on the 6th Policy anniversary and the change on
the 12th Policy anniversary are calculated as follows:

<TABLE>
CALCULATION OF CHANGE IN
VARIABLE INSURANCE ADJUSTMENT
AMOUNT AT END OF POLICY YEAR
----------------------------
6 12
--------- ----------
<S> <C> <C>
(1) Cash Value End of Prior Year................ $4,972.00 $14,529.00
(2) Net Premium................................. 1,056.00 1,056.00
(3) Benefit Base Beginning of
Current Policy Year: (1)+(2)................ 6,028.00 15,585.00
(4) Actual Net Investment Return
(.064399) less the Base
Rate of Return which is
the Assumed Rate (.04)...................... .024399 .024399
(5) Investment Return (3)x(4)................... 147.08 380.25
(6) Net Single Premium at
End of Current Year......................... 0.22416 0.27338
(7) Change in Variable Insurance Adjustment
Amounts (5) divided by (6).................. $ 656.14 $ 1,390.92
Figures are rounded.
</TABLE>

<PAGE>

It should be noted that, as shown in the table below, the net single
premium increases as the Insured advances in age and thus larger dollar
amounts of investment return are required each year to result in the same
increases or decreases in the variable insurance amount.

NET SINGLE PREMIUM. A Policy includes a table of net single premiums
used to convert the investment return for a Policy into increases or
decreases in the variable insurance amount. This purchase basis does not
depend upon the risk classification of a Policy or any changes in the
Insured's health after issue of a Policy. The net single premium will be
lower for a Policy issued to a female than for a Policy issued to a male, as
shown below.

<TABLE>
VARIABLE INSURANCE
ADJUSTMENT AMOUNT
NET SINGLE PREMIUM PURCHASED OR CANCELLED
MALE PER $1.00 OF VARIABLE BY $1.00 OF
ATTAINED AGE INSURANCE AMOUNT INVESTMENT RETURN
------------ --------------------- ----------------------
<S> <C> <C>
5 $.09884 $10.12
15 .13693 7.30
25 .18452 5.42
35 .25593 3.91
45 .35291 2.83
55 .47352 2.11
65 .60986 1.64

</TABLE>

<TABLE>
VARIABLE INSURANCE
ADJUSTMENT AMOUNT
NET SINGLE PREMIUM PURCHASED OR CANCELLED
FEMALE PER $1.00 OF VARIABLE BY $1.00 OF
ATTAINED AGE INSURANCE AMOUNT INVESTMENT RETURN
------------ --------------------- ----------------------
<S> <C> <C>

5 $.08195 $12.20
15 .11326 8.83
25 .15684 6.38
35 .21872 4.57
45 .30185 3.31
55 .40746 2.45
65 .54017 1.85

</TABLE>

The variable insurance amount is cumulative and reflects the
accumulation of increases and decreases from past Policy years. The amount
may be positive or may be negative, depending on the investment performance
of the designated Subaccount(s) during the time the Policy is in force. If,
at the time of the Insured's death, the variable insurance amount is
negative, then the insurance benefit is the Guaranteed Insurance Amount. Good
investment performance must first offset any negative variable insurance
amount before there can be a positive amount.

An example of the death benefit using the policy illustration for a male
issue age 25 on Page 22, and assuming the 8% hypothetical gross annual
investment return (equivalent to a Net Investment Return of approximately
6.55%), the death benefit shown for the end of Policy year 5 would increase
to the amount shown for the end of Policy year 6 for the Policy, as follows:

<PAGE>

<TABLE>

GUARANTEED
INSURANCE VARIABLE
VARIABLE LIFE AMOUNT + INSURANCE = DEATH
POLICY MINIMUM AMOUNT BENEFIT
------------- ---------- --------- --------
<S> <C> <C> <C>
End of Policy Year 5.... $51,908 $1,489 $53,398
Increase................ -- 657 657 (1.2% Increase)
End of Policy Year 6.... $51,908 $2,146 $54,055

</TABLE>

If, instead, the gross annual investment return in the year illustrated
had been 0% (equivalent to a Net Investment Return of approximately -1.45%),
the death benefit would have decreased by $1,464 (a 2.7% decrease), and the
death benefit for the end of Policy year 6 would have been $51,934.

At a given Net Investment Return rate, the dollar amount of an increase
or decrease in the variable insurance amount is greater when assets in the
Subaccount(s) supporting the death benefit under a Policy are greater.
Therefore, the change in the variable insurance amount (which affects the
change in the death benefit) is expected to be greater in the later Policy
years when those assets are expected to be higher in relation to the death
benefit, than in the early Policy years when those assets are relatively low.

For example, as shown in the example above for a male issue age 25
assuming the 8% hypothetical gross annual investment return (equivalent to a
Net Investment Return of approximately 6.55%), the death benefit for the end
of Policy year 6 is 1.2% higher than the death benefit for the end of Policy
year 5. The death benefit for that Policy at the end of Policy year 12,
assuming the 8% hypothetical gross annual investment return, would be 2.4%
higher than the death benefit for the end of Policy year 11 (not shown on
Page 22), as follows:

<TABLE>

GUARANTEED
INSURANCE VARIABLE
VARIABLE LIFE AMOUNT + INSURANCE = DEATH
POLICY MINIMUM AMOUNT BENEFIT
------------- ---------- --------- --------
<S> <C> <C> <C>
End of Policy Year 11... $51,908 $7,258 $59,166
Increase................ -- 1,391 1,391 (2.4% Increase)
End of Policy Year 12... $51,908 $8,649 $60,557

</TABLE>

Where a Policy's death benefit for a Policy year (after the first Policy
year) was equal to the Guaranteed Insurance Amount because the variable
insurance amount was negative, the death benefit would increase above the
Guaranteed Insurance Amount on a Policy anniversary only if the Net
Investment Return for the preceding Policy year was sufficiently greater than
4% to result in a positive variable insurance amount and, accordingly, a
death benefit above the Guaranteed Insurance Amount. For example, assume the
Policy for a male issue age 25 illustrated on Page 22 had a 0% hypothetical
gross annual investment return for the first five Policy years (which results
in a negative variable insurance amount). In order for there to be an
increase in the death benefit above the Guaranteed Insurance Amount for
Policy year 7 (the amount shown for the end of Policy year 6), the Net
Investment Return for Policy year 6 would have to be at least 17.5%.

NET INVESTMENT RETURN. On each Policy anniversary, the Net Investment
Return of the designated Subaccount(s) is computed separately for each
Policy. The Net Investment Return

<PAGE>

reflects the investment performance of each selected Subaccount from the
first day of the Policy year until the last day of the Policy year. It
reflects each Subaccount's:

Investment income (net of Fund expenses);
Plus realized and unrealized capital gains;
Minus realized and unrealized capital losses;
Minus charges, if any, for taxes;
Minus a charge not exceeding .50% per year for mortality and expense risks.

The method of calculating the Net Investment Return is detailed in the
Policy. The Net Investment Return for a Policy year is not the same as the
Net Investment Return for the Subaccount(s) for a calendar year unless a
Policy's anniversary is the last day of the calendar year.

VALUATION OF ASSETS. For purposes of computing the Net Investment
Return, the value of the assets of each Subaccount are determined as of the
close of business on each business day.

First Investors Life daily calculates the asset valuation of each
Subaccount. The net asset value of a Fund's share is determined by the Fund
in the manner set forth in Life Series Fund's prospectus.

CASH VALUE

AMOUNT OF CASH VALUE. The cash value of the Policy on any date is the
sum of the cash value you have in each Subaccount in which you have invested.
The amounts of the cash value you have in each Subaccount will vary daily
depending on investment experience. The cash value of each Subaccount at the
end of each Policy year is the amount of the tabular cash value attributable
to the Subaccount(s) on that date plus or minus the net single premium for
the current variable insurance amount attributable to the Subaccount(s) on
that date. If the date is other than the Policy anniversary date, the cash
value will be increased or decreased depending on the investment results of
the Subaccount(s) selected for the time elapsed since the last Policy
anniversary. This assumes that no premium is due and unpaid. In calculating
the cash value, adjustments are made for the net premium, the investment
results and the cost of insurance protection. (See below for an explanation
of the Cost of Insurance Protection.)

For example, using the Policy illustration for a male issue age 25 on
Page 22, and assuming the 8% hypothetical gross annual investment return
(equivalent to a Net Investment Return of approximately 6.55%), the cash
value shown for the end of Policy year 5 would increase to the amount shown
for the end of Policy year 6 for the Policy as follows:

<TABLE>
<S> <C> <C>
(1) Cash Value End of Prior Year.............................. $4,972
(2) Net Premium............................................... 1,056
(3) Benefit Base Beginning of Current Policy Year 6: (1)+(2).. 6,028
(4) Actual Rate of Return..................................... .064399
(5) Actual Investment Return (3)x(4).......................... 388
(6) Benefit Base End of Policy Year 6: (3)+(5)................ 6,416
(7) Cost of Insurance During Policy Year 6.................... 84
(8) Cash Value End of Policy Year 6: (6)-(7).................. 6,332

</TABLE>

The cash value is not guaranteed. The Policy offers the possibility of
cash value appreciation resulting from good investment performance, although
there is no assurance that such appreciation will occur. It is also possible,
due to poor investment performance, for the cash value to decline to the
point of having no value or, in fact, a negative value. Subsequent net
premium payments and

<PAGE>

investment returns would be credited against the negative cash value. The
Policyowner bears all the investment risk as to the amount of the cash value. It
is unlikely that the Policy will have any cash value until the later months of
the first Policy year (see "Additional First Year Administrative Charge"). The
cash value stated in the illustrations on Pages 21 to 23 and Pages 33 to 35 are
at the end of the Policy years shown, assuming the various hypothetical
investment returns, the cash value as of the end of the preceding Policy year,
adjusted to reflect the Net Investment Return of each Subaccount in which you
have invested, the cost of the insurance protection and premiums paid since the
Policy's last anniversary.

TRANSFER RIGHTS. Twice a year, at any time during the Policy year, you may
transfer part or all of your cash value from the Subaccounts you are in to any
other Subaccounts provided the cash value is not allocated to more than five of
the Subaccounts, and provided the allocation to any one Subaccount is not less
than 10% of the cash value.

SURRENDER FOR CASH VALUE. The Policyowner may surrender the Policy for its
cash value at any time while the Insured is living. The amount payable will be
the cash value next computed after the request is received at the Home Office of
First Investors Life. On any Policy anniversary, a Policyowner may also make a
partial surrender of the Policy. This is effected by reducing the premium
amount. It is permitted only if there are no outstanding policy loans and the
new modal premium due on the Policy anniversary has been paid. All requirements
for a partial surrender must be received at the Home Office on or before the
Policy anniversary. The partial surrender will be effective on the Policy
anniversary. The amounts of the Guaranteed Insurance Amount (face amount of the
Policy), death benefit and cash value for the reduced Policy will be the same as
they would have been had the reduced premium been paid from inception. The
portion of the cash value of the original Policy which is in excess of the cash
value of the reduced Policy will be paid to the Policyowner as a surrender. The
cash value of the reduced Policy will be allocated among the subaccounts in the
same proportion as the cash value of the original Policy was allocated.
Surrender will be effective on the date First Investors Life has received both
the Policy and a written request in a form acceptable to First Investors Life.
First Investors Life will usually pay the surrender value within seven days, but
payment may be delayed if a recent payment by check has not yet cleared the
bank, when First Investors Life is not able to determine the amount because the
New York Stock Exchange is closed for trading or the Commission determines that
a state of emergency exists or for such other periods as the Commission may by
order permit for the protection of security holders. Interest will be paid if
payment of the surrender value is delayed beyond seven days. In addition, under
Federal tax laws withholding taxes may be deducted from the surrender value.

COST OF INSURANCE PROTECTION

First Investors Life issues variable life insurance policies to
individuals with standard mortality risks and to individuals with higher
mortality risks, as permitted by First Investors Life's underwriting rules. A
higher gross premium is charged for the person with the higher mortality
risk. Given the same age, sex and insurance face amount, the net premium
going into the Subaccount(s) is the same for the standard risk and the higher
risk person. Also, the cost of insurance deducted from the Subaccount(s)
(item 7 in the example above) would be the same for each such individual.
First Investors Life uses the 1980 Commissioners' Standard Ordinary Mortality
Table to actuarially compute the cost of insurance for each Policy, except
mortality rates for extended term insurance are from the Commissioners' 1980
Extended Term Table. The cost is based on the net amount of insurance at risk
(the Policy's face amount plus the variable insurance

<PAGE>

amount less the cash value) and the person's sex and attained age. The amount
that is deducted each year is different because as the person's age increases
the probability of death generally increases. The net amount of insurance at
risk may decrease or increase each year depending on investment experience of
the selected Subaccount(s).

LOAN PROVISION

LOAN PRIVILEGE. The Policyowner may borrow up to 75% of the cash value
during the first three Policy years or 90% of the cash value after the first
three Policy years upon assignment to First Investors Life of the Policy as sole
security. Interest will be charged daily at an effective annual rate of 6%
compounded on each Policy anniversary. In general, the loan amount is sent
within seven days of receipt of the request. Except when used to pay premiums, a
new loan will not be permitted unless it is at least $100. The Policyowner may
repay all or a portion of any loan and accrued interest while the Insured is
living and the Policy is in force.

EFFECTS OF LOANS. When a loan is taken out, a portion of the cash value
equal to the loan is transferred from the Subaccount(s) to First Investors
Life's General Account. The Loan is charged to each Subaccount in proportion to
the investment in each Subaccount as of the date of the Policy loan. A Policy
loan does not affect the amount of the premiums due. A Policy loan does,
however, reduce the death benefit and cash value by the amount of the loan. It
may also permanently affect the death benefit above the Guaranteed Insurance
Amount and the cash value whether or not the loan is repaid in whole or in
part. This is because the amount maintained in the General Account will not be
credited with the Net Investment Return earned by Subaccount(s) during the
period the loan is outstanding. Instead, it grows at the assumed interest rate
of 4%, in accordance with the tabular cash value calculations as filed with the
state insurance departments.

A Policy loan will have a negative impact on the growth of the cash value
during periods when the actual returns of the Subaccounts exceed the assumed
rate of 4%. Recall that the death benefit is made up of two parts: the
Guaranteed Insurance Amount and, if positive, the variable insurance amount (see
"The Guaranteed Minimum" and "The Variable Insurance Amount"). The cash value,
the Variable Insurance Amount and the death benefit in excess of the Guaranteed
Insurance Minimum, if any, are dependent upon the Net Investment Return of the
Subaccount(s). Thus, during periods of favorable investment return (a net rate
of return greater than 4%), an outstanding Policy loan will result in lower
Policy values than would have otherwise resulted in the absence of any
indebtedness.

For example, use the Policy for a male issue age 25 illustrated on Page 22,
and assume the 8% gross annual investment return and that a $3,000 loan was made
at the end of Policy year 9. For the end of Policy year 10, the death benefit
and cash value would be $57,612 and $12,612, respectively. (The outstanding
indebtedness would be deducted from these amounts upon death or surrender.) The
differences between these amounts and the $57,898 death benefit and $12,685 cash
value shown on Page 22 for Policy year 10 result because the portion of the cash
value equal to the indebtedness which is transferred from the Subaccount(s) does
not reflect the Subaccount(s) Net Investment Return of approximately 6.55%.

Conversely, outstanding indebtedness will diminish the adverse effect on
Policy values during a period of unfavorable investment return (a net rate of
return less than 4%) because the portion of the cash value transferred from
the Subaccount(s) to the General Account will grow at the assumed rate of 4%.
Thus, a Policy loan can protect the cash value from decreasing if the Net
Investment

<PAGE>

Return is less than 4%.

Interest will be charged daily at an effective annual rate of 6% compounded
on each Policy anniversary. Interest is payable at the end of each Policy year
and on the date the loan is repaid. If interest is not paid when due, the loan
will be increased by that amount and an equivalent amount of cash value will be
transferred from the Subaccount(s) to the General Account. Loan repayments will
be credited to each Subaccount in proportion to the investment in each
Subaccount as of the date of repayment.

The amount of any outstanding loan plus interest is subtracted from the
death benefit or the cash value on payment. Whenever the then outstanding loan
with accrued interest equals or exceeds the cash value, the Policy terminates 31
days after notice has been mailed by First Investors Life to the Policyowner and
any assignee of record at their last known addresses, unless a repayment is made
within that period.

Policy loans are taxable if a Policy is surrendered or terminates for any
reason prior to the owner's death to the extent that they exceed cost basis. As
a general rule the Policyowner is responsible for paying income taxes on the
difference between the surrender value and total premiums paid. Any outstanding
Policy loan will be added to the cash surrender value for the purpose of
calculating income tax liability. A termination could occur if the total amount
of outstanding loans exceeds the cash balance. An example might be adverse
market conditions causing this to occur. Consult with your representative or
tax advisor before taking Policy loans.

PREMIUMS

ALLOCATION OF PREMIUM. At the time of application, the Policyowner decides
to place his or her net premium (see "CHARGES AND EXPENSES--Charges Deducted
from Premiums") into any one or more of the Subaccounts. The death benefit and
cash value may increase or decrease depending on the investment performance of
the chosen Subaccount(s).

PAYMENT PERIODS AND FREQUENCY. Premiums are payable annually or may be paid
more frequently as elected by the Policyowner. Payments are due on or before the
due dates as specified in the Policy at the Home Office of First Investors Life.
Premium payments received before they are due will be placed in First Investors
Life's General Account. On the day the premium payment is due, the premium will
be credited to the Subaccount(s) selected by the Policyowner. Premiums for the
Policy are payable for twelve years. A refund will be made of premiums paid
which are applicable to any period which extends beyond the end of the month in
which the Insured's death occurs.

LEVEL PREMIUMS. The level premiums act as an averaging device to cover
expenses, which are highest in the early Policy years, and the cost of the
mortality risk, which increases with age. Thus, in the early Policy years,
premiums are higher than needed to pay death claims, while in the later years
premiums are less than required to meet the death claims. Accordingly, the
assets allocated to the Subaccount(s) in the early Policy years are used in
part to support the expected death claims in those years, with the balance
accumulated as a reserve to help meet the death claims in the later Policy
years. Also, assets are allocated to First Investors Life's General Account
to accumulate as a reserve to cover the contingency that the Insured will die
at a time when the guaranteed minimum death benefit exceeds the death benefit
which would have been payable in the absence of such guarantee. In setting
its premium rates, First Investors Life took into

<PAGE>

consideration actuarial estimates of death and surrender benefits, lapses,
expenses, investment experience and an amount to be contributed to First
Investors Life's surplus.

PREMIUM RATES. When payments are made on other than an annual basis, the
aggregate premium amounts for a Policy year are higher, reflecting charges for
loss of interest and additional billing and collection expenses. The additional
charge is deducted from these premiums when they are received.

<TABLE>
<CAPTION>
PREMIUMS ON INSTALLMENT BASIS
(AS A PERCENTAGE OF AN ANNUAL PREMIUM)
- -----------------------------------------------------------------------
AGGREGATE PREMIUMS
FREQUENCY EACH PREMIUM FOR POLICY YEAR
- -----------------------------------------------------------------------
<S> <C> <C>
Annual. . . . . . . . . . . 100.00% 100.00%
Semiannual. . . . . . . . . 51.00 102.00
Quarterly . . . . . . . . . 26.00 104.00
Pre-authorized Monthly. . . 8.83 105.96

</TABLE>

Under a pre-authorized monthly plan, premiums are automatically paid by
charges made against the Policyowner's bank account.

AUTOMATIC PREMIUM LOAN PROVISION. Any premium not paid before the end of
the grace period (described below) will be paid by charging the premium as a
Policy loan against the Policy provided (1) the Automatic Premium Loan provision
has been elected in the application for the Policy or is elected in writing and
received by First Investors Life at its Home Office while no premium is in
default and (2) the resulting Policy loan and loan interest to the next premium
due date do not exceed the loan value.

The Automatic Premium Loan Provision may be revoked at any time by written
request from the Policyowner received by First Investors Life at its Home
Office.

DEFAULT AND OPTIONS ON LAPSE. A premium not paid on or before its due date
is in default, but the Policy provides for a 31-day grace period for the payment
of each premium after the due date. The insurance continues in force during the
grace period, but, if the Insured dies during the grace period, the portion of
the premium due which is applicable to the period from the premium due date to
the end of the Policy month in which death occurs is deducted from the death
benefit.

Within 60 days after the date of default, if a Policy is not surrendered,
the cash value less any loans and interest may be applied to purchase continued
insurance. The options are for reduced paid-up whole life insurance or extended
term insurance. Under the Policy, the extended term insurance option would be
the automatic option if no other election was selected. However, that option is
available only in standard risk cases. If the Policy was rated for extra
mortality risks, the paid-up insurance will be the automatic option. Both
options are for fixed life insurance and neither option requires the further
payment of premiums.

The reduced paid-up whole life insurance option provides a fixed and level
amount of paid-up whole life insurance. The amount of coverage will be that
which the surrender value on the date

<PAGE>

the option becomes effective will purchase. The extended term insurance
option provides a fixed and level amount of term insurance equal to the death
benefit (less any indebtedness) as of the date the option became effective.
The insurance coverage under this option will continue for as long a period
as the surrender value on such date will purchase.

For example, use the Policy for a male issue age 25 illustrated on Page 22
and assume the 0% and 8% hypothetical gross annual investment returns. If an
option became effective at the end of Policy year 5, the fixed insurance
coverage under these Policies would be as follows:

<TABLE>
<CAPTION>
0% 8%
---- ----
<S> <C> <C>
Cash Value. . . . . . . . . . . . . . $ 3,992 $ 4,972
Reduced Paid-up Insurance . . . . . . 18,406 22,925
for life for life
Extended Term Insurance . . . . . . . 51,908 53,398
for 25 years for 28 years

</TABLE>

A Policy continued under either option may be surrendered for its cash
value while the Insured is living. Loans are available under the reduced paid-up
whole life insurance option, but not under the extended term insurance option.

REINSTATEMENT. A Policy not surrendered for its cash value may be
reinstated within five years from the date of default in accordance with the
Policy. To reinstate, the Policyowner must present evidence of insurability
acceptable to First Investors Life and must pay to First Investors Life the
greater of (a) (i) all premiums from the date of default with interest to the
date of reinstatement plus (ii) any Policy debt (plus interest to the date of
reinstatement) in effect when the Policy was continued as paid up insurance or
extended term insurance; or (b) 110% of the increase in cash value resulting
from reinstatement. Any Policy debt that arose after the Policy was continued as
paid up insurance and in effect immediately before reinstatement is then added
to the greater of (a) or (b) to comprise the payment required. Interest is
calculated at the rate of 6% per year compounded annually.

CANCELLATION RIGHTS

The Policyowner has a limited right to cancel and return the Policy to
First Investors Life. The Policyowner may examine the Policy and at any time
within ten days after receipt of the Policy or notice of right of withdrawal, or
within forty-five days after completion of Part I of the application for the
Policy, whichever is later, return it to First Investors Life or to the agent of
First Investors Life through whom it was purchased with a written request for
cancellation and obtain a full refund of the premiums paid.

EXCHANGE PRIVILEGE

Provided premiums are duly paid, within twenty-four months after the
issue date shown in the Policy, the Policyowner may exchange the Policy for a
permanent fixed life insurance policy specified in the Policy on the
Insured's life. The Policyowner also may exchange the Policy for a fixed life
insurance policy if a Fund changes its investment adviser or has a material
change in its investment objectives or restrictions. Evidence of
insurability is not required to exercise this privilege. The new policy will
have a level face amount equal to the face amount of the Policy and the same
benefit riders, issue dates and risk classification for the Insured as the
Policy. Premiums

<PAGE>

for the new policy will be based on the premium rates for the new policy
which were in effect on the Policy date. The Policyowner may elect either a
continuous-premium policy or a limited-payment policy.

In some cases, there may be a cash adjustment on exchange. The adjustment
will be the Policy's surrender value minus the new policy's tabular cash value.
If the result is positive, First Investors Life must pay the owner; if the
result is negative, the owner must pay First Investors Life. First Investors
Life will determine the amount of a cash adjustment as of the date the Policy
and written request is received by First Investors Life at its Home Office.

If a Policy is not issued for any reason, an applicant shall only be
refunded the amount of the premium without interest.

The foregoing description of Policy provisions is qualified by reference to
a specimen of the Policy which has been filed as an exhibit to the Registration
Statement of Separate Account B. Settlement options, optional insurance benefits
and general provisions of the Policies are discussed under Appendix I.

ILLUSTRATIONS OF DEATH BENEFITS,
CASH VALUES AND ACCUMULATED PREMIUMS

The tables on Pages 21 to 23 illustrate the way in which the Policy
operates. They show how the death benefit and the cash value may vary over an
extended period of time assuming the Subaccount(s) experience hypothetical rates
of investment return (I.E., investment income and capital gains and losses,
realized or unrealized) equivalent to constant gross annual rates of 0%, 4% and
8%. The cash value on any day within a Policy year equals the cash value as of
the end of the preceding Policy year, adjusted to reflect the Subaccount(s) Net
Investment Return, the cost of the insurance protection and premiums paid since
the Policy's last anniversary. The tables are based on annual premiums of $600,
$1,200 and $1,800 to assist in a comparison of the death benefits and cash
values under the Policy with those under other variable life insurance policies
which may be issued by First Investors Life or other companies. The death
benefit and cash value for the Policy would be different from those shown if
premiums are paid more frequently than annually or if the actual rates of
investment return applicable to the Policy averaged 0%, 4% or 8% over a period
of years, but nevertheless fluctuated above or below that average for individual
Policy years. Please refer to Pages 33 to 35 for additional illustrations of
death benefits, cash values and accumulated premiums which assume a hypothetical
gross annual investment return of 0%, 6% and 12%.

The constant gross annual rate of investment return of 0%, 4% and 8% is reduced
by the following:

1. A daily charge to the Subaccount(s) for mortality and expense
risks equivalent to an annual charge of .50% at the beginning
of each year.

2. An investment advisory fee of 0.75% of each Fund's average
daily net assets.

3. Assumed other expenses of 0.20% of each Fund's average daily
net assets.

Taking into account all of these charges, the gross annual rates of
investment return of 0%, 4%, and 8% correspond to net annual rates of
approximately -1.45%, 2.55% and 6.55%, respectively. The assumed other
expenses of .20% exceeds the arithmetic average of the actual other expenses
of all of the Funds. Certain of the Funds had actual expenses in excess of
.20%. As of December 31, 1997, International Securities Fund had other
expenses of .38%. Absent reimbursement of a

<PAGE>

portion of the other expenses by the Adviser, Cash Management Fund would
have had other expenses of .31%. There is no assurance that the Adviser will
continue to reimburse other expenses for Cash Management Fund, or any other
Fund, into the future. If these expenses were taken into account, the
corresponding rates would be further reduced. The tables also reflect that
no charge is currently made to the Subaccount(s) for First Investors Life's
corporate Federal income taxes. However, First Investors Life may make such
charges in the future which would require higher rates of investment return
in order to produce after-tax returns of 0%, 4% and 8% (see "Charges for
First Investors Life's Income Taxes").

The second column of each table shows the amount which would be
accumulated if the annual premium (gross amount) was invested to earn
interest, after taxes, at 5% compounded annually. For a further discussion of
illustrations of death benefits, cash values and accumulated premiums, see
Appendix II.

First Investors Life will furnish upon request a comparable illustration
using the proposed Insured's age and the face amount or premium amount
requested, and assuming that premiums are paid on an annual basis and the
proposed Insured is a standard risk. In addition, a comparable illustration
will be included at the delivery of the Policy if a purchase is made,
reflecting the Insured's risk classification.

<PAGE>

MALE ISSUE AGE 10
$600 ANNUAL PREMIUM FOR STANDARD RISK (1)
$39,638 FACE AMOUNT (GUARANTEED MINIMUM DEATH BENEFIT)
<TABLE>
<CAPTION>

TOTAL DEATH BENEFIT (2) CASH VALUES (2)
END OF PREMIUMS ASSUMING HYPOTHETICAL GROSS (AFTER ASSUMING HYPOTHETICAL GROSS (AFTER
POLICY PREMIUM PAID PLUS TAX) ANNUAL INVESTMENT RETURN OF TAX) ANNUAL INVESTMENT RETURN OF
YEAR DUE INTEREST AT 5% 0% 4% 8% 0% 4% 8%
- ------ -------- -------------- ----------------------------------- -----------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 $600 $ 630 $39,638 $39,638 $ 39,673 $ 138 $ 145 $ 152
2 600 1,291 39,638 39,638 39,798 586 617 650
3 600 1,986 39,638 39,638 40,014 1,023 1,098 1,176
4 600 2,715 39,638 39,638 40,321 1,450 1,585 1,730
5 600 3,481 39,638 39,638 40,720 1,889 2,104 2,339
6 600 4,285 39,638 39,638 41,213 2,316 2,629 2,981
7 600 5,129 39,638 39,638 41,799 2,734 3,163 3,658
8 600 6,016 39,638 39,638 42,479 3,143 3,707 4,374
9 600 6,947 39,638 39,638 43,253 3,547 4,263 5,132
10 600 7,924 39,638 39,638 44,120 3,946 4,832 5,936

15 0 11,608 39,638 39,638 49,496 4,473 6,382 9,133

20 0 14,816 39,638 39,638 55,625 4,010 6,971 12,064

25 0 18,909 39,638 39,638 62,507 3,610 7,646 15,998

30 0 24,133 39,638 39,638 70,244 3,244 8,369 21,173

Attained Age

65 0 81,723 39,638 39,638 126,226 1,685 11,721 76,980

</TABLE>

(1) Corresponds to $306.00 semiannually, $156.00 quarterly, or $52.98 monthly.

(2) Assumes no policy loan is made.

Hypothetical rates of interest are illustrative only and are not a
representation of past or future rates of return. They are after deduction
of tax charges but before any other expenses charged against Life Series Fund
or Separate Account B. Actual rates may be higher or lower than hypothetical
rates. No representation can be made by First Investors Life or Life Series
Fund that hypothetical rates can be achieved for any one year or sustained
over any period of time. See prospectus for details of the calculations.

<PAGE>

MALE ISSUE AGE 25
$1,200 ANNUAL PREMIUM FOR STANDARD RISK (1)
$51,908 FACE AMOUNT (GUARANTEED MINIMUM DEATH BENEFIT)
<TABLE>
<CAPTION>

TOTAL DEATH BENEFIT (2) CASH VALUES (2)
END OF PREMIUMS ASSUMING HYPOTHETICAL GROSS (AFTER ASSUMING HYPOTHETICAL GROSS (AFTER
POLICY PREMIUM PAID PLUS TAX) ANNUAL INVESTMENT RETURN OF TAX) ANNUAL INVESTMENT RETURN OF
YEAR DUE INTEREST AT 5% 0% 4% 8% 0% 4% 8%
- ------ -------- -------------- ----------------------------------- -----------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 $1,200 $ 1,260 $51,908 $51,908 $ 51,973 $ 409 $ 429 $ 449
2 1,200 2,583 51,908 51,908 52,154 1,308 1,385 1,462
3 1,200 3,972 51,908 51,908 52,451 2,197 2,366 2,543
4 1,200 5,431 51,908 51,908 52,864 3,076 3,375 3,695
5 1,200 6,962 51,908 51,908 53,398 3,992 4,459 4,972
6 1,200 8,570 51,908 51,908 54,054 4,897 5,572 6,332
7 1,200 10,259 51,908 51,908 54,832 5,791 6,713 7,778
8 1,200 12,032 51,908 51,908 55,732 6,673 7,882 9,315
9 1,200 13,893 51,908 51,908 56,754 7,544 9,080 10,949
10 1,200 15,848 51,908 51,908 57,898 8,404 10,308 12,685

15 0 23,217 51,908 51,908 64,950 9,524 13,635 19,577

20 0 29,631 51,908 51,908 72,999 8,504 14,836 25,762

25 0 37,818 51,908 51,908 82,058 7,539 16,033 33,680

30 0 48,266 51,908 51,908 92,259 6,628 17,185 43,687

Attained Age

65 0 78,620 51,908 51,908 116,712 4,947 19,096 71,178

</TABLE>

(1) Corresponds to $612.00 semiannually, $312.00 quarterly, or $105.96 monthly.
(2) Assumes no policy loan is made.

<PAGE>

MALE ISSUE AGE 40
$1,800 ANNUAL PREMIUM FOR STANDARD RISK (1)
$47,954 FACE AMOUNT (GUARANTEED MINIMUM DEATH BENEFIT)

TOTAL DEATH BENEFIT (2) CASH VALUES (2)
END OF PREMIUMS ASSUMING HYPOTHETICAL GROSS (AFTER ASSUMING HYPOTHETICAL GROSS (AFTER
POLICY PREMIUM PAID PLUS TAX) ANNUAL INVESTMENT RETURN OF TAX) ANNUAL INVESTMENT RETURN OF
YEAR DUE INTEREST AT 5% 0% 4% 8% 0% 4% 8%
- ------ -------- -------------- ----------------------------------- -----------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 $1,800 $ 1,890 $47,954 $47,954 $48,027 $ 762 $ 799 $ 835
2 1,800 3,874 47,954 47,954 48,206 2,097 2,225 2,355
3 1,800 5,958 47,954 47,954 48,492 3,406 3,678 3,964
4 1,800 8,146 47,954 47,954 48,883 4,689 5,161 5,667
5 1,800 10,443 47,954 47,954 49,386 6,020 6,747 7,549
6 1,800 12,856 47,954 47,954 49,999 7,328 8,367 9,543
7 1,800 15,388 47,954 47,954 50,724 8,615 10,023 11,656
8 1,800 18,048 47,954 47,954 51,560 9,884 11,717 13,898
9 1,800 20,840 47,954 47,954 52,509 11,137 13,450 16,276
10 1,800 23,772 47,954 47,954 53,571 12,375 15,225 18,798

15 0 34,825 47,954 47,954 60,126 13,764 19,765 28,471

20 0 44,447 47,954 47,954 67,618 11,963 20,956 36,545

25 0 56,727 47,954 47,954 76,062 10,274 21,963 46,387

30 0 72,399 47,954 47,954 85,589 8,695 22,699 58,095

Attained Age
65 0 56,727 47,954 47,954 76,062 10,274 21,963 46,387

</TABLE>

(1) Corresponds to $918.00 semi annually; $468.00 quarterly, or $158.94
monthly.
(2) Assumes no policy loan is made.

<PAGE>

FEDERAL INCOME TAX STATUS

POLICY PROCEEDS

The discussion herein is general in nature and not intended as tax advice.
It is based upon First Investors Life's understanding of Federal income tax laws
and regulations as they are currently interpreted. No representation is made
regarding the likelihood of continuation of such laws and regulations or the
current interpretations by the Internal Revenue Service. Any changes in such
laws, regulations or in interpretations may be given retroactive effect.
Moreover, no attempt is made to consider any applicable state or other (E.G.,
estate, gift, or inheritance) tax laws. Each interested person should consult
his tax advisor concerning the matters set forth herein.

First Investors Life believes that the Policy qualifies as a life insurance
contract as defined in Section 7702(a) of the Internal Revenue Code of 1986, as
amended (the "Code"). Consequently, the death benefit should be fully excludable
from the beneficiary's gross income and the Policyowner should generally not be
taxed on the cash values (including increments thereof) under the Policy, until
its actual surrender. With respect to a corporate Policyowner, however, such
"inside build-up" of the Policy may be subject to the alternative minimum tax.

Qualification as a life insurance contract for Federal income tax purposes
depends, in part, upon the satisfaction by Separate Account B of certain
diversification requirements contained in Section 817(h) of the Code. The
Adviser is expected to manage the assets of the Funds in a manner that complies
with these diversification requirements, and under a special "look-through"
rule, satisfaction of such requirements by the Funds will be attributed to
Separate Account B. The look-through rule is applicable because all shares of
the Funds comprising Life Series Fund will be owned only by Separate Account B
(and similar accounts of First Investors Life or other insurance companies) and
access to the Funds will be available exclusively through the purchase of
Policies (and additional variable annuity or life insurance products of First
Investors Life or other insurance companies). Fund shares also may be held by
the Adviser provided such shares are being held in connection with the creation
or management of the Fund and the Adviser does not intend to sell any Fund
shares it owns to the general public. The Treasury Department has indicated
that the diversification regulations do not provide guidance as to any
circumstances in which a Policyowner's control over allocation of Separate
Account B assets among underlying investments may cause an owner to be treated
as the owner of those assets. Such treatment would result in current taxation
of the owner on increases in the value of Separate Account B. We reserve the
right to amend the Policy in any way necessary to avoid any such result. As of
the date of this prospectus, no regulation or ruling has been issued on the
subject, although the Treasury Department has informally indicated that a
regulation or ruling could limit the number of underlying funds or the frequency
of transfers among those funds. Such regulation or ruling may apply only
prospectively, although retroactive effect is possible if the regulation is
considered not to embody a new position. It is possible that future guidelines,
if any, concerning diversification could restrict the rights of a Policyowner
with respect to the selection of investment options.

First Investors Life does not believe that any Policy will be
characterized, at issuance, as a "modified endowment contract" within the
meaning of Section 7702A of the Code. Section 7702A and the characterizations
given thereunder generally apply to a Policy that was received in exchange
for another that was issued, on or after June 21, 1988, but only if the
policy surrendered in exchange therefor was deemed to be a modified endowment
contract. A Policy that escapes characterization as a modified endowment
contract may nonetheless be treated as such if a

<PAGE>

material term of the Policy, E.G., death benefits, is altered or if the
Policy is converted from a term life insurance contract to a life insurance
contract providing a different form of coverage (whether or not issued before
June 21, 1988). If a Policy is treated as a modified endowment contract, then
distributions thereunder (including the proceeds of any surrender or loan
made under, or in result of a pledge or assignment of, the Policy), after the
Policy becomes a modified endowment contract, or within two years prior
thereto, will be includable in gross income and subject to regular Federal
income taxation to the extent of the income in the Policy (basically, cash
value less premium paid). An additional 10% tax will also be imposed on the
taxable amount of any such portion, subject to certain exceptions.

All modified endowment contracts issued by the same insurer (or
affiliates) to the Policyowner during any calendar year generally will be
treated as one Policy for the purpose of applying the modified endowment
contract rules. You should consult your tax advisor if you have questions
regarding the possible impact of the modified endowment contract rules on
your Policy.

If a Policy is not a modified endowment contract, any loans made under a
Policy will be treated as indebtedness and no part of such loans will
constitute income to the Policyowner, unless the Policy is surrendered or
terminated for any reason prior to the Policyowner's death. See "Effects of
Loans" on page 15 to 16 of this Prospectus. In addition, the interest on
such loan generally will not be deductible.

Upon surrender of a Policy, taxation of the Surrender Value will depend
on the Payment Option that the Policyowner has selected. If payment is in
one sum, the Policyowner will be taxed on the income in the Policy at the
time payment is made. If payment is in installments, the Policyowner may be
taxed (1) on all or a portion of each installment until the income in the
Policy has been paid; (2) only after all investment in the Policy has been
paid; or (3) on a portion of each payment. You should consult your tax
advisor if you have questions about the taxation of a Policy surrender.

Under the Code, income tax must generally be withheld from the taxable
portion of the proceeds paid upon surrender of a Policy, unless the
Policyowner notifies First Investors Life in writing, before the payment
date, that such withholding is not to be made. Failure to withhold or
withholding of an insufficient amount may subject the Policyowner to
taxation. In addition, insufficient withholding and insufficient estimated
tax payments may subject the Policyowner to penalties.

CHARGES FOR FIRST INVESTORS LIFE'S INCOME TAXES

First Investors Life is taxed as a "life insurance company" under
Subchapter L of the Code. Under the applicable provisions of the Code, First
Investors Life will be required to include its variable life insurance
operations in its Federal income tax return. Currently, no charges are made
against the Subaccount(s) for First Investors Life's Federal income taxes
attributable to the Subaccount(s). However, First Investors Life may make
such charges in the future. First Investors Life may charge the Subaccount(s)
for its Federal income taxes attributable to the Subaccount(s) when First
Investors Life's tax treatment and obligations become clarified. Any such
charges against a Subaccount would reduce its Net Investment Return.

Under current laws, First Investors Life may incur state and local taxes
(in addition to premium taxes) in several states. At present, these taxes are
not significant. After First Investors Life's Federal income tax treatment is
clarified, or if prior to that time there is a material change in

<PAGE>

applicable state or local tax laws, charges for such taxes, if any,
attributable to the Subaccount(s) may be made.

If any tax charges are made in the future they will be accumulated daily
and transferred from the Subaccount(s) to First Investors Life's General
Account. Any investment earnings on tax charges accumulated in the Subaccount(s)
will be retained by First Investors Life.

VOTING RIGHTS

First Investors Life will vote the shares of any Fund held in a
corresponding Subaccount or directly, at any Fund shareholders meeting, in
accordance with its view of present law. It will vote Fund shares held in any
corresponding Subaccount as follows: shares attributable to Policyowners for
which it receives instructions, in accordance with the instructions; shares
attributable to Policyowners for which it does not receive instructions, in the
same proportion that it votes shares held in the Subaccount for which it
receives instructions; and shares not attributable to Policyowners, in the same
proportion that it votes shares held in the Subaccount that are attributable to
Policyowners and for which it receives instructions. First Investors Life will
vote Fund shares held directly by it in the same proportion that it votes shares
held in any corresponding Subaccounts that are attributable to Policyowners and
for which it receives instructions, except where there are no shares held in any
Subaccount it will vote its own shares as it deems appropriate. All of the
shares of any Fund held by First Investors Life through a Subaccount or directly
will be presented at any Fund shareholders meeting for purposes of determining a
quorum.

The number of Fund shares held in a corresponding Subaccount that is
attributable to each Policyowner is determined by dividing the Subaccount's
Accumulated Value by the net asset value of one Fund share. The number of votes
that a Policyowner has the right to cast will be determined as of the record
date established by Life Series Fund.

Voting instructions will be solicited by written communication prior to the
date of the meeting at which votes are to be cast. Each Policyowner having a
voting interest in a Subaccount will be sent meeting and other materials
relating to the Fund.

First Investors Life reserves the right to proceed other than as described
above, including the right to vote shares of any Fund in its own right, to the
extent permitted by law.

The voting rights described in this Prospectus are created under applicable
Federal securities laws. To the extent that such laws or regulations promulgated
thereunder eliminate the necessity to submit such matters for approval by
persons having voting rights in separate accounts of insurance companies or
restrict such voting rights, First Investors Life reserves the right to proceed
in accordance with any such laws or regulations.

OFFICERS AND DIRECTORS OF FIRST INVESTORS LIFE INSURANCE COMPANY

NAME OFFICE PRINCIPAL OCCUPATION FOR LAST 5 YEARS
- ---- ------ -------------------------------------
<S> <C> <C>
Jay G. Baris Director Partner, Kramer, Levin, Naftalis &
Frankel, New York, Attorneys; Secretary
and Counsel, First Financial Savings
Bank, S.L.A., New Jersey.
</TABLE>

<PAGE>

OFFICERS AND DIRECTORS OF FIRST INVESTORS LIFE INSURANCE COMPANY

NAME OFFICE PRINCIPAL OCCUPATION FOR LAST 5 YEARS
- ---- ------ -------------------------------------
<S> <C> <C>
Glenn T. Dallas Director Retired since April 1996; Division President and Senior Vice President,
ADT Security Systems, Parsippany, New Jersey, prior thereto.

William H. Drinkwater First Vice First Vice President and Chief Actuary,
President and First Investors Life.
Chief Actuary

Lawrence M. Falcon Senior Senior Vice President and Comptroller,
Vice President and Comptroller First Investors Life.
Richard H. Gaebler President President, First Investors Life.
and Director

George V. Ganter Director Vice President, First Investors Asset Management Company, Inc.,
Portfolio Manager, FIMCO.

Robert J. Grosso Director Director of Compliance, FIC since April 1997; Assistant Counsel since
January 1995; Business Consultant from August 1994 to January 1995;
Assistant Vice President and Assistant General Counsel, Alliance Fund
Distributors, Inc. from September 1993 to August 1994; Of Counsel, Law
Office of Richard S. Mazawey from May 1991 to September 1993.

Glenn O. Head Chairman and Director Chairman and Director, FICC, FIMCO and FIC.

Kathryn S. Head Director President, FICC and FIMCO; Vice President and Director, FIC; President
and Director, First Financial Savings Bank, S.L.A.

Scott Hodes Director Partner, Ross & Hardies, Chicago, Illinois, Attorneys.
Carol Lerner Brown Secretary Assistant Secretary, FIC; Secretary, FIMCO and FICC.
William M. Lipkus Vice President Chief Financial Officer, FIC since December 1997, FICC since June 1997;
and Chief Accounting Officer Vice President, First Investors Life since May 1996; Chief Accounting
Officer since June 1992.

Jackson Ream Director Senior Vice President, Nations Bank of Texas (formerly NCNB Texas
National Bank), Dallas, Texas.

Nelson Schaenen Jr. Director Partner, Weiss, Peck & Greer, New York, Investment Managers.

Martin A. Smith Vice President Vice President, First Investors Life since March 1998; Vice President,
The United States Life Insurance Company, prior thereto.

Ada M. Suchow Vice President Vice President, First Investors Life.

</TABLE>

27
<PAGE>
<TABLE>

OFFICERS AND DIRECTORS OF FIRST INVESTORS LIFE INSURANCE COMPANY

NAME OFFICE PRINCIPAL OCCUPATION FOR LAST 5 YEARS
- ---- ------ -------------------------------------
<S> <C> <C>
John T. Sullivan Director Director, FIMCO and FIC; Of Counsel to Hawkins, Delafield & Wood,
New York, Attorneys.
</TABLE>

A fidelity bond in the amount of $5,000,000 covering First Investors Life's
officers and employees has been issued by Gulf Insurance Company. A directors
and officers liability policy in the amount of $3,000,000 covering First
Investors Life's directors and officers has been issued by the Great American
Insurance Companies.

DISTRIBUTION OF POLICIES

The Policies distributed by First Investors Life are sold by insurance
agents who are licensed to sell variable life insurance. These agents are paid
a commission of 28.55% of the first year premium payment and 1% of the premium
payments for years two through twelve.

The Policies are offered for sale in Alabama, Arizona, Arkansas,
California, Colorado, Connecticut, Delaware, District of Columbia, Florida,
Georgia, Iowa, Illinois, Indiana, Kentucky, Louisiana, Massachusetts, Maryland,
Michigan, Minnesota, Missouri, Mississippi, North Carolina, Nebraska, New
Jersey, New Mexico, New York, Ohio, Oklahoma, Oregon, Pennsylvania, Rhode
Island, Tennessee, Texas, Utah, Virginia, Washington, West Virginia, Wisconsin
and Wyoming.

CUSTODIAN

First Investors Life, subject to applicable laws and regulations, is to be the
custodian of the securities of the Subaccounts. First Investors Life will
maintain the records and accounts of Separate Account B.

REPORTS

At least once each Policy year, First Investors Life shall mail a report to
the Policyowner within 31 days after the Policy anniversary. The report shall
be mailed to the last address known to First Investors Life. The report will
show the death benefit, cash value and policy debt on the anniversary and any
loan interest for the prior year. The report will also show the allocation of
the investment base on that anniversary. No report will be sent if the Policy is
continued as reduced paid-up or extended term insurance.

STATE REGULATION

First Investors Life is subject to the laws of the State of New York
governing insurance companies and to regulations by the New York State
Insurance Department. An annual statement in a prescribed form is filed with the
Department of Insurance each year covering the operations of First Investors
Life for the preceding year and its financial condition as of the end of such
year.

First Investors Life's books and accounts are subject to review by the
Insurance Department at any time and a full examination of its operations is
conducted periodically. Such regulation does

28
<PAGE>

not, however, involve any supervision of management or investment practices
or policies except to determine compliance with the requirements of the New
York Insurance Law. In addition, First Investors Life is subject to
regulation under the insurance laws of other jurisdictions in which it may
operate.

EXPERTS

The financial statements included in this Prospectus have been examined by
Tait, Weller & Baker, independent certified public accountants, and are included
herein in reliance upon the authority of said firm as experts in accounting and
auditing.

RELEVANCE OF FINANCIAL STATEMENTS

The values of the interests of Policyowners under the Policies will be
affected solely by the investment results of the Subaccount(s). The financial
statements of First Investors Life as contained herein should be considered only
as bearing upon First Investors Life's ability to meet its obligations to
Policyowners under the Policies, and they should not be considered as bearing on
the investment performance of the Subaccount(s).

APPENDIX I - OTHER POLICY PROVISIONS

SETTLEMENT OPTIONS

In lieu of a single sum payment of Policy proceeds on death or surrender,
an election may be made to apply all or a portion of the proceeds under any one
of the fixed benefit settlement options provided in the Policy. Tax consequences
may vary depending on the settlement option chosen. The options are stated
below.

PROCEEDS LEFT AT INTEREST. Left on deposit to accumulate with First
Investors Life with interest payable at a rate of 2 1/2% per year.

PAYMENT OF A DESIGNATED AMOUNT. Payable in installments until proceeds
applied under the option and interest on unpaid balance at 2 1/2% per year and
any additional interest are exhausted.

PAYMENT FOR A DESIGNATED NUMBER OF YEARS. Payable in installments for up to
25 years, including interest at 2 1/2% per year. Payments may be increased by
additional interest which would be paid at the end of each installment year.

LIFE INCOME OPTION, GUARANTEED PERIOD. Payments are guaranteed for 10 or 20
years, as elected, and for life thereafter. During the guaranteed period of 10
or 20 years, the payments may be increased by additional interest.

LIFE INCOME, GUARANTEED RETURN. The sum of the payments made and any
payments due at the death of the person on whom the payments are based will
never be less than the proceeds applied.

LIFE INCOME ONLY. Payments will be made only while the person on whom the
payments are based is alive.

<PAGE>

OPTIONAL INSURANCE BENEFITS

On payment of an additional premium and subject to certain age and
insurance underwriting requirements, the following optional provisions, which
are subject to the restrictions and limitations set forth therein, may be
included in a Policy.

ACCIDENTAL DEATH BENEFIT. The Accidental Death Benefit rider is
available at issue ages 0 to 60. It provides for an additional fixed amount
of death benefit in the event the Insured dies from accidental bodily injury
while the Policy is in force and before the Policy anniversary when the
Insured attains age 70. The premium is $1.75 per $1,000 of benefit and is
payable for 12 years. The amount of the benefit that will be issued is equal
to the face amount of the Policy but cannot exceed an amount equal to
$200,000 minus the sum of the Insured's Accidental Death Benefit coverage in
all companies.

12 YEAR LEVEL TERM RIDER. The 12 Year Level Term Insurance rider is
available at ages 18 to 58 for an amount equal to the Policy face amount. The
rider is convertible, without evidence of insurability, for an amount up to the
face amount of the rider to a new Policy or other permanent plan of insurance at
any time during the 12 year of rider coverage but not later than the Policy
anniversary when the Insured attains age 65.

WAIVER OF PREMIUM. The Waiver of Premium rider is available at ages 15 to
55. It provides that, in the event of the Insured's total disability which (a)
commences before the Policy anniversary when the Insured attains age 60 and (b)
continues for six months, the Company will waive all premiums falling due after
the date of commencement of the disability as long as such disability continues.

PAYOR BENEFIT. The Payor Benefit rider is available on Policies where the
Insured is age 0 to 14 and the Applicant is age 18 to 55. It provides insurance
on the life of the Applicant who is responsible for paying the premiums. If the
Applicant dies or becomes disabled before reaching age 60 and before the Insured
is age 21, all premiums which become due before the Insured's age 21 will be
waived by the Company.

GENERAL PROVISIONS

BENEFICIARY. The beneficiary is as designated in the application for the
Policy, unless thereafter changed by the Policyowner during the Insured's
lifetime. A change of designation may be made by filing a written request with
the Home Office of First Investors Life in a form acceptable to First Investors
Life.

ASSIGNMENT. The Policy may be assigned by the Policyowner but no assignment
shall be binding on First Investors Life unless it is in writing and filed with
First Investors Life at its Home Office. First Investors Life will assume no
responsibility for the validity or sufficiency of any assignment. Unless
otherwise provided in the assignment, the interest of any revocable beneficiary
shall be subordinate to the interest of any assignee, regardless of when the
assignment was made and the assignee shall receive any sum payable to the extent
of his or her interest.

AGE AND SEX. If the age or sex of the Insured has been misstated, the
benefits available under the Policy will be those which the premiums paid would
have purchased for the correct age and sex.

30
<PAGE>
SUICIDE. If the Insured commits suicide within two years from the Policy's
date of issue, the liability of First Investors Life under the Policy will be
limited to all premiums paid less any indebtedness.

INCONTESTABILITY. Except for nonpayment of premiums, the validity of the
Policy and its riders will not be contestable after it has been in force during
the lifetime of the Insured for two years from the Date of Issue.

GRACE PERIOD. A Grace Period of thirty-one days will be allowed for payment
of each premium after the first. The Policy will continue in force during the
Grace Period unless surrendered.

PAYMENTS AND DEFERMENT. Payment of the death benefit or surrender value or
loan proceeds will usually be made within seven days after receipt by First
Investors Life of all documents required for such payments. However, payment may
be delayed if the amount cannot be determined because the New York Stock
Exchange is closed for trading or the Commission determines that a state of
emergency exists.

Under a Policy continued as paid-up or extended term insurance, the payment
of the surrender value or loan proceeds may be deferred for up to six months. If
the payment is postponed more than thirty days, interest at a rate of not less
than 3% will be paid on the Surrender Value. The interest will be paid from the
date of surrender to the date payment is made.

DIVIDENDS. The Policies do not provide for dividend payments and therefore
are considered "non-participating" in the earnings of First Investors Life.

APPENDIX II
ADDITIONAL ILLUSTRATIONS OF DEATH BENEFITS,
CASH VALUES AND ACCUMULATED PREMIUMS

Tables on Pages 33 to 35 illustrate the way in which a Policy operates.
They show how the death benefit and the cash value may vary over an extended
period of time assuming hypothetical rates of investment return for the
Subaccount(s) equivalent to constant gross annual rates of 0%, 6% and 12%. The
table on Page 33 is based on an annual premium of $600 for a male issue age 10,
the table on Page 34 is based on an annual premium of $1,200 for a male issue
age 25, and the table on Page 35 is based on an annual premium of $1,800 for a
male issue age 40. The illustrations assume a standard risk classification and
will assist in the comparison of death benefits and cash values under the
Policies with those under other variable life policies issued by First Investors
Life or other companies. Please refer to Page 19 for additional discussion and
to Pages 21 to 23 for additional illustrations of death benefits, cash values
and accumulated premiums which assume a hypothetical gross annual investment
return of 0%, 4% and 8%.

The amounts shown are as of the end of each Policy year and take into
account deductions from the annual premium and the daily charge for investment
advisory services and mortality and expense risk equivalent to an effective
annual charge of 1.45%. Taking account of the daily charges, the gross annual
rates of investment return of 0%, 6% and 12% correspond to net annual rates of
approximately -1.45%, 4.55% and 10.55%, respectively. The returns shown are also
net of any tax charges attributable to the Subaccount(s).

<PAGE>

The second column of each table shows the amount to which the total
premiums paid to the end of the Policy year during the premium paying period
would accumulate if an amount equal to those premiums were invested to earn
interest, after taxes, at 5% compounded annually.

First Investors Life will furnish upon request a comparable illustration
reflecting the proposed Insured's age and the face amount or premium amount
requested, and assuming that premiums are paid on an annual basis and the
proposed Insured is a standard risk. In addition, a comparable illustration will
be included at the delivery of a Policy if a purchase is made reflecting the
Insured's risk classification if other than standard.

32
<PAGE>

MALE ISSUE AGE 10
$600 ANNUAL PREMIUM FOR STANDARD RISK (1)
$39,638 FACE AMOUNT (GUARANTEED MINIMUM DEATH BENEFIT)

<TABLE>
<CAPTION>
TOTAL DEATH BENEFIT (2) CASH VALUES (2)
END OF PREMIUMS ASSUMING HYPOTHETICAL GROSS (AFTER ASSUMING HYPOTHETICAL GROSS (AFTER
POLICY PREMIUM PAID PLUS TAX) ANNUAL INVESTMENT RETURN OF TAX) ANNUAL INVESTMENT RETURN OF
YEAR DUE INTEREST AT 5% 0% 6% 12% 0% 6% 12%
- ------ ------- -------------- ---------------------------------- -----------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 $600 $ 630 $39,638 $ 39,645 $ 39,729 $ 138 $ 148 $ 158
2 600 1,291 39,638 39,669 40,061 586 633 682
3 600 1,986 39,638 39,710 40,642 1,023 1,136 1,256
4 600 2,715 39,638 39,767 41,482 1,450 1,656 1,884
5 600 3,481 39,638 39,841 42,599 1,889 2,219 2,597
6 600 4,285 39,638 39,932 44,005 2,316 2,800 3,375
7 600 5,129 39,638 40,039 45,711 2,734 3,402 4,227
8 600 6,016 39,638 40,161 47,732 3,143 4,026 5,160
9 600 6,947 39,638 40,299 50,081 3,547 4,676 6,184
10 600 7,924 39,638 40,453 52,774 3,946 5,354 7,309

15 0 11,608 39,638 41,363 70,965 4,473 7,632 13,094

20 0 14,816 39,638 42,310 95,773 4,010 9,176 20,771

25 0 18,909 39,638 43,278 129,224 3,610 11,076 33,073

30 0 24,133 39,638 44,269 174,378 3,244 13,343 52,561

Attained Age
65 0 81,723 39,638 49,597 785,431 1,685 30,247 479,001

</TABLE>

(1) Corresponds to $306.00 semi annually; $156.00 quarterly, or $52.98 monthly.
(2) Assumes no policy loan is made.

Hypothetical rates of interest are illustrative only and are not a
representation of past or future rates of return. They are after deduction of
tax charges but before any other expenses charged against Life Series Fund or
Separate Account B. Actual rates may be higher or lower than hypothetical
rates. No representation can be made by First Investors Life or Life Series
Fund that hypothetical rates can be achieved for any one year or sustained over
any period of time. See prospectus for details of the calculations.

33
<PAGE>

MALE ISSUE AGE 25
$1,200 ANNUAL PREMIUM FOR STANDARD RISK (1)
$51,908 FACE AMOUNT (GUARANTEED MINIMUM DEATH BENEFIT)

<TABLE>
<CAPTION>
TOTAL DEATH BENEFIT (2) CASH VALUES (2)
END OF PREMIUMS ASSUMING HYPOTHETICAL GROSS (AFTER ASSUMING HYPOTHETICAL GROSS (AFTER
POLICY PREMIUM PAID PLUS TAX) ANNUAL INVESTMENT RETURN OF TAX) ANNUAL INVESTMENT RETURN OF
YEAR DUE INTEREST AT 5% 0% 6% 12% 0% 6% 12%
- ------ ------- -------------- ---------------------------------- -----------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 $1,200 $ 1,260 $51,908 $51,921 $ 52,078 $ 409 $ 439 $ 469
2 1,200 2,583 51,908 51,955 52,558 1,308 1,423 1,542
3 1,200 3,972 51,908 52,011 53,359 2,197 2,454 2,727
4 1,200 5,431 51,908 52,088 54,495 3,076 3,532 4,037
5 1,200 6,962 51,908 52,188 55,994 3,992 4,710 5,535
6 1,200 8,570 51,908 52,308 57,870 4,897 5,941 7,187
7 1,200 10,259 51,908 52,450 60,141 5,791 7,226 9,008
8 1,200 12,032 51,908 52,612 62,823 6,673 8,568 11,014
9 1,200 13,893 51,908 52,794 65,934 7,544 9,969 13,222

10 1,200 15,848 51,908 52,996 69,495 8,404 11,430 15,653

15 0 23,217 51,908 54,188 93,429 9,524 16,333 28,161

20 0 29,631 51,908 55,430 126,119 8,504 19,562 44,508

25 0 37,818 51,908 56,702 170,313 7,539 23,273 69,903

30 0 48,266 51,908 58,005 230,101 6,628 27,467 108,958

Attained Age
65 0 78,620 51,908 60,711 420,822 4,947 37,025 256,641

</TABLE>

(1) Corresponds to $612.00 semi annually; $312.00 quarterly, or $105.96
monthly.

(2) Assumes no policy loan is made.

Hypothetical rates of interest are illustrative only and are not a
representation of past or future rates of return. They are after deduction of
tax charges but before any other expenses charged against Life Series Fund or
Separate Account B. Actual rates may be higher or lower than hypothetical
rates. No representation can be made by First Investors Life or Life Series
Fund that hypothetical rates can be achieved for any one year or sustained over
any period of time. See prospectus for details of the calculations.

34
<PAGE>
MALE ISSUE AGE 40
$1,800 ANNUAL PREMIUM FOR STANDARD RISK (1)
$47,954 FACE AMOUNT (GUARANTEED MINIMUM DEATH BENEFIT)

<TABLE>
<CAPTION>
TOTAL DEATH BENEFIT (2) CASH VALUES (2)
END OF PREMIUMS ASSUMING HYPOTHETICAL GROSS (AFTER ASSUMING HYPOTHETICAL GROSS (AFTER
POLICY PREMIUM PAID PLUS TAX) ANNUAL INVESTMENT RETURN OF TAX) ANNUAL INVESTMENT RETURN OF
YEAR DUE INTEREST AT 5% 0% 6% 12% 0% 6% 12%
- ------ ------- -------------- ---------------------------------- -----------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 $1,800 $ 1,890 $47,954 $47,968 $ 48,144 $ 762 $ 817 $ 872
2 1,800 3,874 47,954 48,002 48,621 2,097 2,289 2,488
3 1,800 5,958 47,954 48,056 49,393 3,406 3,819 4,263
4 1,800 8,146 47,954 48,129 50,473 4,689 5,409 6,211
5 1,800 10,443 47,954 48,222 51,886 6,020 7,138 8,431
6 1,800 12,856 47,954 48,335 53,645 7,328 8,937 10,869
7 1,800 15,388 47,954 48,467 55,766 8,615 10,809 13,548
8 1,800 18,048 47,954 48,617 58,266 9,884 12,760 16,491
9 1,800 20,840 47,954 48,786 61,164 11,137 14,792 19,724
10 1,800 23,772 47,954 48,973 64,480 12,375 16,911 23,276

15 0 34,825 47,954 50,080 86,798 13,764 23,714 41,101

20 0 44,447 47,954 51,233 117,342 11,963 27,690 63,419

25 0 56,727 47,954 52,416 158,741 10,274 31,966 96,809

30 0 72,399 47,954 53,630 214,919 8,695 36,402 145,879

Attained Age
65 0 56,727 47,954 52,416 158,741 10,274 31,966 96,809

</TABLE>

(1) Corresponds to $918.00 semi annually; $468.00 quarterly, or $158.94
monthly.
(2) Assumes no policy loan is made.

Hypothetical rates of interest are illustrative only and are not a
representation of past or future rates of return. They are after deduction of
tax charges but before any other expenses charged against Life Series Fund or
Separate Account B. Actual rates may be higher or lower than hypothetical
rates. No representation can be made by First Investors Life or Life Series
Fund that hypothetical rates can be achieved for any one year or sustained over
any period of time. See prospectus for details of the calculations.

35
<PAGE>
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

The Board of Directors
First Investors Life Insurance Company
New York, New York

We have audited the accompanying balance sheets of First Investors Life
Insurance Company as of December 31, 1997 and 1996, and the related statements
of income, stockholder's equity and cash flows for each of the three years in
the period ended December 31, 1997. These financial statements are the
responsibility of the Company's management. Our responsibility is to express an
opinion on these financial statements based on our audits.

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

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of First Investors Life
Insurance Company as of December 31, 1997 and 1996, and the results of its
operations and its cash flows for each of the three years in the period ended
December 31, 1997, in conformity with generally accepted accounting principles.

TAIT, WELLER & BAKER

Philadelphia, Pennsylvania
February 19, 1998

36
<PAGE>

FIRST INVESTORS LIFE INSURANCE COMPANY
BALANCE SHEETS
ASSETS

<TABLE>
<CAPTION>
DECEMBER 31, 1997 DECEMBER 31, 1996
----------------- -----------------
<S> <C> <C>
Investments (note 2):
Available-for-sale securities. . . . . . . . . . . . . . . $125,380,627 $114,011,891
Held-to-maturity securities. . . . . . . . . . . . . . . . 5,529,687 5,549,214
Short term investments . . . . . . . . . . . . . . . . . . 3,083,769 7,667,491
Policy loans . . . . . . . . . . . . . . . . . . . . . . . 21,527,810 18,865,648
------------- -------------

Total investments . . . . . . . . . . . . . . . . . . . 155,521,893 146,094,244

Cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,145,215 901,980
Premiums and other receivables, net of allowances of
$30,000 in 1997 and 1996 . . . . . . . . . . . . . . . . . 4,749,099 3,998,210
Accrued investment income. . . . . . . . . . . . . . . . . . 3,180,924 2,903,566
Deferred policy acquisition costs (note 6) . . . . . . . . . 18,446,716 17,547,129
Deferred Federal income taxes (note 7) . . . . . . . . . 1,039,000 934,000
Furniture, fixtures and equipment, at cost, less accumulated
depreciation of $1,075,336 in 1997 and $925,736 in 1996. . 97,379 146,078
Other assets . . . . . . . . . . . . . . . . . . . . . . . . 120,044 136,302
Separate account assets. . . . . . . . . . . . . . . . . . . 642,453,414 465,456,848
------------- -------------
Total assets. . . . . . . . . . . . . . . . . . . . . . $826,753,684 $638,118,357
------------ -------------
------------ -------------

LIABILITIES AND STOCKHOLDER'S EQUITY

LIABILITIES:
Policyholder account balances (note 6) . . . . . . . . . . . $115,281,318 $113,295,474
Claims and other contract liabilities. . . . . . . . . . . . 12,548,096 12,190,281
Accounts payable and accrued liabilities . . . . . . . . . . 4,426,355 3,730,943
Separate account liabilities . . . . . . . . . . . . . . . . 642,453,314 464,852,507
------------ -------------
Total liabilities . . . . . . . . . . . . . . . . . . . 774,709,083 594,069,205
------------ -------------

STOCKHOLDER'S EQUITY:
Common Stock, par value $4.75; authorized,
issued and outstanding 534,350 shares. . . . . . . . . . . 2,538,163 2,538,163
Additional paid in capital . . . . . . . . . . . . . . . . . 6,496,180 6,496,180
Unrealized holding gains (losses) on available-for-sale
securities (note 2). . . . . . . . . . . . . . . . . . . . 1,608,000 644,000
Retained earnings . . . . . . . . . . . . . . . . . . . . . 41,402,258 34,370,809
------------ -------------
Total stockholder's equity. . . . . . . . . . . . . . . 52,044,601 44,049,152
------------ -------------
Total liabilities and stockholder's equity. . . . . . . $826,753,684 $638,118,357
------------ -------------
------------ -------------
</TABLE>

See accompanying notes to financial statements.

37
<PAGE>

FIRST INVESTORS LIFE INSURANCE COMPANY
STATEMENTS OF INCOME

YEAR ENDED YEAR ENDED YEAR ENDED
DECEMBER 31, 1997 DECEMBER 31,1996 DECEMBER 31,1995
----------------- ---------------- ----------------
<S> <C> <C> <C>
REVENUES
Policyholder fees. . . . . . . . . . . . . . . . . . . . . . $24,826,454 $22,955,165 $19,958,420
Premiums . . . . . . . . . . . . . . . . . . . . . . . . . . 6,279,137 6,725,329 7,293,719
Investment income (note 2) . . . . . . . . . . . . . . . . . 10,259,601 9,771,389 9,363,212
Realized gain (loss) on investments. . . . . . . . . . . . . 158,874 (221,025) 373,582
Other income . . . . . . . . . . . . . . . . . . . . . . . . 702,644 704,678 835,703
------------ ------------ ------------
Total income. . . . . . . . . . . . . . . . . . . . . . . 42,226,710 39,935,536 37,824,636
------------ ------------ ------------

BENEFITS AND EXPENSES
Benefits and increases in contract liabilities . . . . . . . 14,370,510 12,912,810 13,027,516
Dividends to policyholders . . . . . . . . . . . . . . . . . 1,033,663 964,913 954,384
Amortization of deferred acquisition costs (note 6). . . . . 663,200 1,454,408 1,672,429
Commissions and general expenses . . . . . . . . . . . . . . 15,445,888 16,287,498 15,773,968
------------ ------------ ------------
Total benefits and expenses . . . . . . . . . . . . . . . 31,513,261 31,619,629 31,428,297
------------ ------------ ------------

Income before Federal income tax . . . . . . . . . . . . . . . 10,713,449 8,315,907 6,396,339

Federal income tax (note 7):
Current . . . . . . . . . . . . . . . . . . . . . . . . . . 4,285,000 3,099,000 2,553,000
Deferred . . . . . . . . . . . . . . . . . . . . . . . . . . (603,000) (286,000) (376,000)
------------ ------------ ------------

3,682,000 2,813,000 2,177,000
------------ ------------ ------------

Net Income . . . . . . . . . . . . . . . . . . . . . . . . . . $ 7,031,449 $ 5,502,907 $ 4,219,339
------------ ------------ ------------
------------ ------------ ------------

Income per share, based on 534,350 shares outstanding. . . . . $ 13.16 $ 10.30 $ 7.90
------------ ------------ ------------
------------ ------------ ------------

</TABLE>

See accompanying notes to financial statements.

38
<PAGE>

FIRST INVESTORS LIFE INSURANCE COMPANY
STATEMENTS OF STOCKHOLDER'S EQUITY

YEAR ENDED YEAR ENDED YEAR ENDED
DECEMBER 31, 1997 DECEMBER 31,1996 DECEMBER 31,1995
----------------- ---------------- ----------------
<S> <C> <C> <C>
Balance at beginning of year . . . . . . . . . . . . . . . . . $ 44,049,152 $ 39,780,245 $ 31,196,906

Net income . . . . . . . . . . . . . . . . . . . . . . . . . . 7,031,449 5,502,907 4,219,339
Increase (decrease) in unrealized holding gains on
available-for-sale securities. . . . . . . . . . . . . . . . 964,000 (1,234,000) 4,364,000
------------ ------------ ------------
Balance at end of year . . . . . . . . . . . . . . . . . . . . $ 52,044,601 $ 44,049,152 $ 39,780,245
------------ ------------ ------------
------------ ------------ ------------
</TABLE>

STATEMENTS OF CASH FLOWS

YEAR ENDED YEAR ENDED YEAR ENDED
DECEMBER 31, 1997 DECEMBER 31,1996 DECEMBER 31,1995
----------------- ---------------- ----------------
<S> <C> <C> <C>
Increase (decrease) in cash:
Cash flows from operating activities:
Policyholder fees received. . . . . . . . . . . . . . . . $ 24,587,113 $ 22,925,131 $ 19,374,522
Premiums received . . . . . . . . . . . . . . . . . . . . 6,088,582 6,413,009 6,895,096
Amounts received on policyholder accounts . . . . . . . . 125,818,334 105,489,481 87,156,662
Investment income received. . . . . . . . . . . . . . . . 10,263,095 9,964,169 9,360,894
Other receipts. . . . . . . . . . . . . . . . . . . . . . 57,287 55,779 69,621
Benefits and contract liabilities paid. . . . . . . . . . (138,420,373) (117,321,389) (101,642,156)
Commissions and general expenses paid . . . . . . . . . . (20,899,476) (20,857,687) (18,176,870)
------------ ------------ ------------
Net cash provided by (used for) operating activities. . . 7,494 562 6,668,493 3,037,769
------------ ------------ ------------

Cash flows from investing activities:
Proceeds from sale of investment securities . . . . . . . 38,900,851 39,062,702 58,755,827
Purchase of investment securities . . . . . . . . . . . . (44,021,791) (44,134,604) (58,622,646)
Purchase of furniture, equipment and other assets . . . . (62,170) (34,485) (128,442)
Net increase in policy loans. . . . . . . . . . . . . . . (2,662,162) (1,848,956) (2,330,591)
Investment in Separate Account . . . . . . . . . . . . . 593,945 (200) (500,000)
------------ ------------ ------------
Net cash provided by (used for) investing activities. . . (7,251,327) (6,955,543) (2,825,852)
------------ ------------ ------------
Net increase (decrease) in cash . . . . . . . . . . . . . 243,235 (287,050) 211,917

Cash
Beginning of year . . . . . . . . . . . . . . . . . . . . . 901,980 1,189,030 977,113
------------ ------------ ------------
End of year . . . . . . . . . . . . . . . . . . . . . . . . $ 1,145,215 $ 901,980 $ 1,189,030
------------ ------------ ------------
------------ ------------ ------------

</TABLE>

The Company received a refund of Federal income tax of $79,000 in 1997 and
$102,000 in 1996 and paid Federal income tax of $4,283,000 in 1997, $3,243,000
in 1996 and $2,125,000 in 1995.

See accompanying notes to financial statements.

39
<PAGE>

FIRST INVESTORS LIFE INSURANCE COMPANY

STATEMENTS OF CASH FLOWS

YEAR ENDED YEAR ENDED YEAR ENDED
DECEMBER 31, 1997 DECEMBER 31, 1996 DECEMBER 31, 1995
----------------- ----------------- -----------------
<S> <C> <C> <C>
Reconciliation of net income to net cash
provided by (used for) operating activities:

Net income . . . . . . . . . . . . . . . . . . . . . . . . $ 7,031,449 $ 5,502,907 $ 4,219,339

Adjustments to reconcile net income to net cash
provided by (used for) operating activities:
Depreciation and amortization. . . . . . . . . . . 117,804 130,924 141,121
Amortization of deferred policy acquisition costs. 663,200 1,454,408 1,672,429
Realized investment (gains) losses . . . . . . . . . . . . (158,874) 221,025 (373,582)
Amortization of premiums and discounts on
investments. . . . . . . . . . . . . . . . . . . 280,852 262,785 237,472
Deferred Federal income taxes. . . . . . . . . . . (603,000) (286,000) (376,000)
Other items not requiring cash - net . . . . . . . 9,771 6,794 (112,268)

(Increase) decrease in:
Premiums and other receivables, net. . . . . . . . (750,889) 336,385 (433,106)
Accrued investment income. . . . . . . . . . . . . (277,358) (70,005) (239,790)
Deferred policy acquisition costs, exclusive
of amortization. . . . . . . . . . . . . . . . . (1,866,787) (1,275,323) (1,117,752)
Other assets . . . . . . . . . . . . . . . . . . . 9,323 (18,574) 64,490

Increase (decrease) in:
Policyholder account balances. . . . . . . . . . . 1,985,844 (78,699) (1,882,591)
Claims and other contract liabilities. . . . . . . 357,815 901,173 551,392
Accounts payable and accrued liabilities . . . . . 695,412 (419,307) 686,615
------------ ----------- ------------

$ 7,494,562 $ 6,668,493 $ 3,037,769
------------ ----------- ------------
------------ ----------- ------------
</TABLE>

See accompanying notes to financial statements.

40
<PAGE>

FIRST INVESTORS LIFE INSURANCE COMPANY

NOTES TO FINANCIAL STATEMENTS

NOTE 1 -- BASIS OF FINANCIAL STATEMENTS

The accompanying financial statements have been prepared in conformity
with generally accepted accounting principles (GAAP). Such basis of presentation
differs from statutory accounting practices permitted or prescribed by insurance
regulatory authorities primarily in that:
(a) policy reserves are computed according to the Company's estimates
of mortality, investment yields, withdrawals and other benefits and expenses,
rather than on the statutory valuation basis;
(b) certain expenditures, principally for furniture and equipment and
agents' debit balances, are recognized as assets rather than being non-admitted
and therefore charged to retained earnings;
(c) commissions and other costs of acquiring new business are
recognized as deferred acquisition costs and are amortized over the premium
paying period of policies and contracts, rather than charged to current
operations when incurred;
(d) income tax effects of temporary differences, relating primarily
to policy reserves and acquisition costs, are provided;
(e) the statutory asset valuation and interest maintenance reserves
are reported as retained earnings rather than as liabilities;

NOTE 2 -- OTHER SIGNIFICANT ACCOUNTING PRACTICES

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

(b) DEPRECIATION. Depreciation is computed on the useful service life
of the depreciable asset using the straight line method of depreciation over
three to seven years.

(c) INVESTMENTS. Investments in equity securities that have readily
determinable fair values and all investments in debt securities are classified
in separate categories and accounted for as follows:

HELD-TO-MATURITY SECURITIES
Debt securities the Company has the positive intent and ability to hold to
maturity are recorded at amortized cost.

AVAILABLE-FOR-SALE SECURITIES
Debt and equity securities not classified in the other two categories are
recorded at fair value with unrealized gains and losses excluded from earnings
and reported as "unrealized holding gains or losses on available-for-sale
securities" in stockholder's equity.

41
<PAGE>

FIRST INVESTORS LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

Short term investments are reported at market value which approximates
cost.

Gains and losses on sales of investments are determined using the
specific identification method. Investment income for the years indicated
consists of the following:

<TABLE>
<CAPTION>
YEAR ENDED YEAR ENDED YEAR ENDED
DECEMBER 31,1997 DECEMBER 31, 1996 DECEMBER 31,1995
---------------- ----------------- ----------------

<S> <C> <C> <C>
Interest on fixed maturities . . . . . . . . . . . . . . . . $ 9,029,979 $ 8,559,429 $ 8,243,748
Interest on short term investments . . . . . . . . . . . . . 307,656 410,930 451,475
Interest on policy loans . . . . . . . . . . . . . . . . . . 1,268,834 1,151,681 973,242
Dividends on equity securities . . . . . . . . . . . . . . . -- 43,756 58,305
------------ ----------- ------------

Total investment income . . . . . . . . . . . . . . . . 10,606,469 10,165,796 9,726,770
Investment expense. . . . . . . . . . . . . . . . . . . 346,868 394,407 363,558
------------ ----------- ------------

Net investment income. . . . . . . . . . . . . . . . . . . . $10,259,601 $ 9,771,389 $ 9,363,212
------------ ----------- ------------
------------ ----------- ------------
</TABLE>

The amortized cost and estimated market values of investments at December 31,
1997 and 1996 are as follows:

GROSS GROSS ESTIMATED
AMORTIZED UNREALIZED UNREALIZED MARKET
COST GAINS LOSSES VALUE
--------- ---------- ---------- ---------
<S> <C> <C> <C> <C>
AVAILABLE-FOR-SALE SECURITIES
DECEMBER 31, 1997

U.S. Treasury Securities and obligations
of U.S. Government Corporations
and Agencies. . . . . . . . . . . . . . . . . $ 39,532,729 $ 975,819 $ -- $ 40,508,548
Debt Securities issued by
States of the U.S.. . . . . . . . . . . . . . 7,309,135 92,015 -- 7,401,150
Corporate Debt Securities. . . . . . . . . . . . 67,900,325 1,739,318 75,913 69,563,730
Other Debt Securities . . . . . . . . . . . . . 7,606,438 300,761 -- 7,907,199
------------ ----------- ------- ------------

$122,348,627 $ 3,107,913 $75,913 $125,380,627
------------ ----------- ------- ------------
------------ ----------- ------- ------------

DECEMBER 31,1996

U.S. Treasury Securities and obligations
of U.S. Government Corporations
and Agencies. . . . . . . . . . . . . . . . . $ 41,254,552 $ 569,803 $ 157,020 $ 41,667,335
Debt Securities issued by
States of the U.S.. . . . . . . . . . . . . . 5,525,022 -- 172,264 5,352,758
Corporate Debt Securities. . . . . . . . . . . . 56,013,590 1,217,747 297,752 56,933,585
Other Debt Securities. . . . . . . . . . . . . . 9,952,727 133,266 27,780 10,058,213
------------- ------------ --------- -------------

$ 112,745,891 $ 1,920,816 $ 654,816 $ 114,011,891
------------ ------------ --------- -------------
------------ ------------ --------- -------------
</TABLE>

42
<PAGE>

FIRST INVESTORS LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

At December 31, 1997 and 1996, the Company recognized "Unrealized Holding
Gains on Available-For-Sale Securities" of $1,608,000 and $644,000, net of
applicable deferred income taxes and amortization of deferred acquisition costs.
The change in the Unrealized Holding Gains (Losses) of $964,000, ($1,234,000)
and $4,364,000 for 1997, 1996 and 1995, respectively is reported as a separate
component of stockholders' equity.

<TABLE>
<CAPTION>
HELD-TO-MATURITY SECURITIES
DECEMBER 31,1997
<S> <C> <C> <C> <C>
U.S. Treasury Securities and obligations
of U.S. Government Corporations
and Agencies*. . . . . . . . . . . . . . . . . . $ 3,419,687 $ 90,126 $ 700 $ 3,509,113
Corporate Debt Securities. . . . . . . . . . . . . 2,000,000 109,000 -- 2,109,400
Other Debt Securities. . . . . . . . . . . . . . . 110,000 -- -- 110,000
------------ ---------- ------------- -----------

$ 5,529,687 $ 199,126 $ 700 $ 5,728,513
------------ ---------- ------------- -----------
------------ ---------- ------------- -----------

DECEMBER 31,1996

U.S. Treasury Securities and obligations
of U.S. Government Corporations
and Agencies*. . . . . . . . . . . . . . . . . . $ 3,439,214 $ 36,945 $ 10,944 $ 3,465,215
Corporate Debt Securities. . . . . . . . . . . . . 2,000,000 -- 66,200 1,933,800
Other Debt Securities. . . . . . . . . . . . . . . 110,000 -- -- 110,000
------------ ---------- ------------- -----------

$ 5,549,214 $ 36,945 $ 77,144 $ 5,509,015
------------ ---------- ------------- -----------
------------ ---------- ------------- -----------
</TABLE>

*These securities are on deposit for various state insurance departments and are
therefore restricted as to sale.

The amortized cost and estimated market value of debt securities at December
31, 1997, by contractual maturity, are shown below. Expected maturities will
differ from contractual maturities because borrowers may have the right to call
or prepay obligations with or without call or prepayment penalties.

<TABLE>
<CAPTION>
HELD TO MATURITY AVAILABLE FOR SALE
----------------------------- --------------------------------
AMORTIZED ESTIMATED AMORTIZED ESTIMATED
COST MARKET VALUE COST MARKET VALUE
----------- ------------ ----------- -------------
<S> <C> <C> <C> <C>
Due in one year or less. . . . . . . . . . $ 363,473 $ 362,773 $ 6,608,708 $ 6,633,659
Due after one year through five years. . . 2,634,603 2,715,715 37,905,751 38,828,513
Due after five years through ten years . . 531,611 540,625 50,889,338 52,290,280
Due after ten years. . . . . . . . . . . . 2,000,000 2,109,400 26,944,831 27,628,175
----------- ----------- ------------- ------------

$5,529,687 $5,728,513 $122,348,628 $125,380,627
----------- ----------- ------------- ------------
----------- ----------- ------------- ------------
</TABLE>

Proceeds from sales of investments in fixed maturities were $34,316,604,
$39,046,422 and $56,949,635 in 1997, 1996 and 1995, respectively. Gross gains
of $374,583 and gross losses of $215,709 were realized on those sales in 1997.
Gross gains of $185,708 and gross losses of $406,733 were realized on those
sales in 1996. Gross gains of $578,810 and gross losses of $205,228 were
realized on those sales in 1995.

<PAGE>

FIRST INVESTORS LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

(d) RECOGNITION OF REVENUE, POLICYHOLDER ACCOUNT BALANCES AND POLICY BENEFITS

TRADITIONAL ORDINARY LIFE AND HEALTH

Revenues from the traditional life insurance policies represent
premiums which are recognized as earned when due. Health insurance premiums
are recognized as revenue over the time period to which the premiums
relate. Benefits and expenses are associated with earned premiums so as to
result in recognition of profits over the lives of the contracts. This
association is accomplished by means of the provision for liabilities for
future policy benefits and the deferral and amortization of policy
acquisition costs.

UNIVERSAL LIFE AND VARIABLE LIFE

Revenues from universal life and variable life policies represent
amounts assessed against policyholders. Included in such assessments are
mortality charges, surrender charges and policy service fees.

Policyholder account balances on universal life consist of the
premiums received plus credited interest, less accumulated policyholder
assessments. Amounts included in expense represent benefits in excess of
policyholder account balances. The value of policyholder accounts on
variable life are included in separate account liabilities as discussed
below.

ANNUITIES

Revenues from annuity contracts represent amounts assessed against
contractholders. Such assessments are principally sales charges,
administrative fees, and in the case of variable annuities, mortality and
expense risk charges. The carrying value and fair value of fixed annuities
are equal to the policyholder account balances, which represent the net
premiums received plus accumulated interest.

(e) SEPARATE ACCOUNTS. Separate account assets and the related liabilities,
both of which are valued at market, represent segregated variable annuity and
variable life contracts maintained in accounts with individual investment
objectives. All investment income (gains and losses of these accounts) accrues
directly to the contractholders and therefore does not affect net income of the
Company.

NOTE 3 -- FAIR VALUE OF FINANCIAL INSTRUMENTS

The carrying amounts for cash, short-term investments and policy loans as
reported in the accompanying balance sheet approximate their fair values. The
fair values for fixed maturities and equity-securities are based upon quoted
market prices, where available or are estimated using values from independent
pricing services.

44
<PAGE>

FIRST INVESTORS LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

The carrying amounts for the Company's liabilities under investment - type
contracts approximate their fair values because interest rates credited to
account balances approximate current rates paid on similar investments and are
generally not guaranteed beyond one year. Fair values for the Company's
insurance contracts other than investment - type contracts are not required to
be disclosed. However, the fair values of liabilities for all insurance
contracts are taken into consideration in the overall management of interest
rate risk, which minimizes exposure to changing interest rates.

NOTE 4 -- RETIREMENT PLANS

The Company participates in a non-contributory profit sharing plan for the
benefit of its employees and those of other wholly-owned subsidiaries of its
parent. The Plan provides for retirement benefits based upon earnings. Vesting
of benefits is based upon years of service. For the years ended December 31,
1997, 1996 and 1995, the Company charged operations approximately $70,000,
$100,000 and $40,000 respectively for its portion of the contribution.

The Company also has a non-contributory retirement plan for the benefit of
its sales agents. The plan provides for retirement benefits based upon
commission on first-year premiums and length of service. The plan is unfunded.
Vesting of benefits is based upon graduated percentages dependent upon the
number of allocations made in accordance with the plan by the Company for each
participant. The Company charged to operations pension expenses of
approximately $419,000 in 1997, $414,000 in 1996 and $375,000 in 1995. The
accrued liability of approximately $2,913,000 in 1997 and $2,858,000 in 1996 was
sufficient to cover the value of benefits provided by the plan.

In addition, the Company participates in a 401(k) savings plan covering all
of its eligible employees and those of other wholly-owned subsidiaries of its
parent whereby employees may voluntarily contribute a percentage of their
compensation with the Company matching a portion of the contributions of certain
employees. The amount contributed by the Company in 1997 and 1996 was not
material.

NOTE 5 -- COMMITMENTS AND CONTINGENT LIABILITIES

The Company has agreements with affiliates and non-affiliates as follows:

(a) The Company's maximum retention on any one life is $100,000. The
Company reinsures a portion of its risk with other insurance companies and
reserves are reduced by the amount of reserves for such reinsured risks. The
Company is liable for any obligations which any reinsurance company may be
unable to meet. The Company had reinsured approximately 10% of its net life
insurance in force at December 31, 1997, 1996 and 1995. The Company also had
assumed reinsurance amounting to approximately 20%, 21% and 20% of its net life
insurance in force at the respective year ends. None of these transactions had
any material effect on the Company's operating results.

45
<PAGE>

FIRST INVESTORS LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

(b) The Company and certain affiliates share office space, data processing
facilities and management personnel. Charges for these services are based upon
space occupied, usage of data processing facilities and time allocated to
management. During the years ended December 31, 1997, 1996 and 1995, the
Company paid approximately $1,114,000, $1,222,000 and $1,282,000, respectively,
for these services. In addition, the Company reimbursed an affiliate
approximately $9,814,000 in 1997, $9,709,000 in 1996,and $8,739,000 in 1995 for
commissions relating to the sale of its products.
The Company maintains a checking account with a financial institution,
which is also a wholly-owned subsidiary of its parent. The balance in this
account was approximately $332,000 at December 31, 1997 and $326,000 at December
31, 1996.

(c) The Company is subject to certain claims and lawsuits arising in the
ordinary course of business. In the opinion of management, all such claims
currently pending will not have a material adverse effect on the financial
position of the Company or its results of operations.

NOTE 6 -- ADJUSTMENTS MADE TO STATUTORY ACCOUNTING PRACTICES

Note 1 describes some of the common differences between statutory practices
and generally accepted accounting principles. The effects of these differences
for the years ended December 31, 1997, 1996 and 1995 are shown in the following
table in which net income and capital shares and surplus reported therein on a
statutory basis are adjusted to a GAAP basis.

<TABLE>
<CAPTION>
NET INCOME CAPITAL SHARES AND SURPLUS
YEAR ENDED DECEMBER 31 AT DECEMBER 31
---------------------- --------------------------
1997 1996 1995 1997 1996 1995
----------- ---------- ---------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C>
Reported on a statutory basis. . . . . . $5,809,629 $5,002,533 $3,705,334 $32,159,721 $26,580,877 $21,600,537
----------- ---------- ---------- ----------- ----------- -----------

Adjustments:
Deferred policy acquisition costs (b). 351,239 (179,085) (554,677) 18,446,716 17,547,129 17,318,214
Future policy benefits (a) . . . . . . 133,848 514,086 422,387 (3,000,589) (2,398,397) (2,912,483)
Deferred income taxes. . . . . . . . . 603,000 286,000 376,000 1,039,000 934,000 12,000
Premiums due and deferred (e). . . . . 84,291 85,461 80,133 (1,274,816) (1,359,107) (1,444,568)
Cost of colletion and other statutory
liabilities . . . . . . . . . . . . (924) (12,283) (16,318) 36,060 36,984 49,267
Non-admitted assets. . . . . . . . . . -- -- -- 224,411 298,731 395,758
Asset valuation reserve. . . . . . . . -- -- -- 1,325,986 1,136,664 1,016,830
Interest maintenance reserve . . . . . (55,019) (48,542) (40,804) 56,112 6,271 200,690
Gross unrealized holding gains on
available-for-sale securities . . -- -- -- 3,032,000 1,266,000 3,544,000
Net realized capital gains (losses). . 158,874 (221,025) 373,582 -- -- --
Other . . . . . . . . . . . . . . . (53,489) 75,762 (126,298) -- -- --
----------- ---------- ---------- ----------- ----------- -----------
1,221,820 500,374 514,005 19,884,880 17,468,275 18,179,708
----------- ---------- ---------- ----------- ----------- -----------

In accordance with generally accepted
accounting principles. . . . . . . . . $7,031,449 $5,502,907 $4,219,339 $52,044,601 $44,049,152 $39,780,245
----------- ---------- ---------- ----------- ----------- -----------
----------- ---------- ---------- ----------- ----------- -----------

Per share, based on 534,350 shares
outstanding. . . . . . . . . . . . . . $13.16 $10.30 $7.90 $97.40 $82.44 $74.45
----------- ---------- ---------- ----------- ----------- -----------
----------- ---------- ---------- ----------- ----------- -----------
</TABLE>

46
<PAGE>

FIRST INVESTORS LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

The following is a description of the significant policies used to adjust the
net income and capital shares and surplus from a statutory to a GAAP basis.

(a) Liabilities for future policy benefits have been computed primarily by the
net level premium method with assumptions as to anticipated mortality,
withdrawals and investment yields. The composition of the policy liabilities
and the more significant assumptions pertinent thereto are presented below:

DISTRIBUTION OF LIABILITIES* BASIS OF ASSUMPTIONS
- ------------------------------------------------------------------------------------------
1996 1995 YEARS OF ISSUE INTEREST MORTALITY TABLE WITHDRAWAL
- ---- ---- -------------- -------- --------------- -----------
<S> <C> <C> <C> <C> <C>
Non-par:
$1,505,551 $ 1,655,040 1962-1967 4 1/2% 1955-60 Basic Select plus Ultimate Linton B
5,310,394 5,814,885 1968-1988 5 1/2% 1955-60 Basic Select plus Ultimate Linton B
2,433,724 2,546,702 1984-1988 7 1/2% 85% of 1965-70 Basic Select Modified
plus Ultimate Linton B
101,775 86,508 1989-Present 7 1/2% 1975-80 Basic Select plus Ultimate Linton B
108,985 113,117 1989-Present 7 1/2% 1975-80 Basic Select plus Ultimate Actual
28,971 34,185 1989-Present 8% 1975-80 Basic Select plus Ultimate Actual
32,412,007 31,902,122 1985-Present 6% Accumulation of Funds --
Par:
224,913 223,500 1966-1967 4 1/2% 1955-60 Basic Select plus Ultimate Linton A
13,273,949 13,357,249 1968-1988 5 1/2% 1955-60 Basic Select plus Ultimate Linton A
899,407 975,132 1981-1984 7 1/4% 90% of 1965-70 Basic Select
plus Ultimate Linton B
4,699,324 4,772,595 1983-1988 9 1/2% 80% of 1965-70 Basic Select
plus Ultimate Linton B
15,977,808 14,031,404 1990-Present 8% 66% of 1975-80 Basic Select
plus Ultimate Linton B
Annuities:
19,581,382 21,779,771 1976-Present 5 1/2% Accumulation of Funds --
Miscellaneous:
19,604,218 16,939,829 1962-Present 2 1/2%-3 1/2% 1958-CSO None

</TABLE>

* The above amounts are before deduction of deferred premiums of $881,090 in
1997 and $936,565 in 1996.

(b) The costs of acquiring new business, principally commissions and
related agency expenses, and certain costs of issuing policies, such as medical
examinations and inspection reports, all of which vary with and are primarily
related to the production of new business, have been deferred. Costs deferred
on universal life and variable life are amortized as a level percentage of the
present value of anticipated gross profits resulting from investment yields,
mortality and surrender charges. Costs deferred on traditional ordinary life
and health are amortized over the premium-paying period of the related policies
in proportion to the ratio of the annual premium revenue to the total
anticipated premium revenue. Anticipated premium revenue was estimated using
the same assumptions which were used for computing liabilities for future policy
benefits. Amortization of $663,200 in 1997 and $1,454,408 in 1996, $1,672,429
in 1995 was charged to operations.

(c) Participating business represented 9.5% and 9.8% of individual life
insurance in force at December 31, 1997 and 1996, respectively.

The Board of Directors annually approves a dividend formula for calculation
of dividends to be distributed to participating policyholders.

47
<PAGE>

FIRST INVESTORS LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

The portion of earnings of participating policies that can inure to the
benefit of shareholders is limited to the larger of 10% of such earnings or $.50
per thousand dollars of participating insurance in force. Earnings in excess of
that limit must be excluded from shareholders' equity by a charge against
operations. No such charge has been made, since participating business has
operated at a loss to date on a statutory basis. It is anticipated, however,
that the participating lines will be profitable over the lives of the policies.

(d) New York State insurance law prohibits the payment of dividends to
stockholders from any source other than the statutory unassigned surplus. The
amount of said surplus was $22,374,879, $16,796,135 and $11,815,645 at December
31, 1997, 1996 and 1995, respectively.

(e) Statutory due and deferred premiums are adjusted to conform to the
expected premium revenue used in computing future benefits and deferred policy
acquisition costs. In this regard, the GAAP due premium is recorded as an asset
and the GAAP deferred premium is applied against future policy benefits.

NOTE 7 -- FEDERAL INCOME TAXES

The Company joins with its parent company and other affiliated companies in
filing a consolidated Federal income tax return. The provision for Federal
income taxes is determined on a separate company basis.

Retained earnings at December 31, 1997 included approximately $146,000
which is defined as "policyholders' surplus" and may be subject to Federal
income tax at ordinary corporate rates under certain future conditions,
including distributions to stockholders.

Deferred tax liabilities (assets) are comprised of the following:

<TABLE>
<CAPTION>
1997 1996
------------ ------------
<S> <C> <C>
Policyholder dividend provision. . . . . . . . . . . . . . . $ (357,219) $ (332,719)
Non-qualified agents' pension plan reserve . . . . . . . . . (1,161,304) 1,127,384)
Deferred policy acquisition costs. . . . . . . . . . . . . . 2,215,873 2,507,526
Future policy benefits . . . . . . . . . . . . . . . . . . . (2,575,365) 2,346,908)
Bond discount. . . . . . . . . . . . . . . . . . . . . . . . 39,184 28,677
Unrealized holding gains on Available-For-Sale Securities . 829,000 331,000
Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . (29,169) 5,808
------------ -----------
$(1,039,000) $ (934,000)
------------ -----------
------------ -----------
</TABLE>

The currently payable Federal Income tax provision of $3,099,000 for 1996
is net of a $75,000 Federal tax benefit resulting from a capital loss carryback
of $221,025.

<PAGE>
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

The Board of Directors
First Investors Life Insurance Company
New York, New York

We have audited the statement of assets and liabilities of First Investors
Life Level Premium Variable Life Insurance (a separate account of First
Investors Life Insurance Company, registered as a unit investment trust under
the Investment Company Act of 1940), as of December 31, 1997, and the related
statement of operations for the year then ended and changes in net assets for
each of the two years in the period 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. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of First Investors Life Level
Premium Variable Life Insurance as of December 31, 1997, and the results of its
operations for the year then ended and the changes in its net assets for each
of the two years in the period then ended, in conformity with generally
accepted accounting principles.

TAIT, WELLER & BAKER

Philadelphia, Pennsylvania
February 19, 1998

<PAGE>

FIRST INVESTORS LIFE
LEVEL PREMIUM VARIABLE LIFE INSURANCE

STATEMENT OF ASSETS AND LIABILITIES

DECEMBER 31, 1997
<TABLE>
<CAPTION>

<S> <C>
ASSETS
Investments at net asset value (Note 3):
First Investors Life Series Fund.....................$175,153,705

LIABILITIES
Payable to First Investors Life Insurance Company......... 2,997,943
------------

NET ASSETS.....................................................$172,155,762
------------
------------

Net assets represented by Contracts............................$172,155,762
------------
------------

</TABLE>

STATEMENT OF OPERATIONS

YEAR ENDED DECEMBER 31, 1997
<TABLE>
<CAPTION>

<S> <C>
INVESTMENT INCOME
Income:
Dividends..........................................$ 10,220,599
--------------
Total income.................................. 10,220,599
--------------
Expenses:
Cost of insurance charges (Note 4)................. 3,301,612
Mortality and expense risks (Note 4)............... 783,666
------------

Total expenses................................ 4,085,278
--------------

NET INVESTMENT INCOME........................................ 6,135,321
--------------

UNREALIZED APPRECIATION ON INVESTMENTS
Beginning of year....................................... 32,071,931
End of year............................................. 48,303,546
--------------

Change in unrealized appreciation on investments............. 16,231,615
--------------

NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS.........$ 22,366,936
--------------
--------------
</TABLE>
See notes to financial statements.

50
<PAGE>
FIRST INVESTORS LIFE
LEVEL PREMIUM VARIABLE LIFE INSURANCE

STATEMENTS OF CHANGES IN NET ASSETS

YEARS ENDED DECEMBER 31,
<TABLE>
<CAPTION>

<S> <C> <C>
1997 1996
------------ ------------
Increase (Decrease) in Net Assets
From Operations
Net investment income..................................... $ 6,135,321 $ 2,182,740
Change in unrealized appreciation on investments.......... 16,231,615 12,426,813
------------ ------------

Net increase in net assets resulting from operations...... 22,366,936 14,609,553
------------ ------------

From Unit Transactions
Net insurance premiums.................................... 30,069,380 27,107,376
Contract payments......................................... (13,435,961) (10,946,422)
------------ ------------

Net increase in net assets derived from unit transactions. 16,633,419 16,160,954
------------ ------------

Net increase in net assets................................ 39,000,355 30,770,507

Net Assets
Beginning of year............................................ 133,155,407 102,384,900
------------ ------------
End of year.................................................. $172,155,762 $133,155,407
------------ ------------
------------ ------------

</TABLE>

See notes to financial statements.

<PAGE>

FIRST INVESTORS LIFE
LEVEL PREMIUM VARIABLE LIFE INSURANCE

NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1997

NOTE 1 -- ORGANIZATION

First Investors Life Level Premium Variable Life Insurance
(Separate Account B), a unit investment trust registered under the Investment
Company Act of 1940 (the 1940 Act), is a segregated investment account
established by First Investors Life Insurance Company (FIL). Assets of the
Separate Account B have been used to purchase shares of First Investors Life
Series Fund (The Fund), an open-end diversified management investment company
registered under the 1940 Act.

NOTE 2 -- SIGNIFICANT ACCOUNTING POLICIES

INVESTMENTS
Shares of the Fund held by Separate Account B are valued at net asset
value per share. All distributions received from the Fund are reinvested
to purchase additional shares of the Fund at net asset value.

NET ASSETS REPRESENTED BY CONTRACTS
The net assets represented by contracts represents the cash value of
the policyholder accounts which is the estimated liability for future
policy benefits. The liability for future policy benefits is computed
based upon assumptions as to anticipated mortality, withdrawals and
investment yields. The mortality assumption is based upon the 1975-80
Basic Select plus Ultimate mortality table.

FEDERAL INCOME TAXES
Separate Account B is not taxed separately because its operations are
part of the total operations of FIL, which is taxed as a life insurance
company under the Internal Revenue Code. Separate Account B will not be
taxed as a regulated investment company under Subchapter M of the Code.
Under existing Federal income tax law, no taxes are payable on the
investment income or on the capital gains of Separate Account B.

<PAGE>
NOTE 3 -- INVESTMENTS
Investments consist of the following:
<TABLE>
<CAPTION>
NET ASSET MARKET
SHARES VALUE VALUE COST
--------- --------- ----------- -----------
<S> <C> <C> <C> <C>
First Investors Life
Series Fund
Cash Management........... 1,218,583 $ 1.00 $ 1,218,583 $ 1,218,583
High Yield................ 2,866,013 12.30 35,263,773 30,677,508
Growth.................... 1,229,555 29.24 35,952,308 22,296,807
Discovery................. 1,171,410 27.77 32,524,259 23,774,385
Blue Chip................. 1,527,030 23.71 36,205,436 21,909,874
International Securities.. 1,588,324 16.91 26,864,926 21,086,069
Government................ 87,661 10.33 905,557 904,587
Investment Grade.......... 200,185 11.67 2,335,956 2,119,101
Utility Income............ 259,643 14.95 3,882,907 2,863,245
----------- -----------
$175,153,705 $126,850,159
----------- -----------
----------- -----------

</TABLE>

The High Yield Series' investments in high yield securities whether rated
or unrated may be considered speculative and subject to greater market
fluctuations and risks of loss of income and principal than lower yielding,
higher rated, fixed income securities.

NOTE 4 -- MORTALITY AND EXPENSE RISKS AND DEDUCTIONS

In consideration for its assumption of the mortality and expense risks
connected with the Variable Life Contracts, FIL deducts an amount equal on an
annual basis to .50% of the daily net asset value of Separate Account B. The
deduction for the year ended December 31, 1997 was $783,666.

A monthly charge is also made to Separate Account B for the cost of
insurance protection. This amount varies with the age and sex of the insured
and the net amount of insurance at risk. For further discussion, see "Cost of
Insurance Protection" in the Prospectus. For the year ended December 31, 1997
cost of insurance charges amounted to $3,301,612.

53
<PAGE>

First Investors Life
Level Premium
Variable Life
Insurance
(Separate Account B)

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

Prospectus

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

April 30, 1998

First Investors Logo

Logo is described as follows: the arabic numeral one separated into seven
vertical segments followed by the words "First Investors."

Verticle line from top to bottom in center of page about 1/2 inch in thickness

To the left of the verticle line is the following language:

TABLE OF CONTENTS
- -------------------------------------

Charges and Expenses............................... 2
General Description................................ 3
The Variable Life Policy........................... 9
Illustration of Death Benefits,
Cash Values and Accumulated Premiums.............. 19
Federal Income Tax Status.......................... 24
Voting Rights...................................... 26
Officers and Directors of
First Investors Life Insurance Company............ 26
Distribution of Policies........................... 28
Custodian.......................................... 28
Reports............................................ 28
State Regulation................................... 28
Experts............................................ 29
Relevance of Financial Statements.................. 29
Appendix I -- Other Policy Provisions.............. 29
Appendix II -- Additional Illustrations of Death
Benefits, Cash Values and
Accumulated Premiums.............................. 31
Financial Statements of First Investors Life....... 36
Financial Statements of Separate Account B......... 49

LIFE 318

<PAGE>

The following Exhibits:

1. (A - Form N-8B-2)

1. Resolution of Board of Directors Creating Separate Account./1/

2. Not Applicable.

3(a). Underwriting Agreement./1/

3(b). Specimen Associate's Agreement./1/

3(c). Commission schedule./1/

4. Not Applicable.

5. Specimen Variable Life Insurance Policy./1/

6. Certificate of Incorporation, as amended, and By-Laws, as
amended, of First Investors Life Insurance Company./1/

7. See (5) above.

8. Not Applicable.

9. Not Applicable.

10. Specimen form of application used with Variable Life Insurance
Policy provided in response to 5 above. (Filed herewith.)

2. Opinion of Counsel. (Filed herewith.)
Opinion of Actuary. (Filed herewith.)

3. Not Applicable.

4. Not Applicable.

5. Financial Data Schedule. (see Exhibit 27 below.)

6. Consent of Independent Public Accountants. (Filed herewith.)

7. Powers of Attorney. /1/

27. Financial Data Schedule. (Inapplicable, because, notwithstanding
Instruction 5 as to Exhibits, the

<PAGE>

Commission staff has advised that no such Schedule is required.)

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

/1/ Previously filed in Post-Effective Amendment No. 17 to Registrant's
Registration Statement (File No.2-98410) filed on May 19, 1997.

<PAGE>

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the
Registrant, First Investors Life Level Premium Variable Life Insurance
(Separate Account B), represents that this Post-Effective Amendment to
Registrant's Registration Statement ("Amendment") meets all the requirements
for effectiveness pursuant to Rule 485(b) under the Securities Act of 1933,
and has duly caused this Amendment to be signed on its behalf by the
undersigned, thereunto duly authorized, and its seal to be hereinafter
affixed and attested, all in the City of New York, and State of New York, on
the 20th day of April, 1998.

FIRST INVESTORS LIFE LEVEL PREMIUM VARIABLE LIFE
INSURANCE
(SEPARATE ACCOUNT B)
(Registrant)

[Corporate Seal Affixed]

BY: FIRST INVESTORS LIFE
INSURANCE COMPANY
(Depositor)
(On behalf of the Registrant
and itself)

ATTEST:

/s/Ada M. Suchow By/s/Richard H. Gaebler
- ---------------- -----------------------
Ada M Suchow, Richard H. Gaebler, President
Assistant Secretary

Pursuant to the requirements of the Securities Act of 1933, this
Amendment to Registrant's Registration Statement has been signed below by the
following officers and directors of the Depositor in the capacities and on
the dates indicated:

SIGNATURE TITLE DATE
--------- ----- ----

/s/Richard H. Gaebler President April 20, 1998
- ---------------------
Richard H. Gaebler

/s/William M. Lipkus Vice President and April 20, 1998
- -------------------- Chief Accounting
William M. Lipkus Officer

<PAGE>

/s/Richard H. Gaebler Director April 20, 1998
- ---------------------
Richard H. Gaebler
Glenn O. Head* Chairman and Director April 20, 1998
Jay G. Baris* Director April 20, 1998
George V. Ganter* Director April 20, 1998
Robert J. Grosso* Director April 20, 1998
Scott Hodes* Director April 20, 1998
Jackson Ream* Director April 20, 1998
Nelson Schaenen Jr.* Director April 20, 1998
John T. Sullivan* Director April 20, 1998
Kathryn S. Head* Director April 20, 1998
Glenn T. Dallas* Director April 20, 1998

* By:/s/Richard H. Gaebler
---------------------
Richard H. Gaebler
Attorney-In-Fact
Pursuant to Powers of
Attorney previously filed

<PAGE>

HAWKINS, DELAFIELD & WOOD
67 WALL STREET, NEW YORK 10005

June 23, 1986

First Investors Life
Insurance Company
120 Wall Street
New York, New York 10005

Gentlemen:

As general counsel to First Investors Life Insurance Company (the
"Company"), we are familiar with the proceedings taken and proposed to be
taken by the Company in connection with the establishment of First Investors
Life Level Premium Variable Life Insurance (Separate Account B) and the
preparation of the Registration Statement on Form S-6 (the "Registration
Statement") to which this opinion is an exhibit, filed by the Company
pursuant to the Securities Act of 1933, with respect to Level Premium
Variable Life Insurance Contracts (the "Contracts") providing for investment
in the Separate Account. We have examined such records of the Company,
certificates of public officials and other documents and such questions of
law as we have deemed necessary as a basis for this opinion.

Based upon such examination, we are of the opinion that:

1. The Separate Account is a separate account of the Company, duly
created and validly existing pursuant to the provisions of the New York
Insurance Law.

2. The Contracts will be validly issued and binding obligations of
the Company in accordance with their terms when issued, offered and sold in
accordance with the prospectus for the Contracts contained in the
Registration Statement and in compliance with applicable local law.

We hereby consent to the filing of this opinion as an exhibit to
the Registration Statement. In giving such consent, we do not thereby admit
that we are acting within the category of persons whose consent is required
under Section 7 of the Securities Act of 1933, or the rules and regulations
of the Securities and Exchange Commission thereunder. We qualify our opinion
to reflect that (i) we are members of the Bar of the States of New York and
Connecticut, and (ii) it is subject to general principles of equity (whether
considered in a proceeding in equity or at law).

Very truly yours,

/s/ Hawkins, Delafield & Wood

<PAGE>

First Investors Life Insurance Company

Level Premium Variable Life Insurance Policies

I certify that to the best of my knowledge and belief the illustrations included
in the prospectus are based on the policy charges and methods of calculation
used in determining policy values.

The assumed gross yields of 0%, 4%, 6% 8%, and 12% are reduced to net yields
based on three charges to the fund: a mortality and expense risk charge of 50
bp, an investment advisory fee of 75 bp, and assumed investment expenses of 20
bp.

Based on these charges, the net yields used for the illustrations are:

Gross Net
----- ---

0% -.014449
4% .024975
6% .044687
8% .064399
12% .103823

These net rates were derived by the following formula:
1/365 365
[(1 + gross rate) - .000039873] - 1

The factor .000039873 is the daily factor used to represent the three fund
charges listed above.

/s/ Victoria L. Pickering
-------------------------------------------------
Victoria L. Pickering, FSA,
MAAA, Carstens, Glynn & Pickering,
on behalf of First Investors Life
March 23, 1990

<PAGE>

Gentlemen:

In my capacity as Consulting Actuary for First Investors Life Insurance Company,
(FILIC), I have provided actuarial advice concerning: (a) the preparation of a
registration statement for First Investors Life Level Premium Variable Life
Insurance (Separate Account B) filed on Form S-6 with the Securities and
Exchange Commission under the Securities Act of 1933 (the "Registration
Statement") regarding the offer and sale of level premium variable life
insurance policies (the "Policies"); and (b) the preparation of policy forms
for the Policies described in the Registration Statement.

It is my professional opinion that:

1. The "sales load", as defined in paragraph (c)(4) of Rule 6e-2 under the
Investment Company Act of 1940, is equal to 9% of all gross premiums
payable and, hence, complies with this rule.

2. The illustrations of death benefits, cash values and accumulated premiums
in the prospectus contained in the Registration Statement, based on the
assumptions stated in the illustrations, are consistent with the provisions
of the Policies. The rate structure of the Policies has not been designed
so as to make the relationship between premiums and benefits, as shown in
the illustrations, appear to be correspondingly more favorable to
prospective purchasers of Policies of the ages in the standard underwriting
class illustrated than to prospective purchasers of Policies at other ages
or in the preferred underwriting class.

3. The information contained in the examples set forth in the prospectus
describing the Policy, based on the assumption stated in the illustrations,
is consistent with the provisions of the Policies.

I hereby consent to the filing of this opinion as an exhibit to the Registration
Statement and to the use of my name under the heading "Experts" in the
prospectus.

Very truly yours,

/s/ Paul Stan Walker

Paul Stan Walker, F.S.A., M.A.A.A

<PAGE>

CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

Board of Directors
First Investors Life Insurance Company
95 Wall Street
New York, NY 10005

We hereby consent to the use in Post-Effective Amendment No. 18 to the
Registration Statement on Form S-6 (File No. 2-98410) of our report dated
February 19, 1998 relating to the December 31, 1997 financial statements of
First Investors Life Level Premium Variable Life Insurance (Separate Account
B) and our report dated February 19, 1998 relating to the December 31, 1997
financial statements of First Investors Life Insurance Company, which are
included in said Registration Statement.

/s/Tait, Weller & Baker

TAIT, WELLER & BAKER

Philadelphia, Pennsylvania
April 21, 1998

<PAGE>

Form of Application

Application for Variable Life Insurance in
First Investors Life Insurance Company
New York, NY

1.Name of Proposed Insured

First Middle Last

- ------------------------------------------------------------------------------
2a.Date of Birth

Month Day Year

2b.Age Last Birthday_____________________

2c.Place of Birth - State and Country____________________

- ------------------------------------------------------------------------------
3.a.Sex [____]Male [____] Female

3b.Marital Status

- ------------------------------------------------------------------------------
4.Residence Address No. of Years_______

Street and No.______________________________

City_________State_______ Zip Code______

Previous Address (Last 5 Years)________________________

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

5a.Business Address

Employer______________ No. of Years_____________

Street and No.______________________________

City_________State_______ Zip Code______

- ------------------------------------------------------------------------------
5b.Occupation (state exact duties)

- ------------------------------------------------------------------------------
6.Total Life Insurance in Force (If none state "None")

Year Issued Company Amount Amount
Accidental Death

- ------------------------------------------------------------------------------
7.Is the policy applied for intended to replace any life
insurance or annuity currently in force?
_____Yes ______No
(If yes, furnish policy numbers and companies under Remarks)
- ------------------------------------------------------------------------------
8.Do you contemplate flying, or have you flown during the
past two years, other than as a passenger on a regularly scheduled airline?
(If yes, complete Aviation Questionnaire) ___Yes ____No

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

9.Have you: Height____ Weight______
a. ever been limited, postponed, rated or rejected for life, accident or
health insurance?
Yes____ No____

<PAGE>

b. within the last five years been confined in a hospital or received any
medical or surgical attention?
Yes____ No____
a ever had, or consulted a physician or practitioner for heart trouble, high
blood pressure, cancer, diabetes, lung, kidney or stomach disorder, or any
other physical impairment?
Yes____ No____
- ------------------------------------------------------------------------------
10.Furnish details in connection with any "Yes" answers to questions 9a, b
and c

- ------------------------------------------------------------------------------
11.Proposed Insured will be Owner of Policy unless otherwise indicated below.

Owner's Name________________________________

Address_____________________________________

Relationship__________________________________

- ------------------------------------------------------------------------------
12.Remarks (Include any special instructions)
- ------------------------------------------------------------------------------
13a.Amount of Insurance (Basic Policy)

13b.Plan of Insurance (Basic Policy)

INSURED SERIES PLAN
- ------------------------------------------------------------------------------

14.Additional Benefits

____Accidental Death ____Waiver of Premium

____$_________________Decreasing Term for______years

____$_________________Level Term

____$_________________Guaranteed Insurability Option

NOT AVAILABLE

- ------------------------------------------------------------------------------
15.Furnish Social Security Number

[__] [__] [__] [__] [__] [__] [__] [__] [__]

- ------------------------------------------------------------------------------
16.Is Automatic Premium Loan desired, if available?
Yes____ No____
- ------------------------------------------------------------------------------

17a.Premiums Payable: ____Annually Semi-annually___

____Quarterly

17b.Paid with Application $____________

- ------------------------------------------------------------------------------
18.Send Premium Notices to Owner at:

____Residence ____Business

- ------------------------------------------------------------------------------
19.Primary Beneficiary (Full Name) and Relationship

Contingent Beneficiary, if any, and Relationship

Except as otherwise directed: (A) the proceeds are to be divided equally
among all persons who are named as Primary Beneficiary and who survive the
Insured, but if none survive, equally among all persons who are named as
Contingent Beneficiary and who survive the Insured, and (B) the right to
change the beneficiary is reserved.

<PAGE>

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

20.Select the Separate Accounts and the percentage of the first year's net
annual premium to be allocated to each:

<TABLE>
Separate
Account Series %
<S> <C> <C>
Up to 5 Separate ____________ ______
Accounts can be ____________ ______
selected. ____________ ______
Each % must be a ____________ ______
whole number not ____________ ______
less than 10%

</TABLE>

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

21.Suitability
a. Does the Owner understand that under the policy applied for (exclusive of
any optional benefits), the amount of death benefit above the guaranteed
minimum death benefit and the entire amount of the cash value may increase
or decrease depending upon the investment experience?
Yes____ No____
a. Does the Owner believe that this policy will meet insurance needs and
financial objectives?
Yes____ No____
a. Did the Owner receive a prospectus?
Yes____ No____

Of "Yes" give date of prospectus_______________________

There shall be no contract of insurance unless a policy is issued based on
this application. The full first premium must be paid during the lifetime of
the Proposed Insured; and while his (her) health is as stated in this
application. But if any premium is paid in advance to an agent of the Company
at the time this application is signed and the Conditional Receipt is given
to the Proposed Insured, the terms of the Conditional Receipt shall apply.
All statements and answers contained in this application are full, complete
and true, to the best of my (our) knowledge and belief. I (We) understand
that they shall become part of any policy issued.
No agent or medical examiner is authorized to make or discharge contracts or
waive or change any of the conditions or provisions of any application,
policy or receipt. Only the President, Vice President, Actuary, or Secretary
of the Company may make, modify or discharge contracts or waive any of the
Company's rights or requirements, and then only in writing.

Dated at _______ this____ day of__________, 19____
Witness___________________________
Signature of Proposed Insured_________________________
Signature of Applicant________________________________
(if other than Proposed Insured)

VLA-1
- ------------------------------------------------------------------------------
A. ACKNOWLEDGEMENT

I hereby acknowledge receiving and reading the Notice attached hereto
pertaining to Illustration of Benefits, Investigative Consumer Reports and
the Medical Information Bureau and authorize the Company to secure an
investigative consumer report.

B. AUTHORIZATION

I hereby authorize any licensed physician, medical practitioner, hospital,
clinic, or other medical or medically related facility, insurance company,
the Medical Information Bureau, or other organization, institution or person,
that has any records or knowledge of me or my health, to give First Investors
Life Insurance Company or its reinsurers any such information. A
photographic copy of this authorization shall be as valid as the original.

Date ________, 19___

<PAGE>

Witness______________________
Signature of Proposed Insured__________________

- ------------------------------------------------------------------------------
Life Line (Electronic Funds Transfer) Premium Payment Instructions
I authorize First Investors Life Insurance Company (FIL) to initiate monthly
debit entries to my bank account listed below on the monthly premium due date
of my policy. Life Line Payments will be applied to my First Investors Life
Insurance Policy on the same day my bank account is debited or, if that day
is a weekend or holiday, on the following business day. I agree that if such
debit is not honored by the bank upon presentation, FIL may discontinue this
service. I understand the Life Line program will be discontinued upon 10 days
of my written notice. If my Life Line program is discontinued, I understand
that (1) the mode of premium payment will be changed to quarterly and (2) I
will be responsible for making payment of the quarterly premium directly to
FIL.

__________________ _________________ ________
Financial Institution's Name Account Number at Account
Financial Institution Type

____________________________
Financial Institution's Street Address
ABA# ____ ____ ____ ____ ____ ____ ____ ____ ____

______________________________________________________________________________
Financial Institution's City Financial Institution's State Zip

______________________________________________________________________________
Depositor's Signature Date

______________________________________________________________________________
Joint Depositor's Signature (if any) Date

______________________________________________________________________________
Depositor's Name (Please Print) Date

______________________________________________________________________________
Joint Depositor's Name (Please Print) Date

Attach a Voided Check or Pre-Printed Deposit Slip

- ------------------------------------------------------------------------------
For ages 0-14, you must furnish amount of life insurance in force on the life of
the Applicant/Owner
Company _____ ____ ____ ____
Amount $_____ $____ $____ $____

- ------------------------------------------------------------------------------
AGENT'S REPORT
Application Submitted on ____Non-Medical basis
____Medical basis.

To be examined by Dr.______________ on _____________

- ------------------------------------------------------------------------------
CONCERNING PROPOSED INSURED
1a.Do you personally know the Proposed Insured___
____Well ____Casually

b.How long_______________________________________

c.If related, state relationship_________________________

- ------------------------------------------------------------------------------
2.Give occupations, names of employers and business addresses during the last
two years differing from the present, including dates. (If none, so state)

______________________________________________________________________________

- ------------------------------------------------------------------------------
3a.Worth?_______________ Annual Income___________

- ------------------------------------------------------------------------------
4a.Full maiden name?________________________________
b.What is spouse's:
(1)Full name?______________________________________
(2)Date of birth?__________________________________

<PAGE>

(3)Occupation?_____________________________________
(4)Business Address?_______________________________
c. Is his/her life insured?________(If so, what companies and how much?)
__________________________________________________________________________
__________________________________________________________________________
__________________________________________________________________________

d.If previously married, former spouse's name?
__________________________________________________________________________

- ------------------------------------------------------------------------------
5.If the proposed Insured is a student, or under 21 and not self-supporting for
past year, give parent's or guardian's name, address and occupation.
_______________________________________________________________________________
___________________________________________

- ------------------------------------------------------------------------------
6.Do you know of anything which would make the Proposed Insured undesirable as
an insurance risk?
_______Yes ______No
(If "yes", furnish details)
____________________________________________________________________________
____________________________________________________________________________

- ------------------------------------------------------------------------------
CONCERNING PURCHASER
Questions 7,8 and 9 are required only when Purchaser is other than Proposed
Insured.

- ------------------------------------------------------------------------------
7a._____________________ b.______________________
Type of Business Business Address
c._____________________ d.______________________
Annual Income Assets
e._____________________
Liabilities

- ------------------------------------------------------------------------------
8.If firm or corporation,
(a)State names of members and officers and amounts of insurance on their
lives owned by Purchaser.

(b)When and where organized.

- ------------------------------------------------------------------------------
9.Indicate reasons for and amount of Purchaser's insurable interest, if any,
in Proposed Insured.

- ------------------------------------------------------------------------------
QUESTION 10 MUST BE ANSWERED
10.To the best of my knowledge, a replacement life insurance is _____ ____is
not involved in this transaction.

- ------------------------------------------------------------------------------
Annual Premium_______

Commissions will be paid only to the Agent whose signature appears on this
report. If there are two agents, both must sign.

____________ _________ ______ _____ _______
Signature of Name of Agent Ident. No. Manager Ident. No.
Agent
____________ _________ ______ _____ _______
Signature of Name of Agent Ident. No. Manager Ident. No.
Agent

<PAGE>

UNLESS EACH AND EVERY Conditional Receipt
CONDITION SPECIFIED IN
PARAGRAPH A BELOW IS VLA 143223
FULFILLED EXACTLY, NO
INSURANCE WILL BECOME
EFFECTIVE PRIOR TO POLICY
DELIVERY. NO AGENT IS
AUTHORIZED TO ALTER OR
WAIVE ANY SUCH CONDITIONS.

Received from_____________the sum of_________ the amount entered in item 17b in
Part One of an application to First Investors Life Insurance Company
corresponding in date and number with this receipt.
A.CONDITIONS UNDER WHICH INSURANCE MAY BECOME EFFECTIVE. If each and every one
of the following conditions is fulfilled exactly:
(1)the amount of settlement taken with the application is at least equal to
one monthly premium for the amount of life insurance applied for or $10.00,
whichever is greater;
(2)the total amount of insurance in force and applied for on the life of
the Proposed Insured in all companies does not exceed $500,000 and;
(3)the Proposed Insured is on the Effective Date, as defined below,
insurable by the Company under its rules and practices as a standard risk on the
plan and for the amount applied for without modification;
then insurance as provided by the terms and conditions of the policy applied
for, but for an amount not exceeding that specified in Paragraph B, will become
effective as of the Effective Date.
"Effective Date" as used herein means the latest of (a) the date of Part One of
the application and (b) the date of Part Two of the application, including the
first medical examination initially required by the Company's published
underwriting rules.
B.MAXIMUM AMOUNT OF INSURANCE WHICH MAY BECOME EFFECTIVE PRIOR TO POLICY
DELIVERY. The amount of the insurance which may become effective prior to
policy delivery shall in no case exceed $100,000 less the amount of insurance
(life insurance and accidental death benefits) payable by the Company on the
death of the Proposed Insured under previously issued policies.
C.RETURN OF SETTLEMENT TAKEN. If one or more of the conditions in Paragraph A
have not been fulfilled exactly, there shall be no liability on the part of the
Company except to return the settlement taken with the application.
D.SETTLEMENT LESS THAN AN AMOUNT EQUAL TO FIRST PREMIUM. If the settlement
taken with the application is less than an amount equal to the first premium
under the policy applied for and the insurance is issued as applied for, the
difference may be paid during the lifetime of the Proposed Insured without
evidence of insurability within 60 days from the date of Part One or Part Two
whichever is later. However, in no event shall the insurance continue in force
for a period longer than such part of a year as the settlement taken will cover
on a pro-rata basis.
Dated at ____________this__________day of_________, 19___

- ------------------------------------------------------------------------------
Signature of Agent

I acknowledge that I have read the terms of this receipt, have had them
explained to me by the agent and understand that the insurance applied for
shall not be effective unless and until the conditions of this receipt have
been complied with exactly.

- ------------------------------------------------------------------------------
Signature of Proposed Insured or Applicant
if other than Proposed Insured
NOTE: This receipt must be filled in, signed as indicated above and given to
the Proposed Insured or Applicant, if other than the Proposed Insured, if any
payment is made on account

<PAGE>

of the first premium. OTHERWISE IT MUST NOT BE DETACHED.
- ------------------------------------------------------------------------------

FIRST INVESTORS LIFE INSURANCE COMPANY
95 Wall Street, New York, N.Y. 10005
THIS NOTICE MUST BE GIVEN TO THE PROPOSED INSURED

ILLUSTRATION OF BENEFITS
The following is available upon request:
1.An illustration of benefits, including death benefits and cash values, for the
variable life insurance policy applied for, based on a range of hypothetical,
constant gross rates of investment return of the separate account (including
zero percent, four percent and eight percent) shown over a period if at least 20
years, or over the duration of the policy of a lesser period, which
illustrations shall not include any projection of past investment experience
into the future nor any attempted projection of future investment experience,
and

2.An illustration of benefits, including death benefits and cash values, for a
comparable fixed benefit life insurance policy that could be issued by the
Company based upon the same premium as the variable life insurance policy.

INVESTIGATIVE CONSUMER REPORTS

As part of our underwriting procedure, a routine investigation may be obtained
which will provide applicable information concerning character, general
reputation, personal characteristics and mode of living. This information will
be obtained through personal interviews with your friends, neighbors, and
associates. Upon written request to the Company, at the above address, further
information on the nature and scope of the investigation will be provided,
including whether or not an investigation was actually done and the name and
address of the consumer reporting agency, from which, upon request, you will
receive a copy of such investigation.

MEDICAL INFORMATION BUREAU

Information regarding your insurability will be treated as confidential. First
Investors Life Insurance Company (FIL), or its reinsurers, may however make a
brief report thereon to the Medical Information Bureau, a non-profit membership
organization of life insurance companies, which operates an information exchange
on behalf of its members. If you apply to another Bureau member company for
life or health insurance coverage, or a claim for benefits is submitted to such
a company, the Bureau, upon request, will supply such company with the
information in its file.
Upon receipt of a request from you, the Bureau will arrange disclosure of any
information it may have in your file. If you question the accuracy of
information in the Bureau's file, you may contact the Bureau and seek a
correction in accordance with the procedures set forth in the federal Fair
Credit Reporting Act. The address of the Bureau's information office is Post
Office Box 105, Essex Station, Boston, Massachusetts, 02112, telephone number
(617) 426-3660.
FIL, or its reinsurers, may also release information in its file to other life
insurance companies to whom you may apply for life or health insurance, or to
whom a claim for benefits may be submitted.

VLA-1 (NOTICE)
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