SEPARATE ACCOUNT FP OF EQUITABLE VARIABLE LIFE INSURANCE CO, S-6EL24, 1996-01-18

SEPARATE ACCOUNT FP OF EQUITABLE VARIABLE LIFE INSURANCE CO
S-6EL24, 1996-01-18

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Registration No. 33-??????
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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FORM S-6

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

SEPARATE ACCOUNT FP
of
EQUITABLE VARIABLE LIFE James M. Benson, President
INSURANCE COMPANY Equitable Variable Life Insurance Company
(Exact Name of Trust) 787 Seventh Avenue
EQUITABLE VARIABLE LIFE New York, New York 10019
INSURANCE COMPANY (Name and Address of Agent for Service)
(Exact Name of Depositor)
787 Seventh Avenue
New York, New York 10019
(Address of Depositor's Principal
Executive Offices)

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Telephone Number, Including Area Code: (212) 554-1234

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

Please send copies of all communications to:

MARY P. BREEN, ESQ. with a copy to:
Vice President and Counsel MILTON P. KROLL
The Equitable Life Assurance Freedman, Levy, Kroll & Simonds
Society of the United States 1050 Connecticut Avenue, N.W., Suite 825
787 Seventh Avenue Washington, D.C. 20036
New York, New York 10019

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Securities Being Registered: Units of Interest in Separate Account FP

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Approximate date of proposed public offering: As soon as practicable after the
effective date of the Registration Statement.

Registrant elects to be governed by paragraph (b)(13)(i)(A) of Rule 6e-3(T)
under the Investment Company Act of 1940 with respect to the policy described in
the Prospectus.

An indefinite amount of the Registrant's securities has been registered pursuant
to a declaration, under Rule 24f-2 under the Investment Company Act of 1940, set
out in the Form S-6 Registration Statement contained in File No. 2-98590. The
Registrant filed a Rule 24f-2 Notice for the December 31, 1994 fiscal year end
on February 24, 1995.

The registrant hereby amends this Registration Statement under the Securities
Act of 1933 on such date or dates as may be necessary to delay its effective
date until the Registrant shall file a further amendment which specifically
states that this Registration Statment shall thereafter become effective in
accordance with Section 8(a) of the Securities Act of 1933 or until this
Registration Statment shall become effective on such date as the Commission,
acting pursuant to said Section 8(a), may determine.

<PAGE>

SEPARATE ACCOUNT FP OF

EQUITABLE VARIABLE LIFE INSURANCE COMPANY

Reconciliation and Tie
----------------------

Incentive Life COLI II(TM)

Items of
Form N-8B-2* Captions in Prospectus
- ------------ ----------------------

1 Summary Of Incentive Life COLI II Features - Putting Money
Into The Policy.

2 Part 1: The Company That Issues Incentive Life COLI II.

3 Inapplicable.

4 Part 3: Distribution; Part 1: Our Parent, Equitable.

5, 6 Part 1: The Separate Account.

7 Inapplicable.**

8 Inapplicable.**

9 Part 3: Legal Proceedings.

10(a) Part 3: Your Beneficiary, Assigning Your Policy.

10(b) Part 2: How We Determine The Unit Value; Part 3: Dividends.

10(c), 10(d) Part 2: Death Benefits; Decreasing The Face Amount;
Maturity Benefit; Transfers Of Policy Account Value;
Telephone Transfers; Borrowing From Your Policy Account;
Partial Withdrawals And Surrender; Part 3: Your Payment
Options; Assigning Your Policy; When We Pay Policy
Proceeds.

- ----------

*Registrants include this Reconciliation and Tie in their Registration
Statement in compliance with Instruction 4 as to the Prospectus as set out in
Form S-6. Separate Account FP is an investment company registered under the
Investment Company Act of 1940 on a Form N-8B-2 Registration Statement (File
No. 811-4388). Pursuant to Sections 8 and 30(b)(1) of the Investment Company
Act of 1940, Rule 30a-1 under the Act, and Forms N-8B-2 and N-SAR under that
Act, the Account keeps its Form N-8B-2 Registration Statement current through
the filing of periodic reports required by the Securities and Exchange
Commission.

**Not required pursuant to either Instruction 1(a) as to the Prospectus as set
out in Form S-6 or the administrative practice of the Commission and its staff
of adapting the disclosure requirements of the Commission's registration
statement forms in recognition of the differences between variable life
insurance policies and other periodic payment plan certificates issued by
investment companies and between separate accounts organized as management
companies and unit investment trusts.

-1-

<PAGE>

<TABLE>
<CAPTION>
Items of
Form N-8B-2 Captions in Prospectus
- ----------- ----------------------

<S> <C>
10(e) Part 2: Your Policy Can Terminate; You May
Restore A Policy After It Terminates.

10(f) Part 3: Your Voting Privileges.

10(g)(1), 10(g)(2), 10(h)(1), Part 3: Our Right To Change How We Operate; Your Voting
10(h)(2) Privileges.

10(g)(3), 10(g)(4), 10(h)(3),
10(h)(4) Inapplicable.**

10(i) Part 1: The Separate Account And The Trust; Part 2:
Amounts In The Separate Account; Tax Effects.

11 Part 1: The Trust; Investment Policies Of The Trust's
Portfolios; The Separate Account.

12(a) Part 1: The Separate Account And The Trust - The Trust.

12(b) Inapplicable.

12(c) Part 1: The Trust.

12(d) Part 3: Distribution.

12(e) Inapplicable.**

13(a) Part 2: Supplemental Insurance On The Insured Person;
Transfers Of Policy Account Value; Partial
Withdrawals; Deductions and Charges.

13(b), 13(c), 13(g) Inapplicable.** (But see Part 4: Illustrations Of Policy
Benefits.)

13(d) Part 3: Special Circumstances.

13(e), 13(f) Inapplicable.

14 Part 2: Flexible Premiums; Policy Periods, Anniversaries, Dates And
Ages.

15 . Part 2: Flexible Premiums; Policy Periods, Anniversaries, Dates And
Ages.

16 Part 1: The Separate Account; Transfers Out Of The
Guaranteed Interest Division; Part 2: Amounts In The
Separate Account; Transfers Of Policy Account Value;
Repaying The Loan.
</TABLE>

-2-

<PAGE>

<TABLE>
<CAPTION>
Items of
Form N-8B-2 Captions in Prospectus
- ----------- ----------------------

<S> <C>
17(a), 17(b) Captions referenced under Items 10(c), 10(d) and 10(e)
above.

17(c) Inapplicable.**

18(a) Part 2: How We Determine The Unit Value.

18(b), 18(d) Inapplicable.

18(c) Part 2: How We Determine The Unit Value; Tax Effects - Our Taxes.

19 Part 3: Our Reports To Policyowners; Distribution; and Your Voting
Privileges.

20(a) Captions referenced under Items 10(g)(1), 10(g)(2), 10(h)(1),
and 10(h)(2).

20(b), 20(c), 20(d), 20(e), 20(f) Inapplicable.

21(a), 21(b) Part 2: Borrowing From Your Policy Account.

21(c) Inapplicable.**

22 Part 3: Limits On Our Right To Challenge The Policy.

23 Inapplicable.

24 Part 1; Part 2; Part 3.

25 Part 1: Equitable Variable.

26(a), 26(b) Inapplicable.**

27 Part 1: Equitable Variable; Part 3: Distribution.

28 Part 3: Management.

29 Part 1: Equitable Variable.

30 Inapplicable.

31, 32, 33, 34 Inapplicable.**

35 Part 3: Regulation.

36 Inapplicable.**

37 Inapplicable.

38 Part 3: Distribution.
</TABLE>

-3-

<PAGE>

<TABLE>
<CAPTION>
Items of
Form N-8B-2 Captions in Prospectus
- ----------- ----------------------

<S> <C>
39(a) Part 1: Equitable Variable; Our Parent, Equitable.

39(b) Part 3: Distribution.

40(a) Inapplicable.** (But see Part 3: Distribution.)

40(b) Inapplicable.

41(a) Part 1: Equitable Variable; Our Parent, Equitable; Part 3:
Distribution.

41(b), 41(c), 42 Inapplicable.**

43 Inapplicable.

44(a)(1) Part 2: How We Determine The Unit Value.

44(a)(2) Part 1: The Separate Account: Transfers Out Of The Guaranteed
Interest Division; Part 2: Death Benefits; Maturity Benefit;
Amounts In The Separate Account; How We Determine The
Unit Value; Transfers Of Policy Account Value; Telephone
Transfers; Borrowing From Your Policy Account; Partial
Withdrawals; Surrender For Net Cash Surrender Value; Policy Periods,
Anniversaries, Dates And Ages; Part 3: When We Pay Policy Proceeds.

44(a)(3) Captions referenced under Item 44(a)(2) and Part 2: Your
Policy Account Value.

44(a)(4) Part 2: Our Taxes.

44(a)(5) Part 2: Supplemental Insurance On The Insured Person;
Deductions From Premiums.

44(a)(6) Part 2: Your Policy Account Value; Amounts In The Separate
Account; How We Determine The Unit Value; Part 4:
Illustrations Of Policy Benefits.

44(b) Inapplicable.**

44(c) Part 3: Special Circumstances.

45 Inapplicable.

46(a) Captions referenced under Item 44(a) above.

46(b) Inapplicable.**

47, 48, 49 Inapplicable.
</TABLE>

-4-

<PAGE>

<TABLE>
<CAPTION>
Items of
Form N-8B-2 Captions in Prospectus
- ----------- ----------------------

<S> <C>
50 Part 1: The Separate Account.

51(a) - (j) Inapplicable.**

52(a), 52(c) Part 3: Our Right To Change How We Operate.

52(b), 52(d) Inapplicable.

53(a) Part 2: Our Taxes.

53(b), 54 Inapplicable.

55 Inapplicable.**

56 - 59 Inapplicable.**
</TABLE>

15241/brd-1.doc

-5-

<PAGE>

CORPORATE
INCENTIVE
LIFE

Prospectus Dated May [ ], 1996

Corporate Incentive Life is an individual flexible premium variable life
insurance policy issued by Equitable Variable Life Insurance Company (Equitable
Variable), a wholly-owned subsidiary of The Equitable Life Assurance Society of
the United States (Equitable). The policy is designed to be used for a variety
of business purposes where the policy is owned by a corporation, partnership,
association or similar entity, and certain other criteria are satisfied.

The policy offers flexible premium payments, a choice of two death benefit
options, decreases to the policy's Face Amount of insurance and a choice of
funding options, including a guaranteed interest option and the following
thirteen investment portfolios:

<TABLE>
<CAPTION>
Fixed Income Series: Equity Series: Asset Allocation Series:
<C> <C> <C>
o Money Market o Growth & Income o Conservative Investors
o Intermediate Government Securities o Equity Index o Balanced
o Quality Bond o Common Stock o Growth Investors
o High Yield o Global
o International
o Aggressive Stock
</TABLE>

We do not guarantee the investment performance of these investment portfolios,
which involve varying degrees of risk.

Although premiums are flexible, additional premiums may be required to keep the
policy in effect. The policy may terminate if its value (net of any policy loan)
is too small to pay the policy's monthly charges. The policy can be guaranteed
to stay in force regardless of investment performance through the death benefit
guarantee provision (if available in your state).

You can borrow against or withdraw money from the policy, within limits. Loans
and withdrawals will reduce the policy's death benefit and cash surrender value.
You can also surrender the policy.

Your Equitable agent can provide you with information about all forms of life
insurance available from us and Equitable and help you decide which may best
meet your needs. Replacing existing insurance with a Corporate Incentive Life or
other policy may not be to your advantage.

You may examine the policy for a limited period and cancel it for a full refund
of premiums paid.

PLEASE READ THIS PROSPECTUS CAREFULLY AND KEEP IT FOR FUTURE REFERENCE. THIS
PROSPECTUS CONTAINS INFORMATION THAT SHOULD BE KNOWN BEFORE INVESTING IN
CORPORATE INCENTIVE LIFE. THIS PROSPECTUS IS NOT VALID UNLESS IT IS ATTACHED TO
A CURRENT PROSPECTUS FOR THE HUDSON RIVER TRUST.

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

VM 514

<PAGE>

TABLE OF CONTENTS

SUMMARY OF CORPORATE INCENTIVE LIFE FEATURES.................1
PART 1 -- DETAILED INFORMATION ABOUT EQUITABLE VARIABLE AND
CORPORATE INCENTIVE LIFE INVESTMENT CHOICES................6
THE COMPANY THAT ISSUES CORPORATE
INCENTIVE LIFE...................................6
Equitable Variable...............................6
Our Parent, Equitable............................6
THE SEPARATE ACCOUNT AND THE TRUST.................6
The Separate Account.............................6
The Trust........................................6
The Trust's Investment Adviser...................6
Investment Policies Of The Trust's Portfolios....7
THE GUARANTEED INTEREST ACCOUNT....................8
Adding Interest In The Unloaned Guaranteed
Interest Account...............................8
Transfers Out Of The Guaranteed Interest Account.8
PART 2 -- DETAILED INFORMATION ABOUT CORPORATE
INCENTIVE LIFE.............................................9
FLEXIBLE PREMIUMS..................................9
Planned Periodic And Death Benefit Guarantee
Premiums.......................................9
Premium And Monthly Charge Allocations...........9
DEATH BENEFITS.....................................9
Guaranteeing The Death Benefit..................10
CHANGES IN INSURANCE PROTECTION...................10
Decreasing The Face Amount......................10
Changing The Death Benefit Option...............10
Substitution Of Insured Person..................11
When Policy Changes Go Into Effect..............11
MATURITY BENEFIT..................................11
LIVING BENEFIT OPTION.............................11
SUPPLEMENTAL INSURANCE ON THE INSURED PERSON......11
YOUR POLICY ACCOUNT VALUE.........................12
Amounts In The Separate Account.................12
How We Determine The Unit Value.................12
Transfers Of Policy Account Value...............12
Telephone Transfers.............................12
Charge For Transfers............................12
BORROWING FROM YOUR POLICY ACCOUNT................12
How To Request A Loan...........................13
Policy Loan Interest............................13
When Interest Is Due............................13
Repaying The Loan...............................13
The Effects Of A Policy Loan....................13
PARTIAL WITHDRAWALS AND SURRENDER.................13
Partial Withdrawals.............................13
Surrender For Net Cash Surrender Value..........14
DEDUCTIONS AND CHARGES............................14
Deductions From Premiums........................14
Deductions From Your Policy Account.............14
Trust Charges...................................15
ADDITIONAL INFORMATION ABOUT CORPORATE
INCENTIVE LIFE..................................16
Your Policy Can Terminate.......................16
You May Restore A Policy After It Terminates....16
Policy Periods, Anniversaries, Dates And Ages...16
TAX EFFECTS.......................................17
Policy Proceeds.................................17
Policy Terminations.............................18
Diversification.................................18
Policy Changes..................................18
Tax Changes.....................................18
Estate And Generation Skipping Taxes............18
Pension And Profit-Sharing Plans................19
Other Employee Benefit Programs.................19
Our Taxes.......................................19
When We Withhold Income Taxes...................19
PART 3 -- ADDITIONAL INFORMATION............................19
YOUR VOTING PRIVILEGES............................19
Trust Voting Privileges.........................19
How We Determine Your Voting Shares.............19
Separate Account Voting Rights..................20
OUR RIGHT TO CHANGE HOW WE OPERATE................20
OUR REPORTS TO POLICYOWNERS.......................20
LIMITS ON OUR RIGHT TO CHALLENGE THE POLICY.......20
YOUR PAYMENT OPTIONS..............................20
YOUR BENEFICIARY..................................21
ASSIGNING YOUR POLICY.............................21
WHEN WE PAY POLICY PROCEEDS.......................21
DIVIDENDS.........................................21
REGULATION........................................21
SPECIAL CIRCUMSTANCES.............................21
DISTRIBUTION......................................21
LEGAL PROCEEDINGS.................................22
ACCOUNTING AND ACTUARIAL EXPERTS..................22
ADDITIONAL INFORMATION............................22
MANAGEMENT........................................23
PART 4 -- ILLUSTRATIONS OF POLICY BENEFITS..................25
SEPARATE ACCOUNT FP FINANCIAL STATEMENTS.................FSA-1
EQUITABLE VARIABLE FINANCIAL STATEMENTS....................F-1
APPENDIX A -- COMMUNICATING PERFORMANCE DATA...............A-1
LONG-TERM MARKET TRENDS......................A-1

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In this prospectus "we," "our" and "us" mean Equitable Variable, a New York
stock life insurance company. "You" and "your" mean the owner of the policy. We
refer to the person who is covered by the policy as the "insured person" because
the insured person and the policyowner may not be the same. Unless indicated
otherwise, the discussion in this prospectus assumes that there is no policy
loan outstanding and that the policy is not in a grace period.

THE POLICY IS NOT AVAILABLE IN ALL JURISDICTIONS. THIS PROSPECTUS DOES NOT
CONSTITUTE AN OFFERING IN ANY JURISDICTION IN WHICH SUCH OFFERING MAY NOT
LAWFULLY BE MADE. EQUITABLE VARIABLE DOES NOT AUTHORIZE ANY INFORMATION OR
REPRESENTATIONS REGARDING THE OFFERING DESCRIBED IN THIS PROSPECTUS OTHER THAN
AS CONTAINED IN THIS PROSPECTUS OR ANY ATTACHED SUPPLEMENT THERETO OR IN ANY
SUPPLEMENTAL SALES MATERIAL AUTHORIZED BY EQUITABLE VARIABLE.

<PAGE>

WHAT IS VARIABLE LIFE INSURANCE?

Variable life insurance is one kind of permanent cash value life insurance. Like
other kinds of permanent cash value life insurance, such as whole life and
universal life insurance, variable life insurance generally provides two
benefits: an income tax-free death benefit and a cash value that grows
tax-deferred.

What sets variable life insurance apart from universal life and whole life is
that variable life insurance allows the policyowner to direct premiums to
different mutual fund options. This enables a policyowner to harness the growth
potential of, for example, the equity markets, but the policyowner also bears
the risk of investment losses. In contrast, whole life insurance provides a
minimum guaranteed cash value and universal life applies a minimum guaranteed
interest rate to premiums.

Some variable life insurance policies offer some of the other features of
universal or whole life such as premium flexibility (universal life) or death
benefit guarantees (whole life). Equitable Variable and its parent, Equitable,
offer an array of permanent cash value insurance products and your Equitable
agent can help you determine which product best suits your insurance needs.

SUMMARY OF CORPORATE INCENTIVE LIFE FEATURES

THE FOLLOWING SUMMARY IS QUALIFIED IN ITS ENTIRETY BY THE TERMS OF THE POLICY
WHEN ISSUED AND THE MORE DETAILED INFORMATION APPEARING ELSEWHERE IN THIS
PROSPECTUS (SEE TABLE OF CONTENTS ON OPPOSITE PAGE).

ELIGIBILITY TO PURCHASE

Corporate Incentive Life has been designed to be used as a potential source of
funds to pay benefits under non-qualified executive deferred compensation plans,
salary continuation plans or for other business purposes. A policy may only be
owned by a corporation, partnership, association or similar entity. A policy may
not be owned by an individual. In order to qualify to purchase Corporate
Incentive Life, the following conditions must be satisfied:

o a minimum of five policies must be issued, each on the life of a different
eligible insured person;

o the minimum initial premium under each of the policies must be remitted to
Equitable Variable by the policyowner;

o the aggregate annualized first year planned periodic premium for all policies
must be at least $150,000; and

o certain undertakings, which may be required by Equitable Variable in certain
situations, are submitted to Equitable Variable.

PUTTING MONEY INTO THE POLICY

FLEXIBLE PREMIUMS

o Premiums may be invested whenever and in whatever amount you determine, within
limits. Other than the initial premium, there are no scheduled or required
premium payments (however, under certain conditions, additional premiums may
be needed to keep a policy in effect). See FLEXIBLE PREMIUMS on page 9.

POLICY ACCOUNT

o Net premiums are put in your Policy Account and can be allocated to a
Guaranteed Interest Account and to one or more funds of Equitable Variable's
Separate Account FP (each a Fund, and together, the Funds or the Separate
Account). The Funds invest in corresponding portfolios of The Hudson River
Trust (Trust), a mutual fund. See THE SEPARATE ACCOUNT and THE TRUST, both on
page 6.

o Transfers can be made among the various funding options, BUT TRANSFERS OUT OF
THE GUARANTEED INTEREST ACCOUNT CAN ONLY BE MADE DURING A LIMITED TIME AND IN
LIMITED AMOUNTS. See TRANSFERS OUT OF THE GUARANTEED INTEREST ACCOUNT on page
8 for a description of these limitations. Transfers into the Guaranteed
Interest Account and among the Funds may generally be made at any time. See
TRANSFERS OF POLICY ACCOUNT VALUE on page 12.

o There is no minimum guaranteed cash value for amounts allocated to the Funds.
The value of amounts allocated to the Guaranteed Interest Account will depend
on the interest rates declared and guaranteed each year by Equitable Variable
(4% minimum, before deductions). See THE GUARANTEED INTEREST ACCOUNT on page
8.

TAKING MONEY OUT OF THE POLICY

o Loans may be taken against 90% of a policy's Cash Surrender Value (Policy
Account value) subject to certain conditions. Loan interest accrues daily at a
rate determined annually. Currently, amounts set aside to secure the loan earn
interest at a rate 1% lower than the rate charged for policy loan interest.
See BORROWING FROM YOUR POLICY ACCOUNT on page 12.

o Partial Withdrawals of Net Cash Surrender Value (Cash Surrender Value less any
loan and accrued loan interest) may be taken after the first policy year,
subject to our approval and certain conditions. See PARTIAL WITHDRAWALS on
page 13.

o The policy may be surrendered for its Net Cash Surrender Value, less any lien
securing a Living Benefit payment, at which time insurance coverage will end.
See SURRENDER FOR NET CASH SURRENDER VALUE on page 14.

INSURANCE PROTECTION FEATURES

DEATH BENEFITS

o Option A, a fixed benefit equal to the policy's Face Amount.

o Option B, a variable benefit equal to the Face Amount plus the Policy Account
value.

1
<PAGE>

o The total minimum Face Amount (including any death benefit coverage under any
policy rider) is $100,000.

o In some cases a higher death benefit may apply in order to meet Federal income
tax law requirements. See DEATH BENEFITS on page 9.

o After the second policy year, you can decrease the Face Amount or change your
death benefit option. Conditions apply to Face Amount and death benefit option
changes. See CHANGES IN INSURANCE PROTECTION on page 10.

o After the second policy year, you may be able to substitute the insured
person. See SUBSTITUTION OF INSURED PERSON on page 11.

DEATH BENEFIT GUARANTEE

o The death benefit guarantee provision guarantees that under certain
conditions, the policy will remain in force even if the Net Cash Surrender
Value is too small to pay the monthly charges. The death benefit guarantee
provision is not available if you have elected any death benefit coverage
under the supplemental term insurance rider. See GUARANTEEING THE DEATH
BENEFIT on page 10 for a description of these provisions and the conditions
that apply.

MATURITY BENEFIT

o A maturity benefit equal to the amount in your Policy Account, less any policy
loan, any lien securing a Living Benefit payment and accrued interest, is
payable on the policy anniversary nearest the insured person's 100th birthday
(Final Policy Date), if the insured person is still living on that date. See
MATURITY BENEFIT on page 11.

LIVING BENEFIT

o The Living Benefit rider enables the policyowner to receive a portion of the
policy's death benefit (excluding any death benefit payable under the
supplemental term insurance rider) if the insured person has a terminal
illness. The Living Benefit rider will be added to most policies at issue for
no additional cost. See LIVING BENEFIT OPTION on page 11.

SUPPLEMENTAL INSURANCE ON THE INSURED PERSON

o You may purchase at issue death benefit coverage on the insured person through
a supplemental term insurance rider. Choosing coverage under the supplemental
term insurance rider in lieu of coverage under the base policy will reduce
total charges and increase Policy Account values on a current charge basis.
The more supplemental term insurance coverage you elect, the greater will be
the amount of the reduction in charges and increase in Policy Account values
on a current charge basis. However, the supplemental term insurance rider has
higher guaranteed maximum cost of insurance charges than the base policy. On a
guaranteed charge basis, the use of the rider will increase charges and
decrease Policy Account values. In addition, if you elect any coverage under
this rider, the death benefit guarantee provision will not be available and
the Living Benefit rider will not apply to the supplemental term insurance.
See SUPPLEMENTAL INSURANCE ON THE INSURED PERSON on page 11.

DEDUCTIONS AND CHARGES

FROM PREMIUMS (See DEDUCTIONS FROM PREMIUMS on page 14.)

o Applicable charges for taxes imposed by states and other jurisdictions. Such
taxes currently range from .75% to 5% (Virgin Islands).

o Premium Sales Charge equal to 9.0% of premiums paid through the tenth policy
year and 3.0% of premiums paid thereafter. Equitable Variable currently
intends to reduce the 9% charge once premiums paid equal a specified amount.

FROM THE POLICY ACCOUNT (See DEDUCTIONS FROM YOUR POLICY ACCOUNT on page 14.)

o Maximum administrative charge of $18.50 per month for the first three policy
years and $6.00 thereafter, plus a charge per thousand of Face Amount at issue
(excluding any death benefit coverage under the supplemental term insurance
rider) ranging from $0.15 to $0.26 for the first ten policy years (depending
upon the issue age of the insured person) and equal to $0.06 thereafter.
Equitable Variable intends to reduce these charges on a current basis. See
DEDUCTIONS FROM YOUR POLICY ACCOUNT on page 14.

o Monthly cost of insurance charges for the base policy and for any supplemental
term insurance rider.

o Transaction charges (for partial withdrawals, substitution of insured person
and certain transfers).

o Current monthly charge for certain mortality and expense risks at an annual
rate of .20% of the unloaned Policy Account value (guaranteed not to exceed
.40% per annum).

FROM THE TRUST (See THE TRUST'S INVESTMENT ADVISER on page 6.)

o Trust shares are purchased by the Separate Account at net asset value which
reflects investment management fees and other direct expenses. Investment
management fees are charged at the maximum annual rates of .35% of net assets
for the Equity Index Portfolio, .40% for Common Stock, Money Market and
Balanced Portfolios; .50% for Aggressive Stock and Intermediate Government
Securities Portfolios; .55% for High Yield, Global, Conservative Investors,
Growth Investors, Quality Bond and the Growth & Income Portfolios; and .90%
for the International Portfolio. These charges decrease as portfolio net
assets reach certain levels. See THE TRUST'S INVESTMENT ADVISER on page 6.

VARIATIONS

o Equitable Variable is subject to the insurance laws and regulations in every
jurisdiction in which Corporate Incentive Life is sold. As a result, various
time periods and other terms and conditions described in this prospectus may
vary from state to state. These variations will be reflected in the policy.

o The terms of Corporate Incentive Life may also vary where special
circumstances result in a reduction in our costs.

2
<PAGE>

ADDITIONAL INFORMATION

CANCELLATION RIGHT

o You have a right to examine the policy. You may cancel the policy by sending
it to our Administrative Office with a written request to cancel. Your request
to cancel the policy must be postmarked no later than 10 days after you
receive the policy. Insurance coverage ends when you send your request.

o If you cancel the policy, we will refund the premiums you paid. In certain
cases where the policy was purchased as a result of an exchange of one of our
life insurance policies, we may reinstate the prior policy.

o There may be income tax and withholding implications if you cancel.

POLICY TERMINATION

o The policy will go into default if the Net Cash Surrender Value is
insufficient to cover monthly charges and the death benefit guarantee
provision is not in effect. If this occurs, you will be notified and given the
opportunity to maintain the policy in force by making additional payments. You
may be able to restore a terminated policy within a limited time period, but
this will require additional evidence of insurability. See YOUR POLICY CAN
TERMINATE on page 16 and YOU MAY RESTORE A POLICY AFTER IT TERMINATES on page
16.

TAX EFFECTS

o Generally, under current Federal income tax law, death benefits are not
subject to income tax and Policy Account earnings are not subject to income
tax as long as they remain in the Policy Account. Death benefits and Policy
Account earnings may, however, have Corporate Alternative Minimum tax
consequences. Loans, partial withdrawals, surrender, maturity, policy
termination, or a substitution of insured may result in recognition of income
for tax purposes. See TAX EFFECTS on page 17.

HUDSON RIVER TRUST RATES OF RETURN

The rates of return shown below are based on the actual investment performance
of The Hudson River Trust portfolios, after deduction for investment management
fees and direct operating expenses of the Trust, for periods ending December 31,
1995. The historical performance of the Common Stock and Money Market Portfolios
for periods prior to March 22, 1985 has been adjusted to reflect current
investment management fees of .40% per annum and estimated direct operating
expenses of the Trust of .10% per annum. The Common Stock Portfolio and its
predecessors have been in existence since 1976.

The yields shown below are derived from the actual rate of return of the Trust
portfolio for the period, which is then adjusted to omit capital changes in the
portfolio during the period. We show the SEC standardized 7-day yield for the
Money Market Portfolio and 30-day yield for the Intermediate Government
Securities, Quality Bond and High Yield Portfolios.

These rates of return and yields are not illustrative of how actual investment
performance will affect the benefits under your policy. Moreover, these rates of
return and yields are not an estimate or guarantee of future performance.

THESE RATES OF RETURN AND YIELDS ARE FOR THE TRUST ONLY AND DO NOT REFLECT THE
ADMINISTRATIVE AND COST OF INSURANCE CHARGES, SALES CHARGE, PREMIUM TAX CHARGE
AND THE MORTALITY AND EXPENSE RISK CHARGE APPLICABLE UNDER A CORPORATE INCENTIVE
LIFE POLICY. SUCH CHARGES WOULD REDUCE THE RETURNS AND YIELDS SHOWN. SEE
ILLUSTRATIONS OF CORPORATE INCENTIVE LIFE CASH SURRENDER VALUES BASED ON
HISTORICAL INVESTMENT RESULTS BELOW.

<TABLE>
<CAPTION>
RATES OF RETURN FOR PERIODS ENDING DECEMBER 31, 1995
------------------------------------------------------------------------
SINCE
PORTFOLIO YIELDS 1 YEAR 3 YEARS 5 YEARS 10 YEARS 15 YEARS INCEPTION(A)
- --------- ---------- --------- ---------- --------- ---------- --------- ------------
<S> <C> <C> <C> <C> <C> <C> <C>
The Fixed Income Series:
Money Market............................
Intermediate Government Securities......
Quality Bond............................
High Yield..............................

The Equity Series:
Growth & Income.........................
Equity Index............................
Common Stock............................
Global..................................
International(b)........................
Aggressive Stock........................

The Asset Allocation Series:
Conservative Investors..................
Balanced................................
Growth Investors........................

<FN>
- ----------
(a) The International Portfolio received its initial funding on April 3, 1995;
the Equity Index Portfolio on March 1, 1994; the Growth & Income and Quality
Bond Portfolios on October 1, 1993; the Intermediate Government Securities
Portfolio on April 1, 1991; the Conservative Investors and the Growth
Investors Portfolios on October 2, 1989; the Global Portfolio on August 27,
1987; the High Yield Portfolio on January 2, 1987; the Aggressive Stock and
Balanced Portfolios on January 27, 1986; the predecessor of the Money Market
Portfolio on July 13, 1981; and the predecessor of the Common Stock
Portfolio on January 13, 1976.

(b) Unannualized.
</FN>
</TABLE>
3
<PAGE>

Additional investment performance information appears in the attached Trust
prospectus.

ILLUSTRATIONS OF CASH SURRENDER VALUES BASED ON HISTORICAL INVESTMENT RESULTS.
The table on the next page was developed to demonstrate how the actual
investment experience of the Trust and its predecessors would have affected the
Cash Surrender Value of hypothetical Corporate Incentive Life policies held for
specified periods of time. The table illustrates premiums and Cash Surrender
Values of twelve hypothetical Corporate Incentive Life policies, each with a
100% premium allocation to a different Fund. The illustration also assumes that,
in each case, the insured is a 45-year-old male, preferred non-tobacco user and
that each policy has a level death benefit, a $200,000 Face Amount (not
including any supplemental term insurance rider) and a $4,000 annual premium.

The table assumes that each policy was purchased on the first day of a calendar
year. For Trust portfolios whose inception dates fall before June 30, the policy
is assumed to have been purchased at the beginning of, and earned the actual
return over, that entire calendar year of inception. For Trust portfolios whose
inception dates fall after June 30, the policy is assumed to have been purchased
at the beginning of the first full calendar year of that portfolio's operation.
The table then illustrates what the Cash Surrender Value would have been after
one policy year, after five policy years, after 10 policy years and on a current
date.

Policy values reflect all charges assessed under the policy and by the Trust.
Where applicable, current charges have been used to determine policy values; if
guaranteed charges were used, the results would be lower.

4
<PAGE>

ILLUSTRATIONS OF CORPORATE INCENTIVE LIFE CASH SURRENDER VALUES
BASED ON HISTORICAL INVESTMENT RESULTS $200,000 OF INITIAL INSURANCE PROTECTION
AND CURRENT CHARGES

<TABLE>
<CAPTION>
AT THE END OF AT THE END OF AT THE END OF
THE FIRST YEAR THE FIFTH YEAR THE TENTH YEAR DECEMBER 31, 1995
--------------------- --------------------- --------------------- ---------------------
TOTAL CASH TOTAL CASH TOTAL CASH TOTAL CASH
PREMIUM SURRENDER PREMIUM SURRENDER PREMIUM SURRENDER PREMIUM SURRENDER
PORTFOLIO PAID VALUE PAID VALUE PAID VALUE PAID VALUE
- --------- --------------------- --------------------- --------------------- ---------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
THE FIXED INCOME SERIES:
Money Market................
Int. Gov't Securities.......
Quality Bond................
High Yield..................

THE EQUITY SERIES:
Growth & Income.............
Equity Index................
Common Stock................
Global......................
International...............
Aggressive Stock............

THE ASSET ALLOCATION SERIES:
Conservative Investors......
Balanced....................
Growth Investors............

<FN>
THE DEATH BENEFIT GUARANTEE PREMIUM FOR THIS POLICY IS [$ ].

THESE VALUES ARE NOT AN ESTIMATE OR GUARANTEE OF FUTURE PERFORMANCE.
</FN>
</TABLE>
5
<PAGE>

PART 1: DETAILED INFORMATION ABOUT EQUITABLE VARIABLE AND
CORPORATE INCENTIVE LIFE INVESTMENT CHOICES

THE COMPANY THAT ISSUES CORPORATE INCENTIVE LIFE

EQUITABLE VARIABLE. Equitable Variable was organized in 1972 in New York State
as a stock life insurance company. We are a wholly-owned subsidiary of The
Equitable Life Assurance Society of the United States. We are licensed to do
business in all 50 states, Puerto Rico, the Virgin Islands and the District of
Columbia. At December 31, 1995, we had approximately $[ ] billion face amount of
variable life insurance in force.

OUR PARENT, EQUITABLE. Equitable, a New York stock life insurance company, has
been in business since 1859. Equitable is a wholly-owned subsidiary of The
Equitable Companies Incorporated (the Holding Company). The largest stockholder
of the Holding Company is AXA, a French insurance holding company. AXA
beneficially owns 60.5% of the outstanding shares of common stock of the Holding
Company plus convertible preferred stock. Under its investment arrangements with
Equitable and the Holding Company, AXA is able to exercise significant influence
over the operations and capital structure of the Holding Company, Equitable and
their subsidiaries. AXA is the principal holding company for most of the
companies in one of the largest insurance groups in Europe. The majority of
AXA's stock is controlled by a group of five French mutual insurance companies.
Equitable, the Holding Company and their subsidiaries managed approximately $[ ]
billion as of December 31, 1995. Equitable's assets do not back the benefits
that we pay under our policies. Equitable's home office is 787 Seventh Avenue,
New York, New York 10019.

THE SEPARATE ACCOUNT AND THE TRUST

THE SEPARATE ACCOUNT. The Separate Account was established on April 19, 1985
under the Insurance Law of the State of New York. The Separate Account is a type
of investment company called a unit investment trust and is registered with the
Securities and Exchange Commission (SEC) under the Investment Company Act of
1940 (1940 Act). This registration does not involve any supervision by the SEC
of the management or investment policies of the Separate Account.

Under New York law, we own the assets of the Separate Account and use them to
support your policy and other variable life insurance policies. The portion of
the Separate Account's assets supporting these policies may not be used to
satisfy liabilities arising out of any other business we may conduct. This means
that the assets supporting Policy Account values maintained in the Separate
Account are not subject to the claims of our other creditors. We may also retain
in the Separate Account amounts owed to us for charges or other permitted
allocations. Because such retained amounts do not support Policy Account values,
we may transfer them from the Separate Account to our general account at our
discretion.

THE TRUST. The Separate Account has several funds, each of which invests in
shares of a corresponding portfolio of the Trust. The Trust is an open-end
diversified management investment company, more commonly called a mutual fund.
As a "series" type of mutual fund, it issues several different "series" of
stock, each of which relates to a different Trust portfolio with a different
investment policy. The Trust does not impose a sales charge or "load" for buying
and selling its shares. The Trust's shares are bought and sold by our Separate
Account at net asset value. The Trust's custodian is The Chase Manhattan Bank,
N.A.

The Trust sells its shares to separate accounts of insurance companies, both
affiliated and not affiliated with Equitable. We currently do not foresee any
disadvantages to our policyowners arising out of this. However, the Trust's
Board of Trustees intends to monitor events in order to identify any material
irreconcilable conflicts that possibly may arise and to determine what action,
if any, should be taken in response. If we believe that the Trust's response to
any of those events insufficiently protects our policyowners, we will see to it
that appropriate action is taken to do so. Also, if we ever believe that any of
the Trust's portfolios is so large as to materially impair the investment
performance of a portfolio or the Trust, we will examine other investment
options.

THE TRUST'S INVESTMENT ADVISER. The Trust is advised by Alliance Capital
Management L.P. (Alliance). Alliance is registered as an investment adviser
under the Investment Advisers Act of 1940. Alliance, a publicly-traded limited
partnership, is indirectly majority-owned by Equitable. Alliance's main office
is 1345 Avenue of the Americas, New York, New York 10105.

Alliance acts as an investment adviser to various separate accounts and general
accounts of Equitable and other affiliated insurance companies. Alliance also
provides management and consulting services to mutual funds, endowment funds,
insurance companies, foreign entities, qualified and non-tax qualified corporate
funds, public and private pension and profit-sharing plans, foundations and
tax-exempt organizations. As of December 31, 1995, Alliance was managing
approximately $[ ] billion in assets.

The advisory fee payable by the Trust is based on the following annual
percentages of the value of each portfolio's daily average net assets:

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------
DAILY AVERAGE NET ASSETS
------------------------------------------
FIRST NEXT
$500 $500 OVER
PORTFOLIO MILLION MILLION $1 BILLION
- --------- ------------ ------------ ------------
<S> <C> <C> <C>
Quality Bond and Growth & Income.......................... .550% .525% .500%
- --------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
FIRST NEXT OVER
$750 $750 $1.5
PORTFOLIO MILLION MILLION BILLION
- --------- ------------ ------------ ------------
<S> <C> <C> <C>
Equity Index.............................................. .350% .300% .250%
- --------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
FIRST OVER
$500 NEXT $1.5
PORTFOLIO MILLION $1 BILLION BILLION
- --------- ------------ ------------ ------------
<S> <C> <C> <C>
International............................................. .900% .850% .800
- --------------------------------------------------------------------------------------------------------
</TABLE>

INVESTMENT POLICIES OF THE TRUST'S PORTFOLIOS. Each portfolio has a different
investment objective which it tries to achieve by following separate investment
policies. The objectives and policies of each portfolio will affect its return
and its risks. There is no guarantee that these objectives will be achieved. The
policies and objectives of the Trust's portfolios are as follows:

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------------------------
PORTFOLIO INVESTMENT POLICY OBJECTIVE
- ----------- -------------------- -----------
<S> <C> <C>
FIXED INCOME SERIES:

MONEY MARKET............ Primarily high quality short-term money market High level of current income while
instruments. preserving assets and maintaining
liquidity.

INTERMEDIATE............ Primarily debt securities issued or guaranteed by High current income consistent with
GOVERNMENT the U.S. Government, its agencies and relative stability of principal.
SECURITIES instrumentalities. Each investment will have a
final maturity of not more than 10 years or a
duration not exceeding that of a 10-year Treasury
note.

QUALITY BOND............ Primarily investment grade fixed-income securities. High current income consistent with
preservation of capital.

HIGH YIELD.............. Primarily a diversified mix of high yield, High return by maximizing current income
fixed-income securities involving greater and, to the extent consistent with that
volatility of price and risk of principal and objective, capital appreciation.
income than high quality fixed-income securities.
The medium and lower quality debt securities in
which the Portfolio may invest are known as "junk
bonds."

EQUITY SERIES:

GROWTH & INCOME......... Primarily income producing common stocks and High total return through a combination
securities convertible into common stocks. of current income and capital
appreciation.

EQUITY INDEX............ Selected securities in the S&P's 500 Index (the Total return performance (before trust
"Index") which the adviser believes will, in the expenses) that approximates the
aggregate, approximate the performance results of investment performance of the Index
the Index. (including reinvestment of dividends) at
a risk level consistent with that of the
Index.

COMMON STOCK............ Primarily common stock and other equity-type Long-term growth of capital and
instruments. increasing income.

GLOBAL.................. Primarily equity securities of non-United States Long-term growth of capital.
as well as United States companies.

INTERNATIONAL........... Primarily equity securities selected principally Long-term growth of capital.
to permit participation in non-United States
companies with prospects for growth.

AGGRESSIVE STOCK........ Primarily common stocks and other equity-type Long-term growth of capital.
securities issued by medium and other smaller
sized companies with strong growth potential.
- ----------------------------------------------------------------------------------------------------------------------------------
</TABLE>

7
<PAGE>

CONSERVATIVE............ Diversified mix of publicly-traded, fixed-income High total return without, in the
INVESTORS and equity securities; asset mix and security adviser's opinion, undue risk to
selection are primarily based upon factors principal.
expected to reduce risk. The Portfolio is
generally expected to hold approximately 70% of
its assets in fixed income securities and 30% in
equity securities.

BALANCED................ Primarily common stocks, publicly-traded debt High return through a combination of
securities and high quality money market current income and capital appreciation.
instruments. The Portfolio is generally expected
to hold 50% of its assets in equity securities and
50% in fixed income securities.

GROWTH INVESTORS........ Diversified mix of publicly-traded, fixed-income High total return consistent with the
and equity securities; asset mix and security adviser's
selection based upon factors expected to increase determination of reasonable risk.
possibility of high long-term return. The
Portfolio is generally expected to hold
approximately 70% of its assets in equity
securities and 30% in fixed income securities.
- ----------------------------------------------------------------------------------------------------------------------------------
</TABLE>

Because Policy Account values may be invested in mutual fund options, Corporate
Incentive Life offers an opportunity for the Cash Surrender Value to appreciate
more rapidly than it would under comparable fixed benefit whole life insurance.
You must, however, accept the risk that if investment performance is
unfavorable, the Cash Surrender Value may not appreciate as rapidly and, indeed,
may decrease in value.

More detailed information about the Trust, its investment policies, risks,
expenses and all other aspects of its operations, appears in its prospectus,
which is attached to this prospectus, and in its Statement of Additional
Information referred to therein.

THE GUARANTEED INTEREST ACCOUNT

You may allocate some or all of your Policy Account to the Guaranteed Interest
Account, which is funded by our general account and pays interest at a declared
rate guaranteed for one year. The principal, after deductions, is also
guaranteed. The general account supports all of our insurance and annuity
guarantees, including the Guaranteed Interest Account, as well as our general
obligations. The general account is subject to regulation and supervision by the
Insurance Department of the State of New York and to the insurance laws and
regulations of all jurisdictions where we are authorized to do business. Because
of applicable exemptive and exclusionary provisions, interests in the general
account have not been registered under the Securities Act of 1933 (1933 Act),
nor is the general account an investment company under the 1940 Act.
Accordingly, neither the general account, the Guaranteed Interest Account nor
any interests therein are subject to regulation under the 1933 Act or the 1940
Act. We have been advised that the staff of the SEC has not made a review of the
disclosures that are included in the prospectus for your information and that
relate to the general account and the Guaranteed Interest Account. These
disclosures, however, may be subject to certain generally applicable provisions
of the Federal securities laws relating to the accuracy and completeness of
statements made in prospectuses.

The amount you have in the Guaranteed Interest Account at any time is the sum of
the amounts allocated or transferred to it, plus the interest credited to it,
minus amounts deducted, transferred and withdrawn from it. In addition, any
policy loan is secured by an amount in your Policy Account equal to the
outstanding loan. This amount remains part of the Policy Account but is assigned
to the Guaranteed Interest Account. We refer to this amount as the loaned amount
in the Guaranteed Interest Account. A Living Benefit payment will also result in
amounts being transferred to the Guaranteed Interest Account. See LIVING BENEFIT
OPTION on page 11.

ADDING INTEREST IN THE UNLOANED GUARANTEED INTEREST ACCOUNT. We pay a declared
interest rate on all amounts that you have in the Guaranteed Interest Account.
At policy issuance, and prior to each policy anniversary, we declare the rates
that will apply to amounts in the unloaned Guaranteed Interest Account for the
following policy year. Different rates may apply to policies currently being
issued and previously issued policies. These annual interest rates will never be
less than the minimum guaranteed interest rate of 4%, before policy deductions.
Different rates are also paid on unloaned and loaned amounts in the Guaranteed
Interest Account. See POLICY LOAN INTEREST on page 13. Amounts securing a Living
Benefit payment are considered unloaned amounts for purposes of crediting
interest. Interest accrues and is credited daily at an effective annual rate
that equals the declared rate for each policy year.

TRANSFERS OUT OF THE GUARANTEED INTEREST ACCOUNT. Transfers out of the
Guaranteed Interest Account to the Separate Account are allowed once a year on
or within 30 days after your policy anniversary. If we receive your transfer
request up to 30 days before your policy anniversary, the transfer will be made
on your policy anniversary. If we receive your request on or within 30 days
after your policy anniversary, the transfer will be made as of the date we
receive your request. You may transfer up to 25% of your unloaned value in the

8
<PAGE>

Guaranteed Interest Account as of the transfer date. Amounts securing a Living
Benefit payment may not be transferred from the Guaranteed Interest Account.

PART 2: DETAILED INFORMATION ABOUT CORPORATE INCENTIVE LIFE

FLEXIBLE PREMIUMS

You may choose the amount and frequency of premium payments, as long as they are
within the limits described below. We determine the applicable minimum initial
premium based on the age, sex and tobacco user status of the insured person, the
initial Face Amount of the policy and any additional term insurance benefit
selected. In certain situations, however, no distinction is made based on the
sex of the insured person. See COST OF INSURANCE CHARGES on page 15. You may
choose to pay a higher initial premium.

The full minimum initial premium must be given to your agent or broker on or
before the day the policy is delivered to you. No insurance under your policy
will take effect (a) until a policy is delivered and the full minimum initial
premium is paid while the person proposed to be insured is living and (b) unless
the information in the application continues to be true and complete, without
material change, as of the time the initial premium is paid. If you have
submitted the full minimum initial premium with your application, we may,
subject to certain conditions, provide a limited amount of temporary insurance
on the proposed insured. You may review a copy of our Temporary Insurance
Agreement on request.

Premiums must be by check or money order drawn on a U.S. bank in U.S. dollars
and made payable to Equitable Variable. Premiums after the first must be sent
directly to our Administrative Office. The minimum premium is $100 (policies
issued in some states or automatic payment plans may have different minimums.)
This minimum may be increased if we give you written notice.

We may return premium payments if we determine based upon our interpretation of
current tax rules that they would cause your policy to become a modified
endowment contract or to cease to qualify as life insurance under Federal income
tax law. We may also make such changes to the policy as we deem necessary to
continue to qualify the policy as life insurance. See TAX EFFECTS on page 17 for
an explanation of modified endowment contracts, the special tax consequences of
such contracts, and how your policy might become a modified endowment contract.

PLANNED PERIODIC AND DEATH BENEFIT GUARANTEE PREMIUMS. Although premiums are
flexible, the Policy Information Page will show a "planned" periodic premium and
a "death benefit guarantee premium." We measure actual premiums against
accumulated death benefit guarantee premiums to determine whether the death
benefit guarantee provision will prevent the policy from going into default.

The death benefit guarantee premium is actuarially determined at issue based on
the age, sex, tobacco user status and underwriting class of the insured person
and the Face Amount. The death benefit guarantee premium may change if you make
policy changes that decrease the Face Amount of the policy or if there is a
change in the insured person's underwriting or tobacco user classification. We
reserve the right to limit the amount of any premium payments which are in
excess of the greater of the planned periodic premium or the death benefit
guarantee premium.

The planned periodic premium is an amount you determine (within limits set by
us) when you apply for the policy. The planned premium may be more or less than
the death benefit guarantee premium. Neither the planned premium nor the death
benefit guarantee premium are required premiums. Failure to pay premiums could
cause the policy to terminate. See YOUR POLICY CAN TERMINATE on page 16.

PREMIUM AND MONTHLY CHARGE ALLOCATIONS. On your application you provide us with
initial instructions as to how to allocate your net premiums and monthly charges
among the Funds and the Guaranteed Interest Account. Allocation percentages may
be any whole number from zero to 100, but the sum must equal 100. Allocations to
a Fund take effect on the first business day that follows the 20th calendar day
after the Issue Date of your policy. The Issue Date is shown on the Policy
Information Page, and is the date we actually issue your policy. The date your
allocation instructions take effect is called the Allocation Date. Our business
days are described in HOW WE DETERMINE THE UNIT Value on page 12.

Until the Allocation Date, any net premiums allocated to a Fund will be
allocated to the Money Market Fund, and all monthly deductions allocated to a
Fund will be deducted from the Money Market Fund. On the Allocation Date,
amounts in the Money Market Fund will be allocated to the various Funds in
accordance with your policy application. We may delay the Allocation Date for
the same reasons that we would delay effecting a transfer request. There will be
no charge for the transfer out of the Money Market Fund on the Allocation Date.

You may change the allocation percentages for either your current premium
payment or the current and future premium payments by writing to our
Administrative Office and indicating the changes you wish to make. Your request
must be signed. These changes will go into effect as of the date your request is
received at our Administrative Office, but no earlier than the first business
day following the Allocation Date, and will affect transactions on and after
such date.

DEATH BENEFITS

We pay a benefit to the beneficiary of the policy when the insured person dies.
This benefit will be equal to the death benefit under your policy plus any
additional term insurance benefit included in your policy, less any policy loan,
any lien securing a Living Benefit payment and accrued interest. If the insured
person dies during a grace period, we will also deduct any overdue monthly
charges.

You may choose between two death benefit options:

o OPTION A provides a death benefit equal to the policy's Face Amount. Except as
described below, the Option A benefit is fixed.

9
<PAGE>

o OPTION B provides a death benefit equal to the policy's Face Amount PLUS the
amount in your Policy Account on the day the insured person dies. Under Option
B, the value of the benefit is variable and fluctuates with the amount in your
Policy Account.

Under both options, a higher death benefit may apply. This higher death benefit
is a percentage multiple of the amount in your Policy Account. The percentage is
generally based on provisions of Federal tax law which require a minimum death
benefit in relation to cash value for your policy to qualify as life insurance.
A higher percentage multiple than that required by Federal tax law will be
applied at ages 91 and over. Since cost of insurance charges are assessed on the
difference between the Policy Account value and the death benefit, these charges
will increase if the higher death benefit takes effect.

The higher death benefit will be the amount in your Policy Account on the day
the insured person dies times the percentage for the insured person's age
(nearest birthday) at the beginning of the policy year of the insured person's
death. The percentage declines as the insured person gets older. For ages that
are not shown on the following table, the percentage multiples will decrease by
a ratable portion for each full year.

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------------------
TABLE OF DEATH BENEFITS AS A PERCENTAGE MULTIPLE OF POLICY ACCOUNT VALUES
INSURED 40 or 45 50 55 60 65 70 75 to 100
PERSON'S AGE under 95
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
250% 215% 185% 150% 130% 120% 115% 105% 100%
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>

For example, if the insured person were 75 years old and your policy had a
Policy Account value of $200,000, the higher death benefit would be 105% of
$200,000 or $210,000.

GUARANTEEING THE DEATH BENEFIT. We will guarantee your death benefit coverage,
regardless of the policy's investment performance, if you have paid a certain
amount of premiums into your policy and you have not withdrawn or borrowed those
amounts. The death benefit guarantee provision is not available if you have
elected any death benefit coverage under the supplemental term insurance rider.
See SUPPLEMENTAL INSURANCE ON THE INSURED PERSON on page 11.

The death benefit option you select (A or B) can affect the length of time that
the death benefit guarantee provision will last. If you have selected death
benefit Option A, and you never change it to Option B, then the death benefit
guarantee provision will terminate on the Final Policy Date. See MATURITY
BENEFIT on page 11. If ever your policy, at any time, has an Option B death
benefit, the death benefit guarantee provision will terminate on the later of
(1) the policy anniversary nearest the insured person's [ ]th birthday or (2)
the [ ]th policy anniversary. However, if your death benefit first changes to an
Option B after this time, the death benefit guarantee provision will terminate
immediately.

Under the death benefit guarantee provision, we compare the death benefit
guarantee premium fund with the actual premium fund in order to determine
whether your coverage remains in effect. Your policy will not go into default if
the actual premium fund is equal to or greater than the death benefit guarantee
premium fund and any policy loan plus accrued interest does not exceed the Cash
Surrender Value. The death benefit guarantee premium fund for any policy month
is the accumulation of the death benefit guarantee premium shown on the Policy
Information Page up to that month, at 4% interest. The actual premium fund for
any policy month is the accumulation of all the premiums actually paid under the
policy at 4% interest, less all withdrawals accumulated at 4% interest.

CHANGES IN INSURANCE PROTECTION

DECREASING THE FACE AMOUNT. After the second policy year, you may request a
decrease in your policy's Face Amount. You must send your signed written request
to our Administrative Office. See TAX EFFECTS on page 17 for the tax
consequences of changing the Face Amount. Any change will be subject to our
approval and the following conditions.

You may not reduce the Face Amount below the minimum we require to issue this
policy at the time of the reduction. Any reduction must be at least $10,000. The
reduction will be allocated between the base policy and any supplemental term
insurance rider in proportion to their respective Face Amounts at issue, subject
to maintaining the minimum base policy Face Amount that we require. The death
benefit guarantee premium as well as monthly deductions from your Policy Account
for the cost of insurance will generally decrease, beginning on the date the
decrease in Face Amount takes effect.

CHANGING THE DEATH BENEFIT OPTION. After the second policy year, you may change
the death benefit option by sending a signed written request to our
Administrative Office. See TAX EFFECTS on page 17 for the tax consequences of
changing the death benefit option.

o If you change from OPTION A TO OPTION B, the Face Amount will be decreased by
the amount in your Policy Account on the date of the change. This change will
shorten the length of time the death benefit guarantee provision is available.
See GUARANTEEING THE DEATH BENEFIT on page 10. We may not allow such a change
if it would reduce the Face Amount below the minimum required to issue this
policy at the time of the reduction. We may require evidence of insurability
to make the change.

o If you change from OPTION B TO OPTION A, the Face Amount will be increased by
the amount in the Policy Account on the date of the change.

10
<PAGE>

These increases and decreases in Face Amount are made so that the amount of the
death benefit remains the same on the date of the change. When the death benefit
remains the same, there is no change in the net amount at risk, which is the
amount on which cost of insurance charges for the base policy are based (see
COST OF INSURANCE CHARGES on page 15). If your death benefit is determined by a
percentage multiple of the Policy Account, however, the new Face Amount will be
determined differently.

SUBSTITUTION OF INSURED PERSON. If you provide satisfactory evidence that the
person proposed to be insured is insurable, then, subject to certain
restrictions, you may, after the second policy year, substitute the insured
person under your policy. The cost of insurance charges may change. Since
substituting the insured person is a taxable event and may have other adverse
tax consequences as well, you should consult your tax adviser prior to
substituting the insured person. As a condition to substituting the insured
person we may require you to sign a form acknowledging the potential tax
consequences of making this change. A $100 charge will be deducted from the
Policy Account for each substitution of insured person.

WHEN POLICY CHANGES GO INTO EFFECT. A substitution of the insured person, or
change in Face Amount or death benefit option, will go into effect on the
beginning of the policy month that coincides with or follows the date we approve
the request for the change. In some cases we may not approve a change because
based on our understanding of current rules, the change might disqualify your
policy as life insurance under applicable Federal tax law. In other cases there
may be adverse tax consequences as a result of the change. See TAX EFFECTS on
page 17.

MATURITY BENEFIT

If the insured person is still living on the policy anniversary nearest his or
her 100th birthday (Final Policy Date), we will pay you the amount in the Policy
Account net of any policy loan, any lien securing a Living Benefit payment and
accrued interest. The policy will then terminate. You may choose to have this
benefit paid in installments. See TAX EFFECTS on page 17 and YOUR PAYMENT
OPTIONS on page 20.

LIVING BENEFIT OPTION

Subject to our underwriting guidelines and availability in your state, our
Living Benefit rider will be added to your policy at issue. The Living Benefit
rider enables the policyowner to receive a portion of the policy's death benefit
(excluding any death benefit payable under the supplemental term insurance
rider) if the insured person has a terminal illness. Certain eligibility
requirements apply when you submit a Living Benefit claim (for example,
satisfactory evidence of less than a six month life expectancy). There is no
additional charge for the rider, but we will deduct an administrative charge of
up to $250 from the proceeds of the Living Benefit payment. In addition, if you
tell us that you do not wish to have the Living Benefit rider added at issue,
but you later ask to add it, additional underwriting will be required and there
will be a $100 administrative charge.

When a Living Benefit claim is paid, we establish a lien against the policy. The
amount of the lien is the sum of the Living Benefit payment and any accrued
interest on that payment. Interest will be charged at a rate equal to the
greater of: (i) the yield on a 90-day Treasury bill and (ii) the maximum
adjustable policy loan interest rate permitted in the state in which your policy
is delivered. See BORROWING FROM YOUR POLICY ACCOUNT -- POLICY LOAN INTEREST on
pages 12 and 13.

Until a death benefit is paid, or the policy is surrendered, a portion of the
lien is allocated to the policy's Cash Surrender Value. This liened amount will
be transferred to the Guaranteed Interest Account where it will earn interest at
the same rate as unloaned amounts. See THE GUARANTEED INTEREST ACCOUNT on page
8. This liened amount will not be available for loans, transfers or partial
withdrawals. Any death benefit, maturity benefit or Net Cash Surrender Value
payable upon policy surrender will be reduced by the amount of the lien.

Unlike a death benefit received by a beneficiary after the death of an insured,
receipt of a Living Benefit payment may be taxable as a distribution under the
policy. See TAX EFFECTS on page 17 for a discussion of the tax treatment of
distributions under the policy. Consult your tax adviser. Receipt of a Living
Benefit payment may also affect a policyowner's eligibility for certain
government benefits or entitlements. You should contact your Equitable agent if
you wish to make a claim under the rider.

SUPPLEMENTAL INSURANCE ON THE INSURED PERSON

You may purchase at issue death benefit coverage on the insured person through a
supplemental term insurance rider. Choosing coverage under the supplemental term
insurance rider in lieu of coverage under the base policy will reduce total
charges and increase Policy Account values on a current charge basis. The more
supplemental term insurance coverage you elect, the greater will be the amount
of the reduction in charges and increase in Policy Account values on a current
charge basis. However, the supplemental term insurance rider has higher
guaranteed maximum cost of insurance charges than the base policy. On a
guaranteed charge basis, the use of the rider will increase charges and decrease
Policy Account values. In addition, if you elect any coverage under this rider,
the death benefit guarantee provision will not be available and the Living
Benefit rider will not apply to the supplemental term insurance.

The minimum Face Amount that we will issue under the rider is $10,000. The
minimum total Face Amount (Face Amount under the rider plus base policy Face
Amount) that must be maintained at all times is $100,000, of which at least
$50,000 must be coverage under the base policy. Premiums are allocated between
the base policy and the rider in proportion to their respective Face Amounts at
issue, and a charge equal to 2% will be deducted from premiums allocated to the
rider to cover sales expenses. Premiums allocated to the base policy are subject
to a different sales charge. See PREMIUM SALES CHARGE on page 14. Coverage under
the supplemental term insurance rider is not included when we calculate the
amount of the administrative charge.

If the base policy becomes subject to a higher death benefit in order to
maintain its qualification as life insurance, the amount of coverage provided by
the supplemental term insurance rider will automatically decrease to offset the
increases in the base policy death benefit. Your agent can provide further
information and policy illustrations showing how the supplemental term insurance
rider can affect your policy values under different assumptions.

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YOUR POLICY ACCOUNT VALUE

The amount in your Policy Account is the sum of the amounts you have in the
Guaranteed Interest Account and in the Funds. Your Policy Account also reflects
various charges. See DEDUCTIONS AND CHARGES on page 14.

AMOUNTS IN THE SEPARATE ACCOUNT. Amounts allocated, transferred or added to a
Fund are used to purchase units of that Fund. Units are redeemed from a Fund
when amounts are withdrawn, transferred or deducted for charges or capitalized
loan interest. The number of units purchased or redeemed in a Fund is calculated
by dividing the dollar amount of the transaction by the Fund's unit value
calculated after the close of business that day. On any given day, the value you
have in a Fund is the unit value for that Fund times the number of units
credited to you in that Fund.

HOW WE DETERMINE THE UNIT VALUE. We determine unit values for the Funds at the
end of each business day. Generally, a business day is any day we are open and
the New York Stock Exchange is open for trading. We are closed for national
business holidays, including Martin Luther King, Jr. Day, and also on the Friday
after Thanksgiving. Additionally, we may choose to close on the day immediately
preceding or following a national business holiday or due to emergency
conditions. We will not process any policy transactions received on those days
other than a policy anniversary report, monthly charge deduction and the payment
of death benefit proceeds. The unit value for any business day is equal to the
unit value for the preceding business day multiplied by the net investment
factor for that Fund on that business day.

A net investment factor is determined for each Fund of the Separate Account
every business day as follows: first, we take the net asset value of a share in
the corresponding Trust portfolio at the close of business that day, as reported
by the Trust, and we add the per share amount of any dividends or capital gains
distributions paid by the Trust on that day. We divide this amount by the per
share net asset value on the preceding business day. Finally, we reserve the
right to subtract any daily charge for taxes or amounts set aside as a reserve
for taxes.

TRANSFERS OF POLICY ACCOUNT VALUE. You may request a transfer of amounts among
Funds or to the Guaranteed Interest Account. Special rules apply to transfers
out of the Guaranteed Interest Account. See TRANSFERS OUT OF THE GUARANTEED
INTEREST ACCOUNT on page 8. You may make a transfer by telephone or by
submitting a signed written transfer request to our Administrative Office.
Transfer request forms are available from your Equitable agent or from our
Administrative Office. Special rules apply to telephone transfers. See TELEPHONE
TRANSFERS on page 12.

Transfers take effect on the date we receive your request, but no earlier than
the first business day following the Allocation Date. When part of a transfer
request cannot be processed, we will not process any part of the request. This
could occur, for example, where the request does not comply with our transfer
limitations, or where the request is for a transfer of an amount greater than
that currently allocated to a Fund. We may delay making a transfer if the New
York Stock Exchange is closed or the SEC has declared that an emergency exists.
In addition, we may delay transfers where permitted under applicable law.

TELEPHONE TRANSFERS. In order to make transfers by telephone, you must first
complete and return an authorization form. Authorization forms can be obtained
from your Equitable agent or our Administrative Office. The completed signed
form MUST be returned to our Administrative Office before requesting a telephone
transfer.

Telephone transfers may be requested on each day we are open to transact
business. You will receive the Fund's unit values as of the close of business on
the day you call. We do not accept telephone transfer requests after 4:00 p.m.
Eastern Time. Only one telephone transfer request is permitted per day and it
may not be revoked at any time. The telephone transfer requests are
automatically recorded and are invalid if incomplete information is given,
portions of the request are inaudible, no authorization form is on file, or the
request does not comply with the transfer limitations described above.

We have established reasonable procedures designed to confirm that instructions
communicated by telephone are genuine. Such procedures include requiring certain
personal identification information prior to acting on telephone instructions
and providing written confirmation of instructions communicated by telephone. If
we do not employ reasonable procedures to confirm that instructions communicated
by telephone are genuine, we may be liable for any losses arising out of any act
or any failure to act resulting from our own negligence, lack of good faith, or
willful misconduct. In light of the procedures established, we will not be
liable for following telephone instructions that we reasonably believe to be
genuine.

During times of extreme market activity it may be impossible to contact us to
make a telephone transfer. If this occurs, you should submit a written transfer
request to our Administrative Office. Our rules on telephone transfers are
subject to change and we reserve the right to discontinue telephone transfers in
the future.

CHARGE FOR TRANSFERS. We have reserved the right under your policy to make a
charge of up to $25 for transfers of Policy Account value. Currently, you will
be able to make 12 free transfers in any policy year, but we will charge $25 per
transfer after the twelfth transfer. No charge will ever apply to the transfer
of all of your amounts in the Separate Account to the Guaranteed Interest
Account.

BORROWING FROM YOUR POLICY ACCOUNT

You may borrow up to 90% of your policy's Cash Surrender Value using only your
policy as security for the loan. If you request an additional loan, the
additional amount will be added to the outstanding loan and accrued loan
interest. Any amount that secures a loan remains part of your Policy Account but
is assigned to the Guaranteed Interest Account. This loaned amount earns an
interest rate expected to be different from the interest rate for unloaned
amounts. Amounts securing a Living Benefit payment are not available for policy
loans.

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<PAGE>

HOW TO REQUEST A LOAN. You may request a loan by sending a signed written
request to our Administrative Office. You should tell us how much of the loan
you want taken from your unloaned amount in the Guaranteed Interest Account and
how much you want taken from the Funds. If you request a loan from a Fund, we
will redeem units sufficient to cover that part of the loan and transfer the
amount to the loaned portion of the Guaranteed Interest Account. The amounts you
have in each Fund or the Account will be determined as of the day your request
for a loan is received at our Administrative Office.

If you do not indicate how you wish to allocate it, the loan will be allocated
based on the proportions of your unloaned amount in the Guaranteed Interest
Account and your values in the Separate Account to the unloaned value of your
Policy Account.

POLICY LOAN INTEREST. Interest on a policy loan accrues daily at an adjustable
interest rate. We determine the rate at the beginning of each calendar year. The
same rate applies to any outstanding policy loans and any new amounts you borrow
during the year. You will be notified of the current rate when you apply for a
loan. The maximum rate is the greater of 5%, or the "Published Monthly Average"
for the month that ends two months before the interest rate is set. The
"Published Monthly Average" is the Monthly Average Corporates yield shown in
Moody's Corporate Bond Yield Averages published by Moody's Investors Service,
Inc. If this average is no longer published, we will use any successor or the
average established by the insurance supervisory official of the jurisdiction in
which the policy is delivered. We will not charge more than the maximum rate
permitted by applicable law. We may also set a rate lower than the maximum.

Any change in the rate from one year to the next will be at least 1/2%. The
maximum loan interest rate will only change, therefore, if the Published Monthly
Average differs from the previous interest rate by at least 1/2 of 1%. You will
be notified in advance of any increase in the interest rate on any loan you have
outstanding.

When you borrow on your policy, the amount of your loan is set aside in the
Guaranteed Interest Account where it earns a declared rate for loaned amounts.
The interest rate we credit to the loaned portion of the Guaranteed Interest
Account will be at an annual rate up to 2% less than the loan interest rate we
charge. However, we reserve the right to credit a lower rate than this if in the
future tax laws change such that our taxes on policy loans or policy loan
interest are increased.

Under our current rules, the rate we credit on loaned amounts for the first
fifteen policy years is 1% less than the rate we charge for policy loan
interest, and beginning in the sixteenth policy year, the rate difference drops
from 1% to 1/4 of 1%. Because Corporate Incentive Life was offered for the first
time in 1996, no reduction in the rate difference in the sixteenth policy year
has yet been attained. These rate differentials are those currently in effect
and are not guaranteed. Interest credited on loaned amounts will never be less
than 4%.

WHEN INTEREST IS DUE. Interest is due on each policy anniversary. If you do not
pay the interest when it is due, the difference between the loan interest due
and the interest credited on the loaned portion of the Guaranteed Interest
Account will be added to your outstanding loan and allocated based on the
proportion that your unloaned value in the Guaranteed Interest Account and your
values in the Funds bear to the total unloaned value in your Policy Account.
This means an additional loan is made to pay the interest and amounts are
transferred from the investment funds to make the loan.

REPAYING THE LOAN. You may repay all or part of a policy loan at any time. We
assume that any money you send us is a premium payment unless you specifically
indicate in writing that it is to be applied as a loan repayment. Loan
repayments are not subject to charges for applicable taxes or a Premium Sales
Charge. Any amount not needed to repay a loan and accrued loan interest will be
applied as a premium payment. We will first allocate loan repayments to our
Guaranteed Interest Account until the amount of any loans originally allocated
to that Account have been repaid. After you have repaid this amount, you may
choose how you want us to allocate repayments. If you do not provide specific
instructions, repayments will be allocated based on the proportion that your
unloaned value in the Guaranteed Interest Account and your values in the Funds
bear to the total unloaned value in your Policy Account.

THE EFFECTS OF A POLICY LOAN. A loan will have a permanent effect on the value
of your Policy Account and, therefore, on the benefits under your policy, even
if the loan is repaid. The loaned amount set aside in the Guaranteed Interest
Account will not be available for investment in the Funds or in the unloaned
portion of the Guaranteed Interest Account. Whether you earn more or less with
the loaned amount set aside depends on the investment experience of the Funds
and the rates declared for the unloaned portion of the Guaranteed Interest
Account. The amount of any policy loan and accrued loan interest will reduce the
proceeds paid from your policy upon the death of the insured person, policy
maturity or policy surrender. In addition, a loan will reduce the amount
available for you to withdraw from your policy. See TAX EFFECTS on page 17 for
the tax consequences of a policy loan. A loan may also affect the length of time
that your insurance remains in force because the amount set aside to secure your
loan cannot be used to cover monthly deductions or a loan may prevent the death
benefit guarantee provision from keeping the policy out of default. See YOUR
POLICY CAN TERMINATE on page 16.

PARTIAL WITHDRAWALS AND SURRENDER

PARTIAL WITHDRAWALS. At any time after the first policy year while the insured
person is living, you may request a partial withdrawal of your Net Cash
Surrender Value by writing to our Administrative Office. Your request must be
signed. When you make a partial withdrawal, an expense charge of $25 or 2% of
the amount requested, whichever is less, will also be deducted from your Policy
Account. Any such withdrawal is subject to our approval and to certain
conditions. Amounts securing a Living Benefit payment are not available for
partial withdrawals. In addition, we reserve the right to decline a request for
a partial withdrawal. Under our current rules, a withdrawal must:

o not cause the death benefit to fall below the minimum Face Amount for which we
would issue the policy at the time, and

o not cause the policy to fail to qualify as life insurance under applicable tax
law.

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<PAGE>

You may specify how much of the withdrawal you want taken from amounts you have
in each Fund and the unloaned portion of the Guaranteed Interest Account. If you
do not specifically indicate, we will make the withdrawal and deduct the related
expense charge based on the proportions of your unloaned amounts in the
Guaranteed Interest Account and the Funds to the total unloaned value of your
Policy Account.

A partial withdrawal reduces the amount you have in your Policy Account and Cash
Surrender Value on a dollar-for-dollar basis. Normally, it also reduces the
total death benefit on a dollar-for-dollar basis. However, if the total death
benefit is based on the Policy Account percentage multiple, the reduction in
death benefit would be greater. The withdrawal and these reductions will be
effective as of the date your request is received at our Administrative Office.
See TAX EFFECTS on page 17 for the tax consequences of a partial withdrawal and
a reduction in benefits.

SURRENDER FOR NET CASH SURRENDER VALUE. The Cash Surrender Value is the amount
in your Policy Account. The Net Cash Surrender Value equals the Cash Surrender
Value minus any loan and accrued loan interest.

You may surrender your policy for its Net Cash Surrender Value at any time while
the insured person is living. See TAX EFFECTS on page 17 for the tax
consequences of a surrender. We will deduct from the Net Cash Surrender Value
any amount securing a Living Benefit payment. We will compute the Net Cash
Surrender Value as of the date we receive your written surrender request and the
policy at our Administrative Office. All insurance coverage under your policy
will end on that date.

DEDUCTIONS AND CHARGES

DEDUCTIONS FROM PREMIUMS. Charges for applicable taxes are deducted from all
premiums and a Premium Sales Charge will be deducted from your premiums as
specified below. The balance of each premium (the net premium) is placed in your
Policy Account.

Charges for Applicable Taxes and all additional charges imposed on premium
payments by states and certain jurisdictions are deducted from each premium
payment. Such taxes currently range from .75% to 5% (Virgin Islands). This tax
is incurred by Equitable Variable, so you cannot deduct it on your income tax
return. The amount of the tax will vary depending on the jurisdiction in which
the insured person resides.

This charge will be increased or decreased to reflect any changes in the
applicable tax. In addition, if an insured person changes his or her place of
residence, you should notify us to change the charge to the tax rate of the new
jurisdiction.

Premium Sales Charge. A percentage of each premium will be deducted to
compensate us in part for sales and promotional expenses in connection with
selling Corporate Incentive Life, such as commissions, the cost of preparing
sales literature, other promotional activities and other direct and indirect
expenses. We pay these expenses from our own resources, including the Premium
Sales Charge and any profit we may earn on the charges deducted under the
policy. The maximum Premium Sales Charge for premiums allocated to the base
policy is equal to 9.0% of such premiums paid through the tenth policy year and
3.0% of such premiums paid thereafter. Premiums allocated to the supplemental
term insurance rider have a lower sales charge. See SUPPLEMENTAL INSURANCE ON
THE INSURED PERSON on page 11.

Currently, we deduct the 9.0% Premium Sales Charge from each base policy premium
payment until the cumulative premiums paid during the first 10 policy years
equals seven times the "target premium" and 3.0% thereafter. The target premium
varies by issue age, sex and tobacco user status of the insured person and the
policy's Face Amount, and is generally less than or equal to one seven-pay
premium. The seven-pay premium is defined by the Internal Revenue Code and is
based on a hypothetical policy issued on the same insured person and for the
same initial death benefit which, under specified conditions (which include the
absence of expense and administrative charges), would be fully paid for after
seven level annual payments. We reserve the right, however, to deduct the
maximum Premium Sales Charge as described in the preceding paragraph from each
premium payment at any time.

DEDUCTIONS FROM YOUR POLICY ACCOUNT. At the beginning of each policy month, the
following charges are deducted from your Policy Account:

Monthly Administrative Charge. The administrative charge is designed to cover
the costs of issuing your policy and the costs of maintaining your policy, such
as billing, policy transactions, policyowner communications. This charge is
designed to reimburse us for expenses and we do not expect to profit from it.
The current administrative charge is equal to $16.50 per month in the first
three policy years (guaranteed not to exceed $18.50 per month) and $4 thereafter
(guaranteed not to exceed $6), plus a monthly charge per $1,000 of base policy
Face Amount at issue for the first ten policy years as follows:

ISSUE AGE CURRENT CHARGE GUARANTEED MAXIMUM CHARGE
- --------- -------------- -------------------------
18-39 $.11 $.15
40-49 $.14 $.18
50-59 $.18 $.22
60-80 $.22 $.26

The current monthly charge per $1,000 of base policy Face Amount at issue is
equal to $.02 during the 11th policy year and later (guaranteed not to exceed
$.06).

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<PAGE>

Cost Of Insurance Charges. The base policy cost of insurance charge is
calculated by multiplying the net amount at risk at the beginning of the policy
month by the monthly cost of insurance rate applicable to the insured person at
that time. The net amount at risk is the difference between the base policy
current death benefit and the amount in your Policy Account.

Your cost of insurance charge will vary from month to month with changes in the
net amount at risk. For example, if the current death benefit for the month is
increased because the death benefit is based on a percentage multiple of the
Policy Account, then the net amount at risk for the month will increase.
Assuming the percentage multiple is not in effect, increases or decreases to the
Policy Account will result in a corresponding decrease or increase to the net
amount at risk under Option A policies, but no change to the net amount at risk
under Option B policies. Increases or decreases to the Policy Account can result
from making premium payments, investment experience or the deduction of charges.

The cost of any supplemental term insurance rider you purchase will be deducted
monthly. Your monthly cost of insurance for this rider will equal the cost of
insurance rate times the amount of coverage (per thousand) under the rider at
the beginning of the policy month.

The monthly cost of insurance rates applicable to your policy will be based on
our current monthly cost of insurance rates. The current monthly cost of
insurance rates may be changed from time to time. However, the current rates
will never be more than the guaranteed maximum rates set forth in your policy,
which are based on the Commissioner's 1980 Standard Ordinary Male and Female
Smoker and Non-Smoker Mortality Tables. The supplemental term insurance rider
has higher guaranteed maximum cost of insurance charges than the base policy.
The current and guaranteed monthly cost of insurance rates are determined based
on the sex, age, underwriting class and tobacco user status of the insured
person. In addition, the current rates also vary depending on the duration of
the policy (i.e., the length of time since a policy has been issued). Lower
current cost of insurance rates generally apply for insured persons who qualify
as non-tobacco users. To qualify, an insured person must meet additional
requirements that relate to tobacco use.

There will be no distinctions based on sex in the cost of insurance rates for
Corporate Incentive Life policies sold in Montana. The guaranteed cost of
insurance rates for Corporate Incentive Life policies in this state are based on
the Commissioner's 1980 Standard Ordinary SB Smoker and NB Non-Smoker Mortality
Table.

Congress and the legislatures of various states have from time to time
considered legislation that would require insurance rates to be the same for
males and females of the same age, rating class and tobacco user status. In
addition, employers and employee organizations should consider, in consultation
with counsel, the impact of Title VII of the Civil Rights Act of 1964 on the
purchase of Corporate Incentive Life in connection with an employment-related
insurance or benefit plan. In a 1983 decision, the United States Supreme Court
held that, under Title VII, optional annuity benefits under a deferred
compensation plan could not vary on the basis of sex.

Mortality And Expense Risk Charge. A monthly charge for assuming MORTALITY AND
EXPENSE RISKS will be made. The annual current rate is .20% of the unloaned
Policy Account value on the date this charge is assessed. The annual guaranteed
maximum rate is .40%. We are committed to fulfilling our obligations under the
policy and providing service to you over the lifetime of your policy. Despite
the uncertainty of future events, we guarantee that monthly administrative and
cost of insurance deductions from your Policy Account will never be greater than
the maximum amounts shown in your policy. In making this guarantee, we assume
the mortality risk that insured persons will live for shorter periods than we
estimated. When this happens, we have to pay a greater amount of death benefit
than we expected to pay in relation to the cost of insurance charges we
received. We also assume the expense risk that the cost of issuing and
administering policies will be greater than we expected. If the amount collected
from this charge exceeds losses from the risks assumed, it will be to our
profit.

Transaction Charges. In addition to the monthly deductions from your Policy
Account described above, we charge fees for certain policy transactions: see
PARTIAL WITHDRAWALS on page 13, SUBSTITUTION OF INSURED PERSON on page 11,
LIVING BENEFIT OPTION on page 11 and TRANSFERS OF POLICY ACCOUNT VALUE on page
12. Also, if, after your policy is issued, you request more than one
illustration in a policy year, we may charge a fee. See ILLUSTRATIONS OF POLICY
BENEFITS on page 25.

How Policy Account Charges Are Allocated. Generally, deductions from your Policy
Account for monthly charges are made from the Funds and the unloaned portion of
our Guaranteed Interest Account in accordance with the deduction allocation
percentages specified in your application unless you instruct us in writing to
do otherwise. See PREMIUM AND MONTHLY CHARGE ALLOCATIONS on page 9. If a
deduction cannot be made in accordance with these percentages, it will be made
based on the proportions that your unloaned amounts in the Guaranteed Interest
Account and your amounts in the Funds bear to the total unloaned value of your
Policy Account.

Changes. Any changes in the cost of insurance rates, Premium Sales Charge,
mortality and expense risk charge or administrative charges will be by class of
insured person and will be based on changes in future expectations about such
factors as investment earnings, mortality, the length of time policies will
remain in effect, expenses and taxes. We reserve the right to make a charge in
the future for taxes or reserves set aside for taxes, which would reduce the
investment experience of the Funds. See TAX EFFECTS on page 17.

TRUST CHARGES. The Funds purchase shares of the Trust at net asset value. That
price reflects investment management fees and other direct expenses that have
already been deducted from the assets of the Trust. The Trust does not impose a
sales charge. See THE TRUST'S INVESTMENT ADVISER on page 6.

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ADDITIONAL INFORMATION ABOUT CORPORATE INCENTIVE LIFE

YOUR POLICY CAN TERMINATE. Your insurance coverage under Corporate Incentive
Life continues as long as the Net Cash Surrender Value of the policy is enough
to pay the monthly deductions. The Net Cash Surrender Value equals the Cash
Surrender Value minus any loan and accrued loan interest.

If the Net Cash Surrender Value at the beginning of any policy month is less
than the deductions for that month, your policy will go into default unless the
operation of the death benefit guarantee provision prevents this. See
GUARANTEEING THE DEATH BENEFIT on page 10. If your policy goes into default, we
will notify you, and any assignees on our records, in writing, that a 61-day
grace period has begun and indicate the payment that is needed to avoid policy
termination at the end of the grace period. The required payment will not be
more than an amount which would increase the Net Cash Surrender Value to cover
total monthly deductions for three months (without regard to any investment
performance in the Policy Account). The required payment and any residual Policy
Account value will be used to cover the overdue deductions. However, if your
Policy Account has unfavorable investment experience, the required payment may
not be sufficient to cover the overdue deductions on the date we receive the
payment. In this case, a new 61-day grace period will begin. While a policy is
in a grace period, you may not transfer Policy Account value or make other
policy changes.

If we do not receive payment within the 61 days, your policy will terminate
without value. We will withdraw any amount left in your Policy Account and apply
this amount to the overdue deductions and any unpaid loan and accrued loan
interest. We will inform you, and any assignee, at last known addresses that
your policy has ended without value. See TAX EFFECTS on page 17 for the
potential tax consequences of the termination of a policy.

YOU MAY RESTORE A POLICY AFTER IT TERMINATES. You may restore a policy within
six months after it terminates if you provide evidence that the insured person
is still insurable, and you make the premium payment that we require to restore
the policy. The policy will be restored as of the beginning of the policy month
which coincides with or follows the date we approve your application. Previous
loans will not be reactivated.

From the required payment we will deduct the charge for applicable taxes and the
Premium Sales Charge. On the effective date of restoration, the Policy Account
will be equal to the balance of the required payment. We will start to make
monthly deductions as of the effective date of restoration. On that date, the
monthly administrative charges from the beginning of the grace period to the
effective date of restoration will be deducted from the Policy Account. See TAX
EFFECTS on page 17 for the potential tax consequences of restoring a terminated
policy. Some states may vary the time period and conditions for policy
restoration.

POLICY PERIODS, ANNIVERSARIES, DATES AND AGES. When an application for a
Corporate Incentive Life policy is completed and submitted to us, we decide
whether or not to issue the policy. This decision is made based on the
information in the application and our standards for issuing insurance and
classifying risks. If we decide not to issue a policy, any premium paid will be
refunded.

The Issue Date, shown on the Policy Information Page, is the date your policy is
actually issued, but if we have advanced the Register Date, the Issue Date will
be the same as the Register Date. Generally, contestability is measured from the
Issue Date, as is the suicide exclusion.

The Register Date, also shown on the Policy Information Page, is used to measure
policy years and policy months. Charges and deductions are first made as of the
Register Date. As to when coverage under the policy begins, see FLEXIBLE
PREMIUMS on page 9.

Generally, we determine the Register Date based upon when we receive your full
minimum initial premium. In most cases:

o If you submit the full minimum initial premium to your Equitable agent at the
time you sign the application, and we issue the policy as it was applied for,
then the Register Date will be the later of (a) the date part I of the policy
application was signed or, (b) the date part II of the policy application was
signed by a medical professional.

o If we do not receive your full minimum initial premium at our Administrative
Office before the Issue Date or, if the policy is not issued as applied for,
the Register Date will be the same as the Issue Date.

An early Register Date may be permitted for employer sponsored cases in order to
accommodate a common Register Date for all employees. We may also permit
policyowners to advance a Register Date (up to three months) in employer
sponsored cases. An early Register Date may also be permitted to provide a
younger age at issue.

The investment start date is the date that your initial net premium begins to
vary with the investment performance of the Funds or accrue interest in the
Guaranteed Interest Account. Generally, the investment start date will be the
same as the Register Date if the full initial premium is received at our
Administrative Office before the Register Date. Otherwise, the investment start
date will be the date the full initial premium is received at our Administrative
Office. Thus, to the extent that your first premium is received before the
Register Date, there will be a period during which the initial premium will not
be experiencing investment performance. The investment start date for policies
with early Register Dates will be the date the premium is received at our
Administrative Office. Any subsequent premium payment received after the
investment start date will begin to experience investment performance as of the
date such payment is received at our Administrative Office. Remember, the amount
of your initial net premium allocated to the Funds may be temporarily allocated
to the Money Market Fund prior to allocation in accordance with your
instructions. See FLEXIBLE PREMIUMS on page 9.

Age. Generally, when we refer to the age of the insured person, we mean his or
her age on the birthday nearest to the beginning of the particular policy year.

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TAX EFFECTS

This discussion is based on our understanding of the effect of the current
Federal income tax laws as currently interpreted on Corporate Incentive Life
policies owned by U.S. resident individuals. The tax effects on corporate
taxpayers subject to the Federal alternative minimum tax, non-U.S. residents or
non-U.S. citizens, may be different. This discussion is general in nature, and
should not be considered tax advice, for which you should consult your legal or
tax adviser.

POLICY PROCEEDS. A Corporate Incentive Life policy will be treated as "life
insurance" for Federal income tax purposes if it meets the definitional
requirement of the Internal Revenue Code (the Code) and as long as the
portfolios of the Trust satisfy the diversification requirements under the Code.
We believe that Corporate Incentive Life will meet these requirements, and that
under Federal income tax law:

o the death benefit received by the beneficiary under your Corporate Incentive
Life policy will not be subject to Federal income tax; and

o as long as your policy remains in force, increases in the Policy Account value
as a result of interest or investment experience will not be subject to
Federal income tax unless and until there is a distribution from your policy,
such as a loan or a partial withdrawal.

SPECIAL TAX RULES MAY APPLY, HOWEVER, IF YOU TRANSFER YOUR OWNERSHIP OF THE
POLICY. CONSULT YOUR TAX ADVISER BEFORE ANY TRANSFER OF YOUR POLICY.

The Federal income tax consequences of a distribution from your policy will
depend on whether your policy is determined to be a "modified endowment." The
character of any income recognized will be ordinary income as opposed to capital
gain.

A MODIFIED ENDOWMENT IS a life insurance policy which fails to meet a
"seven-pay" test. In general, a policy will fail the seven-pay test if the
cumulative amount of premiums paid under the policy at any time during the first
seven policy years exceeds a calculated premium level. The calculated seven-pay
premium level is based on a hypothetical policy issued on the same insured
person and for the same initial death benefit which, under specified conditions
(which include the absence of expense and administrative charges), would be
fully paid for after seven level annual payments. Your policy will be treated as
a modified endowment unless the cumulative premiums paid under your policy, at
all times during the first seven policy years, are less than or equal to the
cumulative seven-pay premiums which would have been paid under the hypothetical
policy on or before such times.

Whenever there is a "material change" under a policy, it will generally be
treated as a new contract for purposes of determining whether the policy is a
modified endowment, and subjected to a new seven-pay period and a new seven-pay
limit. The new seven-pay limit would be determined taking into account, under a
downward adjustment formula, the Policy Account value of the policy at the time
of such change. A materially changed policy would be considered a modified
endowment if it failed to satisfy the new seven-pay limit. A material change
would occur if there was a substitution of the insured person, and could also
occur as a result of a change in death benefit option, the selection of
additional benefits and certain other changes.

If the benefits are reduced during the first seven policy years after entering
into the policy (or within seven years after a material change), for example, by
requesting a decrease in Face Amount or in some cases, by making a partial
withdrawal or terminating additional benefits under a rider, the calculated
seven-pay premium level will be redetermined based on the reduced level of
benefits and applied retroactively for purposes of the seven-pay test. If the
premiums previously paid are greater than the recalculated seven-pay premium
level limit, the policy will become a modified endowment. Generally, a life
insurance policy which is received in exchange for a modified endowment will
also be considered a modified endowment.

Changes made to a life insurance policy, for example, a decrease in benefits or
the termination of or restoration of a terminated policy, may have other effects
on your policy, including impacting the maximum amount of premiums that can be
paid under the policy, as well as the maximum amount of Policy Account value
that may be maintained under the policy. In some cases, this may cause us to
take action in order to assure your policy continues to qualify as life
insurance including distribution of amounts that may be includable in income.
See POLICY CHANGES on page 18.

IF YOUR CORPORATE INCENTIVE LIFE POLICY IS NOT A MODIFIED ENDOWMENT, as long as
it remains in force, a loan under your policy will be treated as indebtedness
and no part of the loan will be subject to current Federal income tax. Interest
on the loan will generally not be tax deductible. After the first 15 policy
years, the proceeds from a partial withdrawal will not be subject to Federal
income tax except to the extent such proceeds exceed your "Basis" in your
policy. Your Basis in your policy generally will equal the premiums you have
paid less any amounts previously recovered through tax-free policy
distributions. During the first fifteen policy years, the proceeds from a
partial withdrawal could be subject to Federal income tax to the extent your
Policy Account value exceeds your Basis in your policy. The portion subject to
tax will depend upon the ratio of your death benefit to the Policy Account value
(or in some cases, the premiums paid) under your policy and the age of the
insured person at the time of the withdrawal. In addition, if at any time your
policy is surrendered, the excess, if any, of your Cash Surrender Value (which
includes the amount of policy loan and accrued loan interest) over your Basis
will be subject to Federal income tax. IN ADDITION, IF A POLICY TERMINATES WHILE
THERE IS A POLICY LOAN, THE CANCELLATION OF SUCH LOAN AND ACCRUED LOAN INTEREST
WILL BE TREATED AS A DISTRIBUTION AND COULD BE SUBJECT TO TAX UNDER THE ABOVE
RULES. On the Final Policy Date, the excess of the amount of any benefit paid,
not taking into account any reduction for any loan and accrued loan interest,
over your Basis in the policy, will be subject to Federal income tax.

IF YOUR POLICY IS A MODIFIED ENDOWMENT, any distribution from your policy will
be taxed on an "income-first" basis. Distributions for this purpose include a
loan (including any increase in the loan amount to pay interest on an existing
loan or an assignment or a pledge to secure a loan) or partial withdrawal. Any
such distributions will be considered taxable income to you to the extent your
Policy Account value exceeds your Basis in the policy. For modified endowments,
your Basis would be increased by the amount of any prior loan under your policy
that

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was considered taxable income to you. For purposes of determining the taxable
portion of any distribution, all modified endowments issued by the same insurer
or an affiliate to the same policyowner (excluding certain qualified plans)
during any calendar year are to be aggregated. The Secretary of the Treasury has
authority to prescribe additional rules to prevent avoidance of "income-first"
taxation on distributions from modified endowments.

A 10% penalty tax will also apply to the taxable portion of a distribution from
a modified endowment. The penalty tax will not, however, apply to distributions
(i) to taxpayers 59 1/2 years of age or older, (ii) in the case of a disability
(as defined in the Code) or (iii) received as part of a series of substantially
equal periodic annuity payments for the life (or life expectancy) of the
taxpayer or the joint lives (or joint life expectancies) of the taxpayer and his
beneficiary. If your policy is surrendered, the excess, if any, of your Cash
Surrender Value over your Basis will be subject to Federal income tax and,
unless one of the above exceptions applies, the 10% penalty tax. If your policy
terminates while there is a policy loan, the cancellation of such loan and
accrued loan interest will be treated as a distribution to the extent not
previously treated as such and could be subject to tax, including the penalty
tax, as described under the above rules. In addition, upon the Final Policy Date
the excess of the amount of any benefit paid, not taking into account any
reduction for any loan and accrued loan interest, over your Basis in the policy,
will be subject to Federal income tax and, unless an exception applies, a 10%
penalty tax.

If your policy becomes a modified endowment, distributions that occur during the
policy year it becomes a modified endowment and any subsequent policy year will
be taxed as described in the two preceding paragraphs. In addition distributions
from a policy within two years before it becomes a modified endowment will be
subject to tax in this manner. THIS MEANS THAT A DISTRIBUTION MADE FROM A POLICY
THAT IS NOT A MODIFIED ENDOWMENT COULD LATER BECOME TAXABLE AS A DISTRIBUTION
FROM A MODIFIED ENDOWMENT. The Secretary of the Treasury has been authorized to
prescribe rules which would treat similarly other distributions made in
anticipation of a policy becoming a modified endowment.

POLICY TERMINATIONS. A policy which has terminated without value may have the
tax consequences described above even though you may be able to reinstate your
policy. For tax purposes, some reinstatements will be treated as the purchase of
a new insurance contract.

DIVERSIFICATION. Under Section 817(h) of the Code, the Secretary of the Treasury
has the authority to set standards for diversification of the investments
underlying variable life insurance policies. The Treasury Department has issued
final regulations regarding the diversification requirements. Failure to meet
these requirements would disqualify your policy as a variable life insurance
policy under Section 7702 of the Code. If this were to occur, you would be
subject to Federal income tax on the income under the policy for the period of
the disqualification and subsequent periods. The Separate Account, through the
Trust, intends to comply with these requirements.

In connection with the issuance of the then temporary diversification
regulations, the Treasury Department stated that it anticipated the issuance of
regulations or rulings prescribing the circumstances in which the ability of a
policyowner to direct his investment to particular funds of a separate account
may cause the policyowner, rather than the insurance company, to be treated as
the owner of the assets in the account. If you were considered the owner of the
assets of the Separate Account, income and gains from the account would be
included in your gross income for Federal income tax purposes. Under current law
we believe that Equitable Variable, and not the owner of the policy, would be
considered the owner of the assets of the Separate Account.

POLICY CHANGES. For you and your beneficiary to receive the tax treatment
discussed above, your policy must initially qualify and continue to qualify as
life insurance under Sections 7702 and 817(h) of the Code. We have reserved in
the policy the right to decline to accept all or part of any premium payments,
decline to change death benefit options or the face amount, or decline to make
partial withdrawals that based upon our interpretation of current tax rules
would cause your policy to fail to qualify. We may also make changes in the
policy or its riders or require additional premium payments or make
distributions from the policy to the extent we deem necessary to qualify your
policy as life insurance for tax purposes. Any such change will apply uniformly
to all policies that are affected. You will be given written notice of such
changes.

TAX CHANGES. The United States Congress has in the past considered, is currently
considering and may in the future consider legislation that, if enacted, could
change the tax treatment of life insurance policies. In addition, the Treasury
Department may amend existing regulations, issue regulations on the
qualification of life insurance and modified endowment contracts, or adopt new
interpretations of existing laws. State tax laws or, if you are not a United
States resident, foreign tax laws, may also affect the tax consequences to you,
the insured person or your beneficiary. These laws may change from time to time
without notice and, as a result, the tax consequences described above may be
altered. There is no way of predicting whether, when or in what form any such
change would be adopted. Any such change could have retroactive effect. We
suggest you consult your legal or tax adviser.

ESTATE AND GENERATION SKIPPING TAXES. If the insured person is the policyowner,
the death benefit under Corporate Incentive Life will generally be includable in
the policyowner's estate for purposes of Federal estate tax. If the policyowner
is not the insured person, under certain conditions only the Cash Surrender
Value of the policy would be so includable. Federal estate tax is integrated
with Federal gift tax under a unified rate schedule. In general, estates less
than $600,000 will not incur a Federal estate tax liability. In addition, an
unlimited marital deduction may be available for Federal estate tax purposes.

As a general rule, if a "transfer" is made to a person two or more generations
younger than the policyowner, a generation skipping tax may be payable at rates
similar to the maximum estate tax rate in effect at the time. The generation
skipping tax provisions generally apply to "transfers" which would be subject to
the gift and estate tax rules. Individuals are generally allowed an aggregate
generation skipping tax exemption of $1 million. Because these rules are
complex, you should consult with your tax adviser for specific information,
especially where benefits are passing to younger generations.

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<PAGE>

The particular situation of each policyowner or beneficiary will determine how
ownership or receipt of policy proceeds will be treated for purposes of Federal
estate and generation skipping taxes as well as state and local estate,
inheritance and other taxes.

PENSION AND PROFIT-SHARING PLANS. If Corporate Incentive Life policies are
purchased by a fund which forms part of a pension or profit-sharing plan
qualified under Sections 401(a) or 403 of the Code for the benefit of
participants covered under the plan, the Federal income tax treatment of such
policies will be somewhat different from that described above.

If purchased as part of a pension or profit-sharing plan, the current cost of
insurance for the net amount at risk is treated as a "current fringe benefit"
and is required to be included annually in the plan participant's gross income.
This cost (generally referred to as the "P.S. 58" cost) is reported to the
participant annually. If the plan participant dies while covered by the plan and
the policy proceeds are paid to the participant's beneficiary, then the excess
of the death benefit over the Policy Account value will not be subject to
Federal income tax. However, the Policy Account value will generally be taxable
to the extent it exceeds the sum of $5,000 plus the participant's cost basis in
the policy. The participant's cost basis will generally include the costs of
insurance previously reported as income to the participant. Special rules may
apply if the participant had borrowed from his Policy Account or was an
owner-employee under the plan.

There are limits on the amounts of life insurance that may be purchased on
behalf of a participant in a pension or profit-sharing plan. Complex rules, in
addition to those discussed above, apply whenever life insurance is purchased by
a tax qualified plan. You should consult your legal adviser.

OTHER EMPLOYEE BENEFIT PROGRAMS. Complex rules may apply when a policy is held
by an employer or a trust, or acquired by an employee, in connection with the
provision of employee benefits. These policyowners also must consider whether
the policy was applied for by or issued to a person having an insurable interest
under applicable state law, as the lack of insurable interest may, among other
things, affect the qualification of the policy as life insurance for Federal
income tax purposes and the right of the beneficiary to death benefits.
Employers and employer-created trusts may be subject to reporting, disclosure
and fiduciary obligations under the Employee Retirement Income Security Act of
1974 (ERISA). You should consult your legal adviser.

OUR TAXES. Under the life insurance company tax provisions of the Code, variable
life insurance is treated in a manner consistent with fixed life insurance. The
operations of the Separate Account are reported in our Federal income tax return
but we currently pay no income tax on investment income and capital gains
reflected in variable life insurance policy reserves. Therefore, no charge is
currently being made to any Fund for taxes. We reserve the right to make a
charge in the future for taxes incurred, for example, a charge to the Separate
Account for income taxes incurred by us that are allocable to the policy.

We may have to pay state, local or other taxes in addition to applicable taxes
based on premiums. At present, these taxes are not substantial. If they
increase, charges may be made for such taxes when they are attributable to the
Separate Account or allocable to the policy.

WHEN WE WITHHOLD INCOME TAXES. Generally, unless you provide us with a written
election to the contrary before we make the distribution, we are required to
withhold income tax from any portion of the money you receive if the withdrawal
of money from your Policy Account or the surrender or the maturity of your
policy is a taxable transaction. If you do not wish us to withhold tax from the
payment, or if enough is not withheld, you may have to pay later. You may also
have to pay penalties under the tax rules if your withholding and estimated tax
payments are insufficient. In some cases, where generation skipping taxes may
apply, we may also be required to withhold for such taxes unless we are provided
satisfactory written notification that no such taxes are due.

PART 3: ADDITIONAL INFORMATION

YOUR VOTING PRIVILEGES

TRUST VOTING PRIVILEGES. As explained in Part 1, we invest the assets in the
Funds in shares of the corresponding Trust portfolios. Equitable Variable is the
legal owner of the shares and will attend, and has the right to vote at, any
meeting of the Trust's shareholders. Among other things, we may vote on any
matters described in the Trust's prospectus or requiring a vote by shareholders
under the 1940 Act.

Even though we own the shares, to the extent required by the 1940 Act, you will
have the opportunity to tell us how to vote the number of shares that can be
attributed to your policy. We will vote those shares at meetings of Trust
shareholders according to your instructions. If we do not receive instructions
in time from all policyowners, we will vote shares in a portfolio for which no
instructions have been received in the same proportion as we vote shares for
which we have received instructions in that portfolio. We will vote any Trust
shares that we are entitled to vote directly due to amounts we have accumulated
in the Funds in the same proportions that all policyowners vote, including those
who participate in other separate accounts. If the Federal securities laws or
regulations or interpretations of them change so that we are permitted to vote
shares of the Trust in our own right or to restrict policyowner voting, we may
do so.

HOW WE DETERMINE YOUR VOTING SHARES. You may participate in voting only on
matters concerning the Trust portfolios corresponding to the Funds to which your
Policy Account is allocated. The number of Trust shares in each Fund that are
attributable to your policy is determined by dividing the amount in your Policy
Account allocated to that Fund by the net asset value of one share of the
corresponding Trust portfolio as of the record date set by the Trust's Board for
the Trust's shareholders meeting. The record date for this purpose must be at
least 10 and no more than 90 days before the meeting of the Trust. Fractional
shares are counted.

If you are entitled to give us voting instructions, we will send you proxy
material and a form for providing voting instructions. In certain cases, we may
disregard instructions relating to changes in the Trust's adviser or the
investment policies of its portfolios. We will advise you if we do and detail
the reasons in the next semiannual report to policyowners.

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SEPARATE ACCOUNT VOTING RIGHTS. Under the 1940 Act, certain actions (such as
some of those described under OUR RIGHT TO CHANGE HOW WE OPERATE, below) may
require policyowner approval. In that case, you will be entitled to one vote for
every $100 of value you have in the Funds. We will cast votes attributable to
amounts we have in the Funds in the same proportions as votes cast by
policyowners.

OUR RIGHT TO CHANGE HOW WE OPERATE

In addition to changing or adding investment companies, we have the right to
modify how we or the Separate Account operate. We intend to comply with
applicable law in making any changes and, if necessary, we will seek policyowner
approval. We have the right to:

o add Funds to, or remove Funds from, the Separate Account, combine two or more
Funds within the Separate Account, or withdraw assets relating to Corporate
Incentive Life from one Fund and put them into another;

o register or end the registration of the Separate Account under the 1940 Act;

o operate the Separate Account under the direction of a committee or discharge
such a committee at any time (the committee may be composed entirely of
persons who are "interested persons" of Equitable Variable under the 1940
Act);

o restrict or eliminate any voting rights of policyowners or other people who
have voting rights that affect the Separate Account;

o operate the Separate Account or one or more of the Funds in any other form the
law allows, including a form that allows us to make direct investments. Our
Separate Account may be charged an advisory fee if its investments are made
directly rather than through an investment company. We may make any legal
investments we wish. In choosing these investments, we will rely on our own or
outside counsel for advice. In addition, we may disapprove any change in
investment advisers or in investment policy unless a law or regulation
provides differently.

If any changes are made that result in a material change in the underlying
investments of a Fund, you will be notified as required by law. We may, for
example, cause the Fund to invest in a mutual fund other than, or in addition
to, the Trust. If you then wish to transfer the amount you have in that Fund to
another Fund of the Separate Account or to the Guaranteed Interest Account, you
may do so, without charge, by contacting our Administrative Office. At the same
time, you may also change how your net premiums and deductions are allocated.

OUR REPORTS TO POLICYOWNERS

Shortly after the end of each policy year you will receive a report that
includes information about your policy's current death benefit, Policy Account
value, Cash Surrender Value and policy loan. Notices will be sent to you to
confirm premium payments (except premiums paid through an automated
arrangement), transfers and certain other policy transactions.

LIMITS ON OUR RIGHT TO CHALLENGE THE POLICY

We can challenge the validity of your insurance policy based on material
misstatements in your application and any application for change. However, there
are some limits on how and when we can challenge the policy.

o We cannot challenge the policy after it has been in effect, during the insured
person's lifetime, for two years from the date the policy was issued or
restored after termination. (Some states may require that we measure this time
in some other way.)

o We cannot challenge any policy change that requires evidence of insurability
(such as a substitution of insured person) after the change has been in effect
for two years during the insured person's lifetime.

If the insured person dies within the time that we may challenge the validity of
the policy, we may delay payment until we decide whether to challenge the
policy. If the insured person's age or sex is misstated on any application, the
death benefit and any additional benefits provided will be those which would be
purchased by the most recent deduction for the cost of insurance and the cost of
any additional benefits at the insured person's correct age and sex.

If the insured person commits suicide within two years after the date on which
the policy was issued, the death benefit will be limited to the total of all
premiums that have been paid to the time of death minus any outstanding policy
loan, accrued loan interest and any partial withdrawals of Net Cash Surrender
Value. A new two-year suicide and contestability period will begin on the date
of substitution following a substitution of insured. Some states require that we
measure this time by some other date.

YOUR PAYMENT OPTIONS

Policy benefits or other payments, such as the Net Cash Surrender Value, may be
paid immediately in one sum or you may choose another form of payment for all or
part of the money. Payments under these options are not affected by the
investment experience of any Fund. Instead, interest accrues pursuant to the
options chosen.

You will make a choice of payment option (or any later changes) and your choice
will take effect in the same way as it would if you were changing a beneficiary.
(See YOUR BENEFICIARY on page 21.) If you do not arrange for a specific form of
payment before the insured person dies, the beneficiary will be paid through the
Equitable Access Account(TM). See WHEN WE PAY POLICY PROCEEDS on page 21. The
beneficiary will then have a choice of payment options. However, if you do make
an arrangement with us for how the money will be paid, the beneficiary cannot
change the choice after the insured person dies. Different payment options may
result in different tax consequences.

The beneficiary or any other person who is entitled to receive payment may name
a successor to receive any amount that we would otherwise pay to that person's
estate if that person died. The person who is entitled to receive payment may
change the successor at any time.

We must approve any arrangements that involve more than one payment option, or a
payee who is not a natural person (for example, a corporation), or a payee who
is a fiduciary. Also, the details of all arrangements will be subject to our
rules at the time the arrangements are

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selected and take effect. This includes rules on the minimum amount we will pay
under an option, minimum amounts for installment payments, withdrawal or
commutation rights (your rights to receive payments over time, for which we may
offer a lump sum payment), the naming of people who are entitled to receive
payment and their successors, and the ways of proving age and survival.

YOUR BENEFICIARY

You name your beneficiary when you apply for the policy. The beneficiary is
entitled to the insurance benefits of the policy. You may change the beneficiary
during the insured person's lifetime by writing to our Administrative Office. If
no beneficiary is living when the insured person dies, we will pay the death
benefit in equal shares to the insured person's surviving children. If there are
no surviving children, we will pay the death benefit to the insured person's
estate.

ASSIGNING YOUR POLICY

You may assign (transfer) your rights in the policy to someone else as
collateral for a loan or for some other reason, if we agree. A copy of the
assignment must be forwarded to our Administrative Office. We are not
responsible for any payment we make or any action taken before we receive notice
of the assignment or for the validity of the assignment. An absolute assignment
is a change of ownership. BECAUSE THERE MAY BE TAX CONSEQUENCES, INCLUDING THE
LOSS OF INCOME TAX-FREE TREATMENT FOR ANY DEATH BENEFIT PAYABLE TO THE
BENEFICIARY, YOU SHOULD CONSULT YOUR TAX ADVISER PRIOR TO MAKING AN ASSIGNMENT.

WHEN WE PAY POLICY PROCEEDS

We will pay any death benefits, maturity benefit, Net Cash Surrender Value or
loan proceeds within seven days after we receive the last required form or
request (and other documents that may be required for payment of death benefits)
at our Administrative Office. Death benefits are determined as of the date of
death of the insured person and will not be affected by subsequent changes in
the unit values of the Funds. Death benefits will generally be paid through the
Equitable Access Account, an interest bearing checking account. A beneficiary
will have immediate access to the proceeds by writing a check on the account. We
pay interest from the date of death to the date the Equitable Access Account is
closed. If an Equitable agent helps the beneficiary of a policy to prepare the
documents that are required for payment of the death benefit, we will send the
Equitable Access Account checkbook or check to the agent within seven days after
we receive the required documents. Our agents will take reasonable steps to
arrange for prompt delivery to the beneficiary.

We may, however, delay payment if we contest the policy. We may also delay
payment if we cannot determine the amount of the payment because the New York
Stock Exchange is closed, because trading in securities has been restricted by
the SEC, or because the SEC has declared that an emergency exists. In addition,
if necessary to protect our policyowners, we may delay payment where permitted
under applicable law.

We may defer payment of any Net Cash Surrender Value or loan amount (except a
loan to pay a premium to us) from the Guaranteed Interest Account for up to six
months after we receive your request. We will pay interest of at least 3% a year
from the date we receive your request if we delay more than 30 days in paying
you such amounts from the Guaranteed Interest Account.

DIVIDENDS

No dividends are paid on the policy described in this prospectus.

REGULATION

We are regulated and supervised by the New York State Insurance Department. In
addition, we are subject to the insurance laws and regulations in every
jurisdiction where we sell policies.

The Corporate Incentive Life policy (Plan No. 96-300) has been filed with and
approved by insurance officials in [ ] states [Puerto Rico, the Virgin Islands
and the District of Columbia.] We submit annual reports on our operations and
finances to insurance officials in all the jurisdictions where we sell policies.
The officials are responsible for reviewing our reports to be sure that we are
financially sound.

SPECIAL CIRCUMSTANCES

Equitable Variable may vary the charges and other terms of Corporate Incentive
Life where special circumstances result in sales or administrative expenses or
mortality risks that are different than those normally associated with Corporate
Incentive Life policies. These variations will be made only in accordance with
uniform rules that we establish.

DISTRIBUTION

Equico Securities, Inc. (Equico), a wholly-owned subsidiary of Equitable, is the
principal underwriter of the Trust under a Distribution Agreement. Equico is
also the distributor of our variable life insurance policies and Equitable's
variable annuity contracts under a Distribution and Servicing Agreement.
Equico's principal business address is 1755 Broadway, New York, NY 10019. Equico
is registered with the SEC as a broker-dealer under the Securities Exchange Act
of 1934 (the Exchange Act) and is a member of the National Association of
Securities Dealers, Inc. Equico is paid a fee for its services as distributor of
our policies. For 1994 and 1995, Equitable and Equitable Variable paid Equico
fees of $216,920 and $[ ], respectively, for its services under the Distribution
and Servicing Agreement.

We sell our policies through agents who are licensed by state insurance
officials to sell our variable life policies. These agents are also registered
representatives of Equico. The agent who sells you this policy receives sales
commissions from Equitable. We reimburse Equitable from our own resources,
including the Premium Sales Charge deducted from your premium. Generally, the
agent will receive an amount equal to a maximum of 15% of the premiums paid up
to one target premium, 7-1/2% of premiums paid up to the next six target
premiums and 3% of the premiums paid in excess of that amount. Use of a term
insurance rider on the

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insured person in place of an equal amount of coverage under the base policy
reduces commissions. Commissions paid to agents based upon refunded premiums or
policies that are terminated or surrendered in the early policy years may be
recovered. Agents with limited years of service may be paid differently.

We also sell our policies through independent brokers who are licensed by state
insurance officials to sell our variable life policies. They will also be
registered representatives either of Equico or of another company registered
with the SEC as a broker-dealer under the Exchange Act. The commissions for
independent brokers will be no more than those for agents and the same policy
for recovery of commissions applies. Commissions will be paid through the
registered broker-dealer.

Equitable performs certain sales and administrative duties for us pursuant to a
written agreement which is automatically renewed each year, unless either party
terminates. Under this agreement, we pay Equitable for salary costs and other
services and an amount for indirect costs incurred through our use of Equitable
personnel and facilities. We also reimburse Equitable for sales expenses related
to business other than variable life insurance policies. The amounts paid and
accrued to Equitable by us under the sales and services agreements totalled
approximately $[ ] million in 1995, $380.5 million in 1994 and $355.7 million in
1993.

LEGAL PROCEEDINGS

We are not involved in any material legal proceedings.

ACCOUNTING AND ACTUARIAL EXPERTS

The financial statements of Separate Account FP and Equitable Variable included
in this prospectus have been audited for the years ended December 31, 1995, 1994
and 1993 by [ ], as stated in their report. The financial statements of Separate
Account FP and Equitable Variable for the years ended December 31, 1995, 1994
and 1993 included in this prospectus have been so included in reliance on the
reports of [ ], independent accountants, given on the authority of such firm as
experts in accounting and auditing.

The financial statements of Equitable Variable contained in this prospectus
should be considered only as bearing upon the ability of Equitable Variable to
meet its obligations under the Corporate Incentive Life policies. They should
not be considered as bearing upon the investment experience of the funds of the
Separate Account.

Actuarial matters in this prospectus have been examined by Barbara Fraser,
F.S.A., M.A.A.A., who is a Vice President and Actuary of Equitable. Her opinion
on actuarial matters is filed as an exhibit to the Registration Statement we
filed with the SEC.

ADDITIONAL INFORMATION

We have filed a Registration Statement relating to the Separate Account and the
variable life insurance policy described in this prospectus with the SEC. The
Registration Statement, which is required by the Securities Act of 1933,
includes additional information that is not required in this prospectus under
the rules and regulations of the SEC. If you would like the additional
information, you may obtain it from the SEC's main office in Washington, D.C.
You will have to pay a fee for the material.

22
<PAGE>

MANAGEMENT

Here is a list of our directors and principal officers and a brief statement of
their business experience for the past five years. Unless otherwise noted, the
following persons have been involved in the management of Equitable and its
subsidiaries in various positions for the last five years. Unless otherwise
noted, their address is 787 Seventh Avenue, New York, New York 10019.

<TABLE>
<CAPTION>
NAME AND PRINCIPAL BUSINESS EXPERIENCE
BUSINESS ADDRESS WITHIN PAST FIVE YEARS
- ----------------------- -------------------------
<S> <C>
DIRECTORS

Michel Beaulieu...................... Director of Equitable Variable since February 1992. Senior Vice President, Equitable, since
September 1991; prior thereto, Chief Life Actuary AXA group 1989 to 1991; Managing Director
Blondeau & CIE (France) 1986 to 1989. Director, Equity & Law (London).

Laurent Clamagirand.................. Director of Equitable Variable since February 1995; Director of Financial Reporting,
Equitable, since November 1994; prior thereto, International Controller, AXA, January 1990
to October 1994; Director, Equitable of Colorado, since March 1995.

William T. McCaffrey................. Director of Equitable Variable since February 1987. Executive Vice President, Equitable,
since February 1986 and Chief Administrative Officer since February 1988; prior thereto,
various other Equitable positions. Director, Equitable Foundation since September 1986.

Michael J. Rich...................... Director of Equitable Variable since May 1995. Senior Vice President, Equitable, since
October 1994; prior thereto, Vice President of Underwriting, John Hancock Mutual Life
Insurance Co. since 1988.

Jose S. Suquet....................... Director of Equitable Variable since January 1995. Executive Vice President and Chief Agency
Officer, Equitable, since August 1994; prior thereto, Agency Manager, Equitable, since
February 1985.

OFFICERS -- DIRECTORS

James M. Benson...................... President, Equitable Variable since December, 1993; Vice Chairman of the Board, Equitable
Variable, July 1993 to December 1993. President and Chief Operating Officer, Equitable,
February 1994 to present; Senior Executive Vice President, April 1993 to February 1994.
Prior thereto, President, Management Compensation Group, 1983 to February 1993. Director,
Alliance Capital, October 1993 to present.

Harvey Blitz......................... Vice President, Equitable Variable since April 1995; Director of Equitable Variable since
October 1992. Senior Vice President, Equitable, since September 1987. Senior Vice President,
The Equitable Companies Incorporated, since July 1992. Director, Equico Securities, Inc.,
since September 1992; Equitable of Colorado, since September 1992; Equisource and its
subsidiaries since October 1992.

Gordon Dinsmore...................... Senior Vice President, Equitable Variable, since February 1991. Senior Vice President,
Equitable, since September 1989; prior thereto, various other Equitable positions. Director
and Senior Vice President, March 1991 to present, Equitable of Colorado; Director, FHJV
Holdings, Inc., December 1990 to present; Director, Equitable Distributors, Inc., August
1993 to present, and Director Equitable Foundation, May 1991 to present.

Jerry de St. Paer.................... Senior Investment Officer, Equitable Variable, since April 1995; Director of Equitable
Variable since April 1992. Executive Vice President & Chief Financial Officer, Equitable,
since April 1992; prior thereto, Executive Vice President since December 1990; Senior Vice
President & Treasurer June 1990 to December 1990; Senior Vice President, Equitable
Investment Corporation, January 1987 to January 1991; Executive Vice President & Chief
Financial Officer, The Equitable Companies Incorporated, since May 1992; Director, Economic
Services Corporation & various Equitable subsidiaries.

Joseph J. Melone..................... Chairman of the Board and Chief Executive Officer, Equitable Variable, since November 1990;
Chairman of the Board and Chief Executive Officer, Equitable, February 1994 to present;
President and Chief Executive Officer, September 1992 to February 1994; President and Chief
Operating Officer from November 1990 to September 1992. President and Chief Operating
Officer of The Equitable Companies Incorporated since July 1992. Prior thereto, President,
The Prudential Insurance Company of America, since December 1984. Director, Equity & Law
(United Kingdom) and various other Equitable subsidiaries.
</TABLE>

23
<PAGE>

<TABLE>
<CAPTION>
NAME AND PRINCIPAL BUSINESS EXPERIENCE
BUSINESS ADDRESS WITHIN PAST FIVE YEARS
- ----------------------- -------------------------
<S> <C>
OFFICERS -- DIRECTORS (Continued)

Peter D. Noris....................... Executive Vice President and Chief Investment Officer, Equitable Variable, since September
1995. Director of Equitable Variable since June 1995. Executive Vice President and Chief
Investment Officer, Equitable, since May 1995; prior thereto, Vice President, Salomon
Brothers, Inc., 1992 to 1995; Principal of Equity Division, Morgan Stanley & Co. Inc., from
1984 to 1992.

Samuel B. Shlesinger................. Senior Vice President, Equitable Variable, since February 1988. Senior Vice President and
Actuary, Equitable; prior thereto, Vice President and Actuary. Director, Chairman and CEO,
Equitable of Colorado.

Dennis D. Witte...................... Senior Vice President, Equitable Variable, since February 1991; Senior Vice President,
Equitable, since July 1990; prior thereto, various other Equitable positions.

OFFICERS

Kevin R. Byrne....................... Treasurer, Equitable Variable, since September 1990; Vice President and Treasurer,
Equitable, since September 1993; prior thereto, Vice President from March 1989 to September
1993. Vice President and Treasurer, The Equitable Companies Incorporated, September 1993 to
present; Frontier Trust since August 1990; Equisource and its subsidiaries October 1990 to
present.

Stephen Hogan........................ Vice President and Controller, Equitable Variable, February 1994 to present. Vice President,
135 West 50th Street Equitable, January 1994 to present; prior thereto, Controller, John Hancock subsidiaries,
New York, New York 10020 from 1987 to December 1993.

Franklin Kennedy, III................ Vice President, Equitable Variable, since August 1981. Senior Vice President, Alliance
1345 Avenue of the Americas Capital Management Corporation, July 1993 to present; Senior Vice President, Equitable
New York, New York 10105 Capital Management Corporation, March 1987 to July 1993. Vice President, The Hudson River
Trust. Managing Director and Chief Investment Officer, Equitable Investment Management
Corporation, from November 1983 to January 1987.

J. Thomas Liddle, Jr................. Senior Vice President and Chief Financial Officer, Equitable Variable, since February 1986.
Senior Vice President, Equitable, since April 1991; prior thereto, Vice President and
Actuary, Equitable.

William A. Narducci.................. Vice President and Chief Claims Officer, Equitable Variable, since February 1989. Vice
200 Plaza Drive President, Equitable, since February 1988; prior thereto, Assistant Vice President.
Secaucus, New Jersey 07096

John P. Natoli....................... Vice President and Chief Underwriting Officer, Equitable Variable, since February 1988. Vice
President, Equitable.
</TABLE>

24
<PAGE>

PART 4: ILLUSTRATIONS OF POLICY BENEFITS

To help clarify how the key financial elements of the policy work, a series of
tables has been prepared. The tables show how death benefits and Cash Surrender
Values ("policy benefits") under a hypothetical Corporate Incentive Life policy
could vary over time if the Funds of our Separate Account had CONSTANT
hypothetical gross annual investment returns of 0%, 6% or 12% over the years
covered by each table. Actual investment results may be more or less than those
shown. The tables are for a 45-year-old preferred risk male non-tobacco user.
Planned premium payments of $4,000 for an initial Face Amount of $200,000 are
assumed to be paid at the beginning of each policy year. The illustration
assumes no policy loan has been taken and that there is no coverage under a
supplemental term insurance rider.

The tables illustrate both current and guaranteed charges. The tables also
assume [ ]% per annum for investment management (the average of the effective
annual advisory fees applicable to each Trust portfolio during 1995 and [ ]% per
annum for direct Trust expenses. The assumption for direct Trust expenses
exceeds the aggregate actual charges incurred by the portfolios of the Trust as
a percentage of aggregate average daily Trust net assets during 1995. The effect
of these adjustments is that on a 0% gross rate of return the net rate of return
would be [ ]%, on 6% it would be [ ]%, and on 12% it would be [ ]%. Remember,
however, that investment management fees and direct Trust expenses vary by
portfolio. See THE TRUST'S INVESTMENT ADVISER on page 6. The tables also assume
a charge for applicable taxes of 2% of premiums. There are tables for both death
benefit Option A and death benefit Option B.

The second column of each table shows the effect of an amount equal to the
premiums invested to earn interest, after taxes, of 5% compounded annually.
These tables show that if a policy is returned in its very early years for
payment of its Cash Surrender Value, that Cash Surrender Value will be low in
comparison to the amount of the premiums accumulated with interest. Thus, the
cost of owning your policy for a relatively short time will be high.

INDIVIDUAL ILLUSTRATIONS. On request, we will furnish you with a comparable
illustration based on your policy's factors. Upon request after issuance, we
will also provide a comparable illustration reflecting your actual Cash
Surrender Value. If you request illustrations more than once in any policy year,
we may charge for the illustration.

25
<PAGE>

CORPORATE INCENTIVE LIFE

EQUITABLE VARIABLE LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE

PLANNED PREMIUM $4,000 TOTAL INITIAL FACE AMOUNT $200,000
DEATH BENEFIT OPTION A

MALE AGE 45
PREFERRED RISK NON-TOBACCO USER
ASSUMING CURRENT CHARGES

<TABLE>
<CAPTION>
DEATH BENEFIT CASH SURRENDER VALUE
ASSUMING HYPOTHETICAL GROSS ASSUMING HYPOTHETICAL GROSS
END OF ANNUAL INVESTMENT RETURN OF ANNUAL INVESTMENT RETURN OF
POLICY ACCUMULATED -------------------------------- --------------------------------
YEAR PREMIUMS(1) 0% 6% 12% 0% 6% 12%
---- ----------- -------- -------- -------- -------- -------- --------
<S> <C>
1 $ 4,200
2 8,610
3 13,240
4 18,103
5 23,208

6 28,568
7 34,196
8 40,106
9 46,312
10 52,827

15 90,630

20 138,877

25 (age 65) $200,454

<FN>
(1) Assumes net interest of 5% compounded annually.

THE VALUES WILL DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.

IT IS EMPHASIZED THAT THE HYPOTHETICAL INVESTMENT RESULTS ARE ILLUSTRATIVE ONLY
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS.
ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN.

THE DEATH BENEFIT GUARANTEE PREMIUM FOR THIS POLICY IS $[ ].
</FN>
</TABLE>

26
<PAGE>

CORPORATE INCENTIVE LIFE

EQUITABLE VARIABLE LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE

PLANNED PREMIUM $4,000 TOTAL INITIAL FACE AMOUNT $200,000
DEATH BENEFIT OPTION A

MALE AGE 45
PREFERRED RISK NON-TOBACCO USER
ASSUMING GUARANTEED CHARGES

6 28,568
7 34,196
8 40,106
9 46,312
10 52,827

15 90,630

20 138,877

25 (age 65) $200,454

<FN>
(1) Assumes net interest of 5% compounded annually.

THE VALUES WILL DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.

THE DEATH BENEFIT GUARANTEE PREMIUM FOR THIS POLICY IS $[ ].
</FN>
</TABLE>

27
<PAGE>

CORPORATE INCENTIVE LIFE

EQUITABLE VARIABLE LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE

PLANNED PREMIUM $4,000 TOTAL INITIAL FACE AMOUNT $200,000
DEATH BENEFIT OPTION B

MALE AGE 45
PREFERRED RISK NON-TOBACCO USER
ASSUMING CURRENT CHARGES

6 28,568
7 34,196
8 40,106
9 46,312
10 52,827

15 90,630

20 138,877

25 (age 65) $200,454

<FN>
(1) Assumes net interest of 5% compounded annually.

THE VALUES WILL DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.

THE DEATH BENEFIT GUARANTEE PREMIUM FOR THIS POLICY IS $[ ].
</FN>
</TABLE>

28
<PAGE>

CORPORATE INCENTIVE LIFE

EQUITABLE VARIABLE LIFE INSURANCE COMPANY
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE

PLANNED PREMIUM $4,000 TOTAL INITIAL FACE AMOUNT $200,000
DEATH BENEFIT OPTION B

MALE AGE 45
PREFERRED RISK NON-TOBACCO USER
ASSUMING GUARANTEED CHARGES

6 28,568
7 34,196
8 40,106
9 46,312
10 52,827

15 90,630

20 138,877

25 (age 65) $200,454

<FN>
(1) Assumes net interest of 5% compounded annually.

THE VALUES WILL DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.

THE DEATH BENEFIT GUARANTEE PREMIUM FOR THIS POLICY IS $[ ].
</FN>
</TABLE>

29
<PAGE>

APPENDIX A

COMMUNICATING PERFORMANCE DATA

In reports or other communications to policyowners or in advertising material,
we may describe general economic and market conditions affecting the Separate
Account and the Trust and may compare the performance or ranking of the Separate
Account Funds and Trust portfolios with (1) that of other insurance company
separate accounts or mutual funds included in the rankings prepared by Lipper
Analytical Services, Inc., Morningstar, Inc. or similar investment services that
monitor the performance of insurance company separate accounts or mutual funds,
(2) other appropriate indices of investment securities and averages for peer
universes of funds, or (3) data developed by us derived from such indices or
averages. Advertisements or other communications furnished to present or
prospective policyowners may also include evaluations of a Separate Account Fund
or Trust portfolio by financial publications that are nationally recognized such
as Barron's, Morningstar's Variable Annuities / Life, Business Week, Forbes,
Fortune, Institutional Investor, Money, Kiplinger's Personal Finance, Financial
Planning, Investment Adviser, Investment Management Weekly, Money Management
Letter, Investment Dealers Digest, National Underwriter, Pension & Investments,
USA Today, Investor's Daily, The New York Times, The Wall Street Journal, the
Los Angeles Times and the Chicago Tribune.

Performance data for peer universes of funds with similar investment objectives
are compiled by Lipper Analytical Services, Inc. (Lipper) in its Lipper Variable
Insurance Products Performance Analysis Service (Lipper Survey) and Morningstar,
Inc. in the Morningstar Variable Annuity / Life Report (Morningstar Report).

The Lipper Survey records performance data as reported to it by over 800 funds
underlying variable annuity and life insurance products. The Lipper Survey
divides these actively managed funds into 25 categories by portfolio objectives.
The Lipper Survey contains two different universes, which differ in terms of the
types of fees reflected in performance data. The "Separate Account" universe
reports performance data net of investment management fees, direct operating
expenses and asset-based charges applicable under variable insurance and annuity
contracts. The "Mutual Fund" universe reports performance net only of investment
management fees and direct operating expenses, and therefore reflects
asset-based charges that relate only to the underlying mutual fund.

The Morningstar Report consists of nearly 700 variable life and annuity funds,
all of which report their data net of investment management fees, direct
operating expenses and separate account level charges.

LONG-TERM MARKET TRENDS

As a tool for understanding how different investment strategies may affect
long-term results, it may be useful to consider the historical returns on
different types of assets. The following chart presents historical return trends
for various types of securities. The information presented, while not directly
related to the performance of the Funds of the Separate Account or the Trust
portfolios, may help to provide a perspective on the potential returns of
different asset classes over different periods of time. By combining this
information with your knowledge of your own financial needs, you may be able to
better determine how you wish to allocate your Corporate Incentive Life
premiums.

Historically, the investment performance of common stocks over the long term has
generally been superior to that of long or short-term debt securities, although
common stocks have been subject to more dramatic changes in value over short
periods of time. The Common Stock Fund of the Separate Account may, therefore,
be a desirable selection for policyowners who are willing to accept such risks.
Policyowners who have a need to limit short-term risk, may find it preferable to
allocate a smaller percentage of their net premiums to those funds that invest
primarily in common stock. Any investment in securities, whether equity or debt,
involves varying degrees of potential risk, in addition to offering varying
degrees of potential reward.

The chart on page A-2 illustrates the average annual compound rates of return
over selected time periods between December 31, 1925 and December 31, 1995 for
common stocks, long-term government bonds, long-term corporate bonds,
intermediate-term government bonds and Treasury Bills. The Consumer Price Index
is shown as a measure of inflation for comparison purposes. The average annual
returns assume the reinvestment of dividends, capital gains and interest.

The information presented is an historical record of unmanaged groups of
securities and is neither an estimate nor a guarantee of future results. In
addition, investment management fees and expenses and charges associated with a
variable life insurance policy, are not reflected.

The rates of return illustrated do not represent returns of the Separate Account
or the Trust and do not constitute a representation that the performance of the
Separate Account funds or the Trust portfolios will correspond to rates of
return such as those illustrated in the chart. For a comparative illustration of
performance results of The Hudson River Trust, see page A-1 of the Trust's
prospectus.

A-1
<PAGE>

AVERAGE ANNUAL RATES OF RETURN

<TABLE>
<CAPTION>
LONG-TERM LONG-TERM INTERMEDIATE- CONSUMER
COMMON GOVERNMENT CORPORATE TERM TREASURY PRICE
STOCKS BONDS BONDS BONDS BILLS INDEX
------ ----- ----- ----- ----- -----
FOR THE
FOLLOWING
PERIODS ENDING
12/31/95:
- --------
<S> <C> <C> <C> <C> <C> <C>
1 year..................
3 years.................
5 years.................
10 years.................
20 years.................
30 years.................
40 years.................
50 years.................
60 years.................
Since 1926...............
Inflation Adjusted
Since 1926...............
- -------------------------
</TABLE>

*Source: Ibbotson, Roger G. and Rex A. Sinquefield, STOCKS, BONDS, BILLS, AND
INFLATION (SBBI), 1982, updated in STOCKS, BONDS, BILLS, AND INFLATION 1996
YEARBOOK,(TM)Ibbotson Associates, Inc., Chicago. All rights reserved.

Common Stocks (S&P 500) -- Standard and Poor's Composite Index, an unmanaged
weighted index of the stock performance of 500 industrial, transportation,
utility and financial companies.

Long-term Government Bonds -- Measured using a one-bond portfolio constructed
each year containing a bond with approximately a twenty year maturity and a
reasonably current coupon.

Long-term Corporate Bonds -- For the period 1969-1995, represented by the
Salomon Brothers Long-Term, High-Grade Corporate Bond Index; for the period
1946-1968, the Salomon Brothers' Index was backdated using Salomon Brothers'
monthly yield data and a methodology similar to that used by Salomon for
1969-1995; for the period 1926-1945, the Standard and Poor's monthly High-Grade
Corporate Composite yield data were used, assuming a 4 percent coupon and a
twenty year maturity.

Intermediate-term Government Bonds -- Measured by a one-bond portfolio
constructed each year containing a bond with approximately a five year
maturity.

U.S. Treasury Bills -- Measured by rolling over each month a one-bill portfolio
containing, at the beginning of each month, the bill having the shortest
maturity not less than one month.

Inflation -- Measured by the Consumer Price Index for all Urban Consumers
(CPI-U), not seasonally adjusted.

A-2
<PAGE>

Part II

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

Equitable Variable's By-Laws provide, in Article VII, as follows:

7.1 Indemnification of Directors, Officers, Employees and Incorporators. To
the extent permitted by the law of the State of New York and subject to all
applicable requirements thereof:

(a) any person made or threatened to be made a party to any action or
proceeding, whether civil or criminal, by reason of the fact that he,
his testator or intestate, is or was a director, officer, employee or
incorporator of the Company shall be indemnified by the Company;

(b) any person made or threatened to be made a party to any action or
proceeding, whether civil or criminal, by reason of the fact that he,
his testator or intestate serves or served any other organization in
any capacity at the request of the Company may be indemnified by the
Company; and

Insofar as indemnification for liability arising under the Securities Act
of 1933 may be permitted to directors, officers and controlling persons of the
registrant pursuant to the foregoing provisions, or otherwise, the registrant
has been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Act and is,
therefore, unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by the registrant of expenses incurred
or paid by a director, officer or controlling person of the registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.

CONTENTS OF REGISTRATION STATEMENT

This Registration Statement comprises the following papers and documents:

The facing sheet.

Reconciliation and Tie.

The Prospectus consisting of 31 pages.

Undertaking to file reports.

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

The signatures.

II-1

<PAGE>

Written Consents of the following persons:

Mary P. Breen, Vice President and Counsel of Equitable (See exhibit 3(a))

Barbara Fraser, F.S.A., M.A.A.A., Vice President of Equitable (See exhibit 3(b))

Independent Public Accountants (See exhibit 6)

The following exhibits required by Article IX of Form N-8B-2:

<TABLE>
<S> <C> <C>
* 1-A(1)(a)(i) Certified resolutions re organization of Separate Account FP.
(Exhibit 1-A(1)(a) to original Registration Statement in File No. 2-98590.)

* 1-A(1)(a)(ii) Certified resolutions re divisions of Separate Account FP.
(Exhibit 1-A(1)(a)(ii) to Post-Effective Amendment No. 3 in File No. 2-98590.)

* 1-A(1)(a)(iii) Certified resolution re Asset Allocation Divisions of Separate Account FP.
(Exhibit 1-A(1)(a)(iii) to Post-Effective Amendment No. 15 in File No. 2-98590.)

* 1-A(1)(a)(iv) Certified resolution re Short-Term World Income and Intermediate Government Securities Divisions of
Separate Account FP.
(Exhibit 1-A(1)(a)(iv) to Post-Effective Amendment No. 16 in File No. 2-98590.)

* 1-A(1)(a)(v) Certified resolution re Growth and Income and Quality Bond Divisions of Separate Account FP.
(Exhibit 1-A(1)(a)(v) to Post-Effective Amendment No. 20 in File No. 2-98590.)

* 1-A(1)(a)(vi) Certified resolution re Equity Index Division of Separate Account FP.
(Exhibit 1-A(1)(vi) to Post-Effective Amendment No. 6 in File No. 33-40590.)

* 1-A(1)(a)(vii) Certified resolution re International Division of Separate Account FP.
(Exhibit 1-A(1)(vii) to Post-Effective Amendment No. 2 in File No. 33-83948.)

1-A(2) Inapplicable.

* 1-A(3)(a) See Exhibit 1-A(8).

1-A(3)(b) Form of Broker-Dealer and General Agent Sales Agreement.

* 1-A(3)(c) See Exhibit 1-A(8).

1-A(4) Inapplicable.

1-A(5)(a) Flexible Premium Variable Life Insurance Policy (96-300) (Incentive Life Coli II).

+ 1-A(5)(b) Supplemental Term Insurance Rider on the Insured (R96- ).

+ 1-A(5)(c) Substitution of Insured Rider (R94-212).
(Exhibit 1-A(5)(d) to original Registration Statement in No. 33-83948.)

+ 1-A(5)(d) Accelerated Death Benefit Rider (R94-102).
(Exhibit 1-A(5)(q) to Post-Effective Amendment No. 5 in File No. 33-40590.)

<FN>
- -----------------------
* Incorporated by reference
+ State variations not included
</FN>
</TABLE>

II-2

<PAGE>

<TABLE>
<S> <C> <C>
* 1-A(6)(a) Declaration and Charter of Equitable Variable, as amended.
(Exhibit 1-A(6)(a) to original Registration Statement in File No. 2-98590.)

* 1-A(6)(b) By-Laws of Equitable Variable, as amended.
(Exhibit 1-A(6)(b) to original Registration Statement in File No. 2-98590.)

1-A(7) Inapplicable.

* 1-A(8) Distribution and Servicing Agreement among Equico Securities, Inc., Equitable and Equitable Variable
dated as of May 1, 1994.
(Exhibit 1-A(8) to Post-Effective Amendment No. 12 in File No. 33-8237.)

1-A(8)(i) Schedule of Commissions.

* 1-A(9)(a) Agreement, dated February 8, 1973, between Equitable Variable and Equitable for cooperative and joint
use of Personnel, Property and Services.
(Exhibit 1-A(9)(a) to original Registration Statement in File No. 2-98590.)

* 1-A(9)(b) Agreement, dated as of January 1, 1977, between Equitable and Equitable Variable for cooperative and
joint use of Personnel, Property and Services.
(Exhibit 1-A(9)(b) to original Registration Statement in File No. 2-98590.)

* 1-A(9)(c)(i) Agreement, dated as of April 1, 1976, between Equitable and Equitable Variable regarding policy changes
between the companies (the "Policy Change Agreement").
(Exhibit 1-A(9)(e)(i) to Pre-Effective Amendment No. 1 in File No. 33-8237.)

* 1-A(9)(c)(ii) Amendment, dated August 30, 1982, to the Policy Change Agreement.
(Exhibit 1-A(9)(e)(i) to Pre-Effective Amendment No. 1 in File No. 33-8237.)

1-A(10) Application EV4-200Y.

Other Exhibits:

2 See Exhibit 1-A(5)(a) above.

3(a) Form of Opinion and Consent of Mary P. Breen, Vice President and Counsel of Equitable
(policy form 96-300).

3(b) Form of Opinion and Consent of Barbara Fraser, F.S.A, M.A.A.A., Vice President of Equitable.

4 Inapplicable.

5 Inapplicable.

** 6 Consent of Independent Public Accountant.

* 7(a) Powers-of-Attorney. (Exhibit 7(e) to Post-Effective Amendment No. 15 in File No. 2-98590.)

* 7(b) Powers-of-Attorney. (Exhibit 7(b) to original Registration Statement in File No. 33-38594.)

<FN>
- -----------------------
* Incorporated by reference
** To be filed by amendment
</FN>
</TABLE>

II-3

<PAGE>

<TABLE>
<S> <C> <C>
* 7(c) Powers-of-Attorney. (Exhibit 7(c) to original Registration Statement in File No. 33-40590.)

* 7(d) Powers-of-Attorney. (Exhibit 7(d) to original Registration Statement in File No. 33-47928.)

* 7(e) Powers-of-Attorney. (Exhibit 7(e) to Post-Effective Amendment No. 1 in File No. 33-47928.)

* 7(f) Powers-of-Attorney. (Exhibit 7(f) to Post-Effective Amendment No. 5 in File No. 33-4059.)

* 7(g) Powers-of-Attorney. (Exhibit 7(g) to Post-Effective Amendment No. 7 in File No. 33-40590.)

* 7(h) Powers-of-Attorney. (Exhibit 7(h) to Post-Effective Amendment No. 1 in File No. 33-83948.)

7(i) Powers-of-Attorney.

8 Description of Equitable Variable's Issuance, Transfer and Redemption Procedures for Flexible Premium
Policies pursuant to Rule 6e-3(T)(b)(12)(iii) under the Investment Company Act of 1940.

9 Inapplicable.

10 Representation, description and undertaking pursuant to Rule 6e-3(T)(b)(13)(iii)(F) under the Investment
Company Act of 1940.

* 11(a) Undertaking to Guarantee Obligation of Principal Underwriters pursuant to Rule 6e-3(T)(b)(vi) of the
Investment Company Act of 1940 dated as of May 1, 1995.
(Exhibit 11(a) to Post-Effective Amendment No. 3 in File No. 33-83948.)

* 11(b) Statement of Equitable Variable pursuant to Rule 27d-2 under the Investment Company Act of 1940 for the
Year Ended December 31, 1994.
(Exhibit 11(b) to Post-Effective Amendment No. 3 in File No. 33-83948.)

<FN>
- -----------------------
* Incorporated by reference
</FN>
</TABLE>

II-4

<PAGE>

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant
has duly caused this registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized, and its seal to be hereunto affixed and
attested, all in the City and State of New York on the 11th day of January,
1996.

SEPARATE ACCOUNT FP OF EQUITABLE
VARIABLE LIFE INSURANCE COMPANY

By: EQUITABLE VARIABLE LIFE
INSURANCE COMPANY,
DEPOSITOR

By: /s/ Samuel B. Shlesinger
---------------------------
(Samuel B. Shlesinger)
Senior Vice President

Attest: /s/ Pauline Sherman
-------------------------------
(Pauline Sherman)
Assistant Secretary
January 11th, 1996

II-5

<PAGE>

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant
has duly caused this registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City and State of New York on the
11th day of January, 1996.

EQUITABLE VARIABLE LIFE
INSURANCE COMPANY

By: /s/ Samuel B. Shlesinger
-----------------------------
(Samuel B. Shlesinger)
Senior Vice President

Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the date indicated:

PRINCIPAL EXECUTIVE OFFICERS:

Joseph J. Melone Chairman of the Board and Chief Executive
Officer

James M. Benson President and Chief Operating Officer

PRINCIPAL FINANCIAL OFFICER:

J. Thomas Liddle, Jr. Senior Vice President and Chief Financial
Officer

PRINCIPAL ACCOUNTING OFFICER:

Stephen F. Hogan Vice President and Controller

DIRECTORS:

Michel Beaulieu Gordon Dinsmore Michael J. Rich
James M. Benson William T. McCaffrey Samuel B. Shlesinger
Harvey Blitz Joseph J. Melone Jose S. Suquet
Laurent Clamagirand Peter D. Noris Dennis D. Witte
Jerry de St. Paer

By: /s/ Samuel B. Shlesinger
-----------------------------------
(Samuel B. Shlesinger)
Attorney-in-Fact
January 11th, 1996

II-6

<PAGE>

EXHIBIT INDEX

<TABLE>
<CAPTION>
EXHIBIT NO. DESCRIPTION DOCUMENT TAG
- ----------- ----------- ------------

<S> <C> <C>
1-A(3)(b) Form of Broker-Dealer and General Agent Sales Agreement. EX-99.1A3b SALES AGR

1-A(5)(a) Flexible Premium Variable Life Insurance Policy (96-300) EX-99.1A5a INS POLCY
(Incentive Life Coli II).

1-A(5)(b) Supplemental Term Insurance Rider on the Insured (R96-100). EX-99.1A5b INS RIDER

1-A(8)(i) Schedule of Commissions. EX-99.1A8i SCHED COM

1-A(10) Application EV4-200Y. EX-99.1-A10 INS APPL

3(a) Form of Opinion and Consent of Mary P. Breen, Vice President and EX-99.3a LEGAL OPIN
Counsel of Equitable (policy form 96-300).

3(b) Form of Opinion and Consent of Barbara Fraser, F.S.A., M.A.A.A., EX-99.3b ACTUAR OPIN
Vice President of Equitable.

6 Consent of Independent Public Accountant.** **

7(i) Powers-of-Attorney. EX-99.7i POWER ATTY

8 Description of Equitable Variable's Issuance, Transfer and Redemption EX-99.8 DESC PROCED
Procedures for Flexible Premium Policies pursuant to Rule 6e-3(T)(b)(12)(iii)
under the Investment Company Act of 1940.

10 Representation, description and undertaking pursuant to EX-99.10 REPRESENT
Rule 6e-3(T)(b)(13)(iii)(F) under the Investment Company Act of 1940.

<FN>
- ----------
** To be filed by amendment.
</FN>
</TABLE>

II-7

34874/QWQ-1.doc

BROKER-DEALER AND GENERAL AGENT

SALES AGREEMENT

AGREEMENT, by and among Equico Securities, Inc. ("Distributor"),
__________________________ ("Broker-Dealer") and ___________________________
("General Agent").

W I T N E S S E T H :

WHEREAS, the Distributor and the Broker-Dealer are both broker-dealers
registered with the Securities and Exchange Commission under the Securities
Exchange Act of 1934, as amended ("1934 Act"), and members of the National
Association of Securities Dealers, Inc.;

WHEREAS, the General Agent, which is an Affiliate of, or the same person
as, the Broker-Dealer, or whose employees are also employees of the
Broker-Dealer, is an insurance agency duly licensed to sell variable life
insurance and variable annuities in any state or other jurisdiction in which the
General Agent intends to perform hereunder;

WHEREAS, The Equitable Life Assurance Society of the United States
("Equitable") has appointed the Distributor as principal underwriter or
distributor of the Variable Accounts and the MVA Interests and as distributor of
the Contracts and has authorized the Distributor to recommend persons for
appointment as agents of Equitable to solicit applications for the sale of the
Contracts;

WHEREAS, it is intended that the General Agent shall be authorized to
offer and sell the Contracts to the general public subject to the terms and
conditions set forth more fully herein;

WHEREAS, Equitable has authorized the Distributor to enter into separate
written agreements with broker-dealers registered under the 1934 Act which agree
to participate in the distribution of the Contracts, and the parties hereto
desire that the Broker-Dealer be authorized to solicit applications for the sale
of the Contracts;

WHEREAS, Contracts may be issued by an insurance company which is an
Affiliate of Equitable and the Distributor may be authorized to promote the
offer and sale of such Contracts in the same manner that Equitable has
authorized the Distributor to act, as described above.

NOW, THEREFORE, in consideration of the premises and of the mutual
covenants and promises herein contained, the parties hereto agree as follows:

ARTICLE I
DEFINITIONS

Sec. 1.1 Defined Terms. In addition to any terms defined elsewhere in this
Agreement, the terms defined in this Section 1.1, whenever used in this
Agreement (including in the Schedules and Exhibits), shall have the respective
meanings indicated.

a. Affiliated Person or Affiliate -- With respect to a person,
any other person controlling, controlled by, or under common control with, such
person.

<PAGE>

b. Agent -- An individual associated with the General Agent and
registered with the NASD as a representative of the Broker-Dealer who is
appointed by an Equitable Life Company as an insurance agent for the purpose of
soliciting applications for the Contracts.

c. Broker-of-Record -- The party designated in the Equitable Life
Companies records as the person, with respect to a Contract, who is entitled to
receive compensation payable with respect to such Contract and who is authorized
to contact directly the owner of such Contract. In the case of compensation
payable with respect to a Premium, the Broker-of-Record shall be the party
designated as such in the records of an Equitable Life Company, at the time such
Premium is accepted by such Equitable Life Company. In the case of any payment
of compensation payable with respect to Contract value or client services, the
Broker-of-Record shall be the party designated as such in the records of an
Equitable Life Company, in accordance with the rules and procedures of the
Equitable Life Companies at the time any such payment is payable. In the case of
compensation payable on annuitization of a Contract, the Broker-of-Record shall
be the party designated as such in the records of an Equitable Life Company on
the annuity commencement date specified in such Contract.

d. Contract Prospectus -- The prospectus for the interests under
the Contracts included within a Contract Registration Statement and including
any Contract prospectus or supplement separately filed under the 1933 Act. The
Contract Prospectus also shall include the statement of additional information
which is part of the Contract Registration Statement, unless the context
otherwise requires.

e. Contract Registration Statements -- The most recent effective
registration statements, or most recent effective post-effective amendments
thereto, relating to interests under the Contracts and in the Variable Accounts,
as required by the 1933 Act and the 1940 Act, including financial statements
therein and all exhibits thereto.

f. Contracts -- All classes of life insurance policies and
annuity contracts, including certificates, issued by Equitable or by an
Affiliate of Equitable distributed by the Distributor, except those which are
identified in Schedule I. Schedule I may be modified from time to time, as
provided in Section 2.6.

g. Equitable Life Companies or, individually, an Equitable Life
Company -- Equitable and any Affiliate of Equitable which is an insurance
company.

h. MVA Interests -- The market value adjustment interests, if
any, under the Contracts.

i. NASD -- National Association of Securities Dealers, Inc.

j. 1940 Act -- Investment Company Act of 1940, as amended.

k. 1934 Act -- Securities Exchange Act of 1934, as amended.

l. 1933 Act -- Securities Act of 1933, as amended.

m. Premium -- Any premium, contribution or other consideration
relating to the Contracts.

n. SEC or Commission -- Securities and Exchange Commission.

-2-
<PAGE>

o. Trust -- The Hudson River Trust and any other entity available
for investment through the Variable Accounts under the Contracts.

p. Trust Prospectus -- The prospectus for the Trust included
within the Trust Registration Statement and including any Trust prospectus or
supplement separately filed under the 1933 Act. The Trust Prospectus also shall
include the statement of additional information which is part of the Trust
Registration Statement, unless the context otherwise requires.

q. Trust Registration Statement -- The most recent effective
registration statement or most recent effective post-effective amendment thereto
relating to the Trust as required by the 1933 Act and the 1940 Act, including
financial statements therein and all exhibits thereto.

r. Variable Accounts -- Segregated asset accounts, each of which
has been established by an Equitable Life Company pursuant to state law as a
funding vehicle for the Contracts. The Variable Accounts are divided into
divisions that invest in shares of the Trust.

Sec. 1.2 Cross-References. All references in this Agreement to a Section,
Article, Schedule or Exhibit are to a section, article, schedule or exhibit of
this Agreement, unless otherwise indicated.

ARTICLE II
AUTHORIZATION OF BROKER-DEALER AND GENERAL AGENT

Sec. 2.1 Authority to Distribute Contracts. Pursuant to the authority
granted to it by Equitable, the Distributor hereby authorizes the Broker-Dealer,
under the securities laws, and General Agent, under the insurance laws, each in
a non-exclusive capacity, to distribute the Contracts. The Broker-Dealer and the
General Agent accept such authorization and agree to use their best efforts to
find purchasers for the Contracts in each case acceptable to the Equitable Life
Company issuing such Contracts. The Broker-Dealer and the General Agent
understand that the public offering of and solicitation for interests under the
Contracts are not permitted to commence, or to continue, unless the Contract
Registration Statements have become effective and, with respect to each state or
other jurisdiction in which Contract applications are to be solicited, the
Contracts are qualified for sale under all applicable securities and insurance
laws. The Broker-Dealer and the General Agent agree that the solicitation of
applications for the sale of the Contracts will commence as soon as practicable
after the Contract Registration Statements have become effective.

Sec. 2.2 Notification by Distributor. The Distributor shall notify the
Broker-Dealer and the General Agent:

a. If there are no effective Contract Registration Statements,
when the Contract Registration Statements have become effective;

b. Of all states and other jurisdictions in which the Contracts
are qualified for sale and of the states and other jurisdictions in which the
Contracts may not be lawfully sold;

c. Of any request by the SEC for any amendments or supplements to
a Contract Registration Statement or of any request for additional information
that must be provided by the Broker-Dealer or the General Agent or any Affiliate
of the Broker-Dealer or the General Agent;

d. Of the issuance by the SEC of any stop order with respect to a
Contract Registration Statement or the initiation of any proceedings for that
purpose or for any other purpose relating to the registration and/or offering of
the Contracts;

-3-
<PAGE>

e. If any event occurs as a result of which the Contract
Prospectus(es) or any sales literature for the Contracts would include any
untrue statement of a material fact or omit to state a material fact necessary
to make the statements therein not misleading.

The Distributor will provide the Broker-Dealer and the General Agent with
notification of these matters immediately by telephone, with notification in
writing promptly thereafter.

Sec. 2.3 Authority to Recommend Agent Appointments. The General Agent is
vested under this Agreement with power and authority to select and recommend
individuals who are associated with the General Agent and are registered
representatives of the Broker-Dealer for appointment as agents of Equitable, and
only individuals so recommended by the General Agent to the Distributor shall be
eligible to become Agents, provided that the number of Agents with appointments
in effect under this Agreement shall not at any time exceed five. Equitable
reserves the right in its sole discretion to refuse to appoint any proposed
agent or, once appointed, to terminate the same at any time with or without
cause.

Sec. 2.4 Limitations on Authority. Neither the Broker-Dealer nor the
General Agent shall possess or exercise any authority on behalf of the
Distributor or the Equitable Life Companies other than that expressly conferred
on the Broker-Dealer or the General Agent by this Agreement. In particular, and
without limiting the foregoing, neither the Broker-Dealer nor the General Agent
shall have any authority, nor shall either grant such authority to any Agent, on
behalf of the Distributor (i) to make, alter or discharge any Contract or other
contract entered into pursuant to a Contract; (ii) to waive any Contract
provision; (iii) to extend the time for payment of any Premiums; or (iv) to
receive any monies or Premiums from applicants for or purchasers of the
Contracts (except for the sole purpose of forwarding monies or Premiums to an
Equitable Life Company).

Sec. 2.5 Suitability. The Distributor wishes to ensure that the Contracts
solicited by Broker-Dealer will be issued to persons for whom the Contracts will
be suitable. Broker-Dealer shall take reasonable steps to ensure that Agents
shall not make recommendations to an applicant to purchase any Contract in the
absence of reasonable grounds to believe that the purchase of such Contract is
suitable for such applicant. While not limited to the following, a determination
of suitability shall be based on information furnished to an Agent after
reasonable inquiry concerning the applicant's insurance and investment
objectives, financial situation and needs.

Sec. 2.6 Insurer's Right to Reject Applications. The Broker-Dealer and the
General Agent acknowledge that each Equitable Life Company has the right in its
sole discretion to reject any applications or Premiums received by it and to
return or refund to an applicant such applicant's Premium. In the event that an
Equitable Life Company rejects an application solicited by an Agent, such
Equitable Life Company will return any Premium paid by the applicant to such
applicant, or to the soliciting Agent for prompt forwarding to such applicant.
In the event that a purchaser exercises his or her free look right under a
Contract, any amount to be refunded as provided in such Contract will be so
refunded to the purchaser by or on behalf of the Equitable Life Company that
issued such Contract, or to the soliciting Agent for prompt forwarding to such
purchaser.

Sec. 2.7 Contracts Included and Contracts Excluded Under Agreement. This
Agreement applies to all classes of annuity contracts or life insurance
contracts issued by an Equitable Life Company and distributed by the Distributor
("Contracts"). Schedule I to this Agreement describes the life insurance and
annuity contracts which are excluded as Contracts under this Agreement. Schedule
I may be amended by the Distributor in its sole discretion from time to time to
add or to delete classes of annuity contracts or life insurance contracts. The
provisions of this Agreement shall apply with equal force to all Contracts from
time to time covered by it unless the context otherwise requires.

-4-
<PAGE>

Sec. 2.8 Independent Contractor Status. The Distributor acknowledges that
the Broker-Dealer and the General Agent are each independent contractors.
Accordingly, while the Broker-Dealer and the General Agent agree to use their
best efforts to solicit applications for the Contracts, the Broker-Dealer and
the General Agent are not obliged or expected to give full time and energies to
the performance of their obligations hereunder or to sell or solicit a specified
number of Contracts, nor are the Broker-Dealer and the General Agent obliged or
expected to represent the Distributor or any Equitable Life Company exclusively.
Nothing herein contained shall constitute the Broker-Dealer, the General Agent,
or any agents or representatives of the Broker-Dealer or the General Agent as
employees of an Equitable Life Company or the Distributor.

ARTICLE III
LICENSING AND REGISTRATION OF BROKER-DEALER, GENERAL AGENT AND AGENTS

Sec. 3.1 Broker-Dealer Qualifications. The Broker-Dealer represents that
it is a broker-dealer registered with the SEC under the 1934 Act, and is a
member of the NASD. The Broker-Dealer must, at all times when performing its
functions and fulfilling its obligations under this Agreement, be duly
registered as a broker-dealer under the 1934 Act and in each state or other
jurisdiction in which Broker-Dealer intends to perform its functions and fulfill
its obligations hereunder and in which such registration is required, and be a
member in good standing of the NASD.

Sec. 3.2 General Agent Qualifications. The General Agent represents that
it is a licensed life insurance agent where required to solicit applications.
The General Agent must, at all times when performing its functions and
fulfilling its obligations under this Agreement, be duly licensed to sell the
Contracts in each state or other jurisdiction in which the General Agent intends
to perform its functions and fulfill its obligations hereunder.

Sec. 3.3 Qualifications of Broker-Dealer Representatives. The
Broker-Dealer represents and warrants that it shall take all necessary action to
ensure that no individual shall offer or sell the Contracts on behalf of
Broker-Dealer in any state or other jurisdiction in which the Contracts may
lawfully be sold unless such individual is an associated person of Broker-Dealer
(as that term is defined in Section 3(a)(18) of the 1934 Act), is neither
subject to a statutory disqualification (as that term is defined in the 1934
Act) nor prohibited from engaging in the business of insurance (under the
Violent Crime Control and Law Enforcement Act of 1994), and is duly registered
with the NASD and any applicable state securities regulatory authority as a
registered person of Broker-Dealer qualified to distribute the Contracts in such
state or other jurisdiction.

Sec. 3.4 Qualifications of General Agent's Agents and Appointment of
Agents. The General Agent represents and warrants that it shall take all
necessary action to ensure that no individual shall offer or sell the Contracts
on behalf of the General Agent in any state or other jurisdiction unless such
individual is duly appointed as an agent of the General Agent, duly licensed and
appointed as an agent of the appropriate Equitable Life Company and
appropriately licensed, registered or otherwise qualified to offer and sell the
Contracts to be offered and sold by such individual under the insurance laws of
such state or jurisdiction. The General Agent understands that certain states
may require that a special variable contracts examination be passed by agent
before he or she can solicit applications for the Contracts. Nothing in this
Agreement is to be construed as requiring an Equitable Life Company to obtain a
license or issue a consent or appointment to enable any particular agent to sell
Contracts. All matters concerning the licensing of any individuals recommended
for appointment by the General Agent under any applicable state insurance law
shall be a matter directly between the General Agent and such individual. The
General Agent shall furnish the Equitable Life Companies with proof of proper
licensing of such individual or other proof, reasonably acceptable to the
Equitable Life Companies, of satisfaction by such individual of licensing
requirements

-5-
<PAGE>

prior to the appointment of any such individual as an agent of any Equitable
Life Company. In conjunction with the submission of appointment papers for all
such individuals as insurance agents of an Equitable Life Company, the General
Agent shall fulfill all requirements set forth in the General Letter of
Recommendation, which is Exhibit A, and shall be deemed to represent that each
individual is competent and qualified to act as an agent for the Equitable Life
Companies and to hold himself or herself out in good faith to the general
public.

ARTICLE IV
BROKER-DEALER AND GENERAL AGENT COMPLIANCE

Sec. 4.1 Supervisory Responsibilities of General Agent. The General Agent
shall train, supervise and be solely responsible for the conduct of the Agents
in their solicitation activities in connection with the Contracts, and shall
supervise Agents' strict compliance with applicable rules and regulations of any
governmental or other insurance authorities that have jurisdiction over
insurance contract activities, as well as the rules and procedures of the
Equitable Life Companies pertaining to the solicitation, sale and submission of
applications for the Contracts and the provision of services relating to the
Contracts. The General Agent shall be solely responsible for background
investigations of the proposed agents to determine their qualifications, good
character and moral fitness to sell the Contracts.

Sec. 4.2 Supervisory Responsibilities of Broker-Dealer. The Broker-Dealer
shall be responsible for securities training, supervision and control of the
Agents in connection with their solicitation activities and any incidental
services with respect to the Contracts and shall supervise Agents' strict
compliance with applicable federal and state securities laws and NASD
requirements in connection with such solicitation activities and with the rules
and procedures of the Equitable Life Companies.

Sec. 4.3 Compliance With Applicable Laws. The Broker-Dealer and the
General Agent hereby represent and warrant that they are in compliance with all
applicable federal and state securities laws and regulations and all applicable
insurance laws and regulations, including, without limitation, state insurance
laws and regulations imposing insurance licensing requirements. The
Broker-Dealer and the General Agent each agree to carry out their respective
sales and administrative activities and obligations under this Agreement in
continued compliance with federal and state laws and regulations, including
those governing securities and insurance-related activities or transactions, as
applicable. The Broker-Dealer and the General Agent shall notify the Distributor
and the Equitable Life Companies immediately in writing if Broker-Dealer and/or
the General Agent fail to comply with any of the laws and regulations applicable
to either of them.

Sec. 4.4 Restrictions on Sales Activity. The Broker-Dealer and the General
Agent and Agents shall not offer or attempt to offer the Contracts, nor solicit
applications for the Contracts, nor deliver Contracts, in any state or other
jurisdiction in which the Contracts may not lawfully be sold or offered for
sale. For purposes of determining where the Contracts may be offered and
applications solicited, the Broker-Dealer and the General Agent may rely on
written notification, as revised from time to time, received from the
Distributor.

Sec. 4.5 Premiums and Other Payments. All Premiums and loan repayments
shall be sent promptly (and in any event not later than two business days after
receipt) to the appropriate Equitable Life Company at the address indicated in
the rules and procedures of the Equitable Life Companies, or at such other
address as the Equitable Life Companies or the Distributor may subsequently
specify in writing. Each initial Premium shall be accompanied by a properly
completed application for a Contract, unless such Premium is submitted in
accordance with the procedures set forth in Exhibit B, which have been accepted
and agreed to by the Broker-Dealer and the General Agent, as provided in Exhibit
B. Checks in payment of Premiums or outstanding loans shall be drawn to the
order of the appropriate Equitable Life Company.

-6-
<PAGE>

Sec. 4.6 Misdirected Payments. In the event that Premiums or loan
repayments are sent to the General Agent or Broker-Dealer, rather than to the
appropriate Equitable Life Company, the General Agent and Broker-Dealer shall
promptly (and in any event, within two business days) remit such Premiums to the
appropriate Equitable Life Company at the address indicated in the rules and
procedures of the Equitable Life Companies. The General Agent and Broker-Dealer
acknowledge that if any Premium or other payment is held at any time by either
of them, such Premium or other payment shall be held on behalf of the client,
and the General Agent or Broker-Dealer shall segregate such Premium or other
payment from their own funds and promptly (and in any event, within two business
days) remit such Premium or other payment to the Equitable Life Company issuing
the Contract pursuant to which such amounts have been paid.

Sec. 4.7 Delivery of Contracts. Upon issuance of a Contract by an
Equitable Life Company and delivery of such Contract to the Agent who solicited
its purchase, the soliciting Agent shall promptly deliver such Contract to its
purchaser. For purposes of this provision, "promptly" shall be deemed to mean
not later than five calendar days. Consistent with its administrative
procedures, each Equitable Life Company will assume that a Contract issued by it
will be delivered by the soliciting Agent to the purchaser of such Contract
within five calendar days. As a result, if a purchaser exercises the free look
rights under a Contract, the Broker-Dealer and the General Agent shall indemnify
the Equitable Life Company issuing a Contract for any loss incurred by such
Equitable Life Company that results from the soliciting Agent's failure to
deliver such Contract to its purchaser within the contemplated five-calendar-day
period.

Sec. 4.8 Restrictions on Communications. Neither the Broker-Dealer nor the
General Agent, nor any of their directors, partners, officers, employees,
registered persons, associated persons, agents or affiliated persons, in
connection with the offer or sale of the Contracts, shall give any information
or make any representations or statements, written or oral, concerning the
Contracts, the Variable Accounts or the Trust other than information or
representations contained in the Contract and Trust Prospectuses, statements of
additional information and Registration Statements, or in reports or proxy
statements therefor, or in promotional, sales or advertising material or other
information supplied and approved in writing by the Distributor.

Sec. 4.9 Directions Given on Behalf of Contract Owners. The Broker-Dealer
and the General Agent shall be solely responsible for the accuracy and propriety
of any instruction given or action taken by an Agent on behalf of an owner or
prospective owner of a Contract, including any instruction or action pursuant to
Exhibit B. Neither the Distributor nor the Equitable Life Companies shall have
any responsibility or liability for any action taken or omitted by it or by them
in good faith in reliance on or by acceptance of such an instruction or action.

Sec. 4.10 Restrictions on Sales Material and Name Usage. The Broker-Dealer
and the General Agent shall neither use nor authorize the use of any
promotional, sales or advertising material relating to the Contracts, the
Equitable Life Companies, the Variable Accounts, the MVA Interests or the Trust
without the prior written approval of the Distributor. Furthermore, the
Broker-Dealer and the General Agent shall neither use nor authorize the use of
the name of Equitable or of an Affiliate of Equitable, or any other name,
trademark, service mark, symbol or trade style that is now or may hereafter be
owned by Equitable or by an Affiliate of Equitable, except in the manner and to
the extent that such use may be specifically authorized in writing by Equitable
or the Distributor.

Sec. 4.11 Market Timing and Other Prohibitions. The Broker-Dealer and the
General Agent understand and acknowledge that the Distributor, in its sole
discretion and at any time during the term of this Agreement, may restrict or
prohibit the solicitation, offer or sale of Contracts and Premiums thereunder in
connection with any so-called "market timing" or "asset allocation" program,
plan, arrangement or

-7-
<PAGE>

service. Should the Distributor determine in its sole discretion that the
Broker-Dealer or the General Agent is soliciting, offering or selling, or has
solicited, offered or sold, Contracts or Premiums subject to any so-called
"market timing" or "asset allocation" program, plan, arrangement or service
which is not permitted under this Agreement (an "unapproved program"), the
Distributor may take such action which is necessary, in its sole discretion, to
halt such solicitations, offers or sales. Furthermore, in addition to any
indemnification provided in Article XI and any other liability that the
Broker-Dealer and the General Agent might have, the Distributor may hold the
Broker-Dealer and the General Agent liable for any damages or losses, actual or
consequential, sustained by the Distributor or any of its Affiliates, or the
Trust or any Equitable Life Company, as a result of any unapproved program which
causes such losses or damages following solicitation, offer or sale of a
Contract or Premium subject to any unapproved program or similar service made
available by or through the Broker-Dealer or the General Agent. Notwithstanding
any prohibitions which may be imposed pursuant to this Section 4.11, the
Broker-Dealer and its registered representatives who are Agents may provide
incidental services in the form of guidance to applicants and owners of
Contracts regarding the allocation of Premiums and Contract value, provided that
such services are (i) solely incidental to the Broker-Dealer's activities in
connection with the sales of the Contracts, (ii) subject to the supervision and
control of the Broker-Dealer, and (iii) furnished in accordance with rules and
procedures prescribed by the Equitable Life Companies.

Sec. 4.12 Tax Reporting Responsibility. The Broker-Dealer and the General
Agent shall be solely responsible under applicable tax laws for the reporting of
compensation paid to Agents and for any withholding of taxes from compensation
paid to Agents, including, without limitation, FICA, FUTA, and federal, state
and local income taxes.

Sec. 4.13 Maintenance of Books and Records. The General Agent represents
that it maintains and shall maintain such books and records concerning the
activities of the Agents as may be required by the appropriate insurance
regulatory agencies that have jurisdiction and that may be reasonably required
by the Distributor to reflect adequately the Contracts processed through the
General Agent. The General Agent shall make such books and records available to
the Distributor and/or an Equitable Life Company at any reasonable time upon
written request by the Distributor. The Broker-Dealer represents that it
maintains and shall maintain appropriate books and records concerning the
activities of the Agents as are required by the SEC, the NASD and other agencies
having jurisdiction and that may be reasonably required by the Distributor to
reflect adequately the Contracts processed through the General Agent.
Broker-Dealer shall make such books and records available to the Distributor
and/or an Equitable Life Company at any reasonable time upon written request by
the Distributor or an Equitable Life Company.

Sec. 4.14 Bonding of Agents and Others. The Broker-Dealer represents that
all directors, officers, employees, and registered representatives of the
Broker-Dealer who are appointed pursuant to this Agreement as Agents for state
insurance law purposes or who have access to funds of the Equitable Life
Companies, including but not limited to funds submitted with applications for
the Contracts or funds being returned to purchasers of Contracts, are and shall
be covered by a blanket fidelity bond, including coverage for larceny and
embezzlement, issued by a reputable bonding company. This bond shall be
maintained by the Broker-Dealer at the Broker-Dealer's expense. Such bond shall
be, at least, of the form, type and amount required under the NASD Rules of Fair
Practice. The Distributor may require evidence, satisfactory to it, that such
coverage is in force, and the Broker-Dealer shall give prompt written notice to
the Distributor of any cancellation or change of coverage. The Broker-Dealer
assigns any proceeds received from the fidelity bonding company to the Equitable
Life Companies to the extent of each Equitable Life Company's loss due to
activities covered by the bond. If there is any deficiency amount, as a result
of a deductible provision or otherwise, the Broker-Dealer shall promptly pay the
affected Equitable Life Company such amount on demand, and the Broker-Dealer
hereby indemnifies and holds harmless such Equitable Life Company from any such
deficiency and from the costs of collection thereof (including reasonable
attorneys' fees).

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Sec. 4.15 Reports to Insurers. The Broker-Dealer and the General Agent
shall promptly furnish to each Equitable Life Company or its authorized agent
any reports and information that such Equitable Life Company may reasonably
request for the purpose of meeting such Equitable Life Company's reporting and
recordkeeping requirements under the insurance laws of any state, under any
applicable federal or state securities laws, rules or regulations, or the rules
of the NASD.

ARTICLE V
STANDARD OF CONDUCT FOR AGENTS

Sec. 5.1 Basic Rules of Conduct. The Broker-Dealer and the General Agent
shall ensure that each Agent shall comply with a standard of conduct including,
but not limited to, the following:

a. An Agent shall be duly qualified, licensed and registered to
solicit and participate in the sale of Contracts as provided in Article III.

b. An Agent shall not solicit applications for the Contracts
without delivering the appropriate Contract Prospectus(es) the Trust Prospectus
and, where required by state insurance law (as set forth in a notice to be
supplied by the Equitable Life Companies), the then currently effective
statement of additional information for the Contracts, and any other information
whose delivery is specifically required. In soliciting applications for the
Contracts, an Agent shall only make statements, oral or written, which are in
accordance with the Contract Prospectus, the Trust Prospectus and written sales
literature regarding the Contracts authorized by the Distributor. An Agent shall
utilize only those applications for the Contracts provided to the General Agent
by the Distributor.

c. An Agent shall recommend the purchase of a Contract to an
applicant only if he or she has reasonable grounds to believe that such purchase
is suitable for the applicant in accordance with, among other things, applicable
regulations of any state regulatory authority, the SEC and the NASD. While not
limited to the following, a determination of suitability shall be based on
information supplied to an Agent after a reasonable inquiry concerning the
applicant's insurance and investment objectives and financial situation and
needs.

d. An Agent shall require that any payment of an initial Premium,
whether in the form of a check or otherwise, shall be drawn in U.S. dollars on a
bank located in the United States and made payable to the appropriate Equitable
Life Company and, if in the form of a check, signed by the applicant for the
Contract. An Agent shall not accept third-party checks or cash for Premiums.

e. All checks and applications for the Contracts received by an
Agent shall be forwarded promptly, and in any event not later than two business
days after receipt, to the processing office designated by the Equitable Life
Companies.

f. Every Contract received by an Agent shall be delivered
promptly, and in any event not later than five calendar days after receipt, to
its purchaser.

g. Any checks representing a return or refund of Premium which
are received by an Agent for delivery to an applicant or purchaser shall be
delivered promptly to the designated recipient.

h. An Agent shall have no authority to endorse checks to an
Equitable Life Company.

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i. An Agent shall have no authority to alter, modify, waive or
change any of the terms, rates, charges or conditions of the Contracts.

j. An Agent shall make no representations concerning the
continuation of non-guaranteed terms or provisions of the Contracts.

k. An Agent shall have no authority to advertise for, on behalf
of, or with respect to an Equitable Life Company, the Distributor, the Variable
Accounts, the MVA Interests, the Contracts or the Trust without prior written
approval and authorization from the Distributor.

l. An Agent shall have no authority to solicit applications for
Contracts or Premiums thereunder which will be subject to or in connection with
any so-called "market timing" or "asset allocation" program, plan, arrangement
or service which is an unapproved program.

m. An Agent shall not furnish any transfer or other instructions
by telephone to an Equitable Life Company on behalf of an owner of a Contract
without having first obtained from such owner a written authorization in a form
acceptable to the Equitable Life Companies.

n. An Agent shall not encourage a prospective purchaser to
surrender or exchange an insurance policy or contract issued by an Equitable
Life Company in order to purchase a Contract or, conversely, to surrender or
exchange a Contract in order to purchase another insurance policy or contract
issued by an Equitable Life Company, except to the extent such surrenders or
exchanges have been authorized by the Distributor. In the event that an
insurance policy or contract issued by an Equitable Life Company is surrendered
or exchanged in order to purchase a Contract, no compensation shall be paid
under this Agreement.

o. An Agent shall act in accordance with the rules and procedures
of the Equitable Life Companies, including their policy statements on ethical
conduct, in connection with any solicitation activities relating to the
Contracts.

ARTICLE VI
RESPONSIBILITIES OF DISTRIBUTOR FOR MARKETING MATERIALS AND REPORTS

Sec. 6.1 Prospectuses and Applications Provided by Distributor. During the
term of this Agreement, the Distributor upon request will make available to the
Broker-Dealer and the General Agent, for a reasonable charge, copies of the
Contract Prospectus(es), Trust Prospectus and applications for the Contracts.
Upon receipt from the Distributor of updated copies of the Contract
Prospectus(es), Trust Prospectus and applications for the Contracts, the
Broker-Dealer and the General Agent will promptly discard or destroy all copies
of such documents previously provided to them, except such copies as are needed
for purposes of maintaining proper records. Upon termination of this Agreement,
the Broker-Dealer and the General Agent will promptly return, to the
Distributor, all Contract and Trust Prospectuses, Contract applications, and
other materials and supplies furnished by the Distributor to the Broker-Dealer
or the General Agent or to the Agents.

Sec. 6.2 Sales Material Provided by Distributor. During the term of this
Agreement, the Distributor will be responsible for providing and approving all
promotional, sales and advertising material to be used by the Broker-Dealer and
the General Agent. The Distributor will file such materials or will cause such
materials to be filed with the SEC and the NASD, and with any state securities
regulatory authorities, as required.

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Sec. 6.3 Information Provided by Distributor. The Distributor will compile
periodic marketing reports summarizing sales results to the extent reasonably
requested by the Broker-Dealer or the General Agent.

ARTICLE VII
COMMISSIONS, FEES AND EXPENSES

Sec. 7.1 Compensation Schedule. During the term of this Agreement, the
Distributor shall pay to the General Agent (or to the Broker-Dealer, at the
request of the General Agent) as compensation for Contracts for which it is the
Broker-of-Record, the amounts set forth in Schedule II, as such Schedule II may
be amended or modified at any time, in any manner and without prior notice by
the Distributor, and subject to the other provisions of this Agreement. Any
amendment to Schedule II will be applicable to any Contract for which an
application or initial Premium is received by an Equitable Life Company on or
after the effective date of such amendment, in accordance with procedures
established by the Distributor. Compensation with respect to any Contract shall
be paid to the General Agent only for so long as the General Agent is the
Broker-of-Record for such Contract.

Sec. 7.2 Limitations on Compensation. No compensation shall be payable,
and any compensation already paid shall be returned to the Distributor (or to
Equitable, at the direction of the Distributor) on request, under each of the
following conditions:

a. if an Equitable Life Company, in its sole discretion,
determines not to issue the Contract applied for;

b. if an Equitable Life Company refunds the Premium paid by an
applicant, upon the exercise of applicant's right of withdrawal;

c. if an Equitable Life Company refunds the Premium paid by an
applicant, as a result of a complaint by the applicant, recognizing that the
Equitable Life Companies have sole discretion to refund Premiums; or

d. if the Distributor determines that any person signing an
application or any person or entity receiving compensation for soliciting
purchases of Contracts is not duly licensed to sell life insurance (and to sell
variable contracts if required by the state in question).

No compensation or reimbursement of any kind other than that described in this
Agreement is payable to the General Agent or the Broker-Dealer. In addition, the
Broker-Dealer and the General Agent recognize that, unless the provisions of
Exhibit B apply to the receipt of an initial Premium, all compensation payable
to the General Agent hereunder will be disbursed by or on behalf of the
Distributor after each Premium is received and accepted by the appropriate
Equitable Life Company.

Sec. 7.3 Expenses Paid by Broker-Dealer and General Agent. Neither the
Broker-Dealer nor the General Agent shall, directly or indirectly, expend or
contract for the expenditure of any funds of the Distributor or any Equitable
Life Company. The Broker-Dealer and the General Agent shall each pay all
expenses incurred by each of them in the performance of this Agreement, unless
otherwise specifically provided for in this Agreement or unless the Distributor
shall have agreed in advance in writing to share the cost of certain expenses.
Initial state appointment fees for agents of an Equitable Life Company who are
associated with the General Agent will be paid by such Equitable Life Company
unless otherwise paid by the General Agent or Broker-Dealer. Renewal state
appointment fees for any Agent shall be paid by such Equitable Life Company if,
in the sole discretion of such Equitable Life Company, its minimum production
and activity requirements for the payment of renewal appointment fees have been
met by such Agent. Each

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Equitable Life Company shall establish reasonable minimum production and
activity requirements for the payment of renewal state appointment fees, which
may be changed by such Equitable Life Company in its sole discretion at any time
without notice. Except as otherwise provided herein, the Broker-Dealer will be
obligated to pay all state appointment fees, including, but not limited to,
renewal appointment fees not paid for by an Equitable Life Company, transfer
fees and termination fees, and any other fees required to be paid to obtain
state insurance licenses for Agents.

Sec. 7.4 Offsets of Compensation Under Other Agreements. With respect to
commissions, compensation or any other amounts owed by the Distributor or any
Affiliate of the Distributor to the Broker-Dealer or the General Agent under any
other agreement, the Distributor shall have a right to set off against such
amounts any monies payable by the General Agent under this Agreement, including
Schedule II, to the Distributor, to the extent permitted by applicable law. This
right on the part of the Distributor shall not prevent both of them or either of
them from pursuing any other means or remedies available to them to recover such
monies payable by the General Agent.

Sec. 7.5 No Rights of Agents to Compensation Paid by Distributor. Agents
shall have no interest in this Agreement or right to any commissions to be paid
by the Distributor to the General Agent. The General Agent shall be solely
responsible for the payment of any commission or consideration of any kind to
Agents. The General Agent shall have no interest in any compensation paid by an
Equitable Life Company to the Distributor, now or hereafter, in connection with
the sale of any Contracts under this Agreement.

ARTICLE VIII
TERM AND EXCLUSIVITY OF AGREEMENT

Sec. 8.1 Limited Classes of Contracts. This Agreement relates solely to
the Contracts identified in Schedule I.

Sec. 8.2 Term. This Agreement shall remain in effect for a period of one
year from the Effective Date, and, unless terminated earlier pursuant to
Sections 8.3 or 8.4, shall automatically continue in effect for one-year periods
thereafter; provided, however, that it shall automatically terminate upon
termination of any distribution agreement between the Distributor and an
Equitable Life Company relating to the Contracts.

Sec. 8.3 Early Termination by Notice. This Agreement may be terminated by
any party hereto by giving notice to the other parties at least sixty (60) days
prior to an anniversary of the Effective Date.

Sec. 8.4 Termination for Cause. If Broker-Dealer or the General Agent
shall default in their respective obligations under this Agreement, or breach
any of their respective representations or warranties made in this Agreement,
the Distributor may, at its option, cancel and terminate this Agreement without
notice.

Sec. 8.5 Surviving Provisions. Upon termination of this Agreement, all
authorizations, rights, and obligations hereunder shall cease except:

a. the obligation to settle accounts hereunder, including the
payment of compensation with respect to Contracts in effect at the time of
termination or issued pursuant to applications received by an Equitable Life
Company prior to termination or Premiums received under such Contracts
subsequent to termination of this Agreement;

b. the provisions with respect to indemnification set forth in
Article XI;

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c. the provisions of Section 4.13 that require the General Agent
and the Broker-Dealer to maintain certain books and records;

d. the confidentiality provisions contained in Section 10.3; and

e. the provisions of subparagraph l. of Section 5.1 with respect
to the surrender or exchange of a Contract.

ARTICLE IX
COMPLAINTS AND INVESTIGATIONS

Sec. 9.1 Cooperation in Investigations and Proceedings. The Distributor,
the Broker-Dealer and the General Agent shall each cooperate fully in any
insurance regulatory investigation, proceeding or inquiry or in any judicial
proceeding arising in connection with the Contracts marketed under this
Agreement. In addition, the Distributor, the Broker-Dealer and the General Agent
shall cooperate fully in any securities regulatory investigation, proceeding or
inquiry or in any judicial proceeding with respect to the Distributor, the
Broker-Dealer, their Affiliates or their agents, to the extent that such
investigation or proceeding is in connection with the Contracts marketed under
this Agreement. Copies of documents received by any party to this Agreement in
connection with any judicial proceeding shall be furnished promptly to all of
the other parties.

Sec. 9.2 Notification and Related Requirements. Without limiting the
provisions of Section 9.1:

a. The Broker-Dealer and the General Agent will be notified
promptly of any customer complaint or notice of any regulatory investigation,
proceeding or inquiry or any judicial proceeding received by the Distributor or
an Equitable Life Company with respect to the Broker-Dealer, General Agent or
any Agent.

b. The Broker-Dealer and the General Agent will promptly notify
the Distributor and the appropriate Equitable Life Company of any customer
complaint or notice of any regulatory investigation, proceeding or inquiry or
any judicial proceeding received by the Broker-Dealer, the General Agent or
their Affiliates with respect to themselves, their Affiliates or any Agent in
connection with any Contract marketed under this Agreement or any activity
relating to any such Contract and, upon request by the Distributor, will
promptly provide copies of all relevant materials to the Distributor.

c. In the case of a customer complaint, the Distributor, the
Broker-Dealer and the General Agent will cooperate in investigating such
complaint, and any response by the Broker-Dealer or the General Agent to such
complaint will be sent to the Distributor for written approval not less than
five business days prior to its being sent to the customer or regulatory
authority, except that if a more prompt response is required, the proposed
response shall be communicated by telephone or facsimile. The Distributor shall
have final authority to determine the content of each such response.

ARTICLE X
ASSIGNMENT, AMENDMENT, CONFIDENTIALITY

Sec. 10.1 Non-Assignable Except to Certain Affiliates. This Agreement
shall be non-assignable by the parties hereto, except that a party may assign
its rights and obligations to any subsidiary of, or any company under common
control with, such party, provided that:

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a. the assignee is duly licensed to perform all functions
required of that party under this Agreement;

b. the assignee undertakes to perform such party's functions
hereunder; and

c. in the event that the Broker-Dealer or the General Agent
determines to assign its rights and obligations under this Agreement:

i. such proposed assignment is approved in advance by the
Distributor; and

ii. the Broker-Dealer or the General Agent or assignee pays
any state insurance agent appointment fees and any other charges or fees,
including taxes, that become due and payable as a result of the assignment.

Sec. 10.2 Prior Agreements and Amendments. This Agreement constitutes the
entire agreement between the parties hereto and supersedes all prior agreements,
either oral or written, between the parties relating to the Contracts and,
except for any amendment of Schedule I, pursuant to the terms of Section 2.6, or
Schedule II, pursuant to the terms of Section 7.1, may not be modified in any
way unless by written agreement.

Sec. 10.3 Confidentiality. Each party to this Agreement shall maintain the
confidentiality of any client list or any other proprietary information that it
may acquire in the performance of this Agreement and shall not use such
information for any purpose unrelated to the administration of the Contracts
without the prior written consent of the other parties.

ARTICLE XI
INDEMNIFICATION

Sec. 11.1 Indemnification of Distributor. The Broker-Dealer and the
General Agent, jointly and severally, shall indemnify and hold harmless each
Equitable Life Company, the Distributor and each person who controls or is
associated with an Equitable Life Company or the Distributor within the meaning
of such terms under the federal securities laws, and any officer, director,
employee or agent of the foregoing, against any and all losses, claims, damages
or liabilities, joint or several (including any investigative, legal and other
expenses reasonably incurred in connection with, and any amounts paid in
settlement of, any action, suit or proceeding or any claim asserted), insofar as
such losses, claims, damages or liabilities arise out of or are based upon:

a. violation(s) by the Broker-Dealer, the General Agent or an
Agent of federal or state securities laws or regulations, insurance laws or
regulations, or any rule or requirement of the NASD;

b. any unauthorized use of sales or advertising material, any
oral or written misrepresentations, or any unlawful sales practices concerning
the Contracts, the Equitable Life Companies, the Variable Accounts, the MVA
Interests or the Trust, by the Broker-Dealer, the General Agent or an Agent;

c. claims by the Agents or other agents or representatives of
the General Agent or the Broker-Dealer for commissions or other compensation or
remuneration of any type;

d. any action or inaction by any clearing broker or broker
furnishing similar services through which the Broker-Dealer or the General Agent
processes any transaction pursuant to this Agreement;

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e. any failure on the part of the Broker-Dealer, the General
Agent or an Agent to submit Premiums or applications for Contracts or accurate
and proper instructions of a Contract owner or prospective owner to the
Equitable Life Companies, or to submit the correct amount of a Premium, on a
timely basis and in accordance with Sections 4.5 and 4.6 and the rules and
procedures of the Equitable Life Companies.

f. any failure on the part of the Broker-Dealer, the General
Agent, or an Agent to deliver Contracts to purchasers thereof on a timely basis
in accordance with Section 4.7 and in accordance with the rules and procedures
of the Equitable Life Companies; or

g. any other breach by the Broker-Dealer or the General Agent of
any provision of this Agreement, including, without limitation, Section 5.1.

This indemnification will be in addition to any liability which the
Broker-Dealer and the General Agent may otherwise have.

Sec. 11.2 Indemnification of Broker-Dealer and General Agent. The
Distributor shall indemnify and hold harmless the Broker-Dealer and the General
Agent and each person who controls or is associated with the Broker-Dealer or
the General Agent within the meaning of such terms under the federal securities
laws, and any officer, director, employee or agent of the foregoing, against any
and all losses, claims, damages or liabilities, joint or several (including any
investigative, legal and other expenses reasonably incurred in connection with,
and any amounts paid in settlement of, any action, suit or proceeding or any
claim asserted), to which they or any of them may become subject under any
statute or regulation, at common law or otherwise, insofar as such losses,
claims, damages or liabilities arise out of or are based upon negligent,
improper, fraudulent or unauthorized acts or omissions.

Sec. 11.3 Notification and Procedures. After receipt by a party entitled
to indemnification ("Indemnified Party") under this Article XI of notice of the
commencement of any action or threat of such action, if a claim in respect
thereof is to be made against any person obligated to provide indemnification
under this Article XI ("Indemnifying Party"), such Indemnified Party will notify
the Indemnifying Party in writing of the commencement thereof as soon as
practicable thereafter, provided that the omission so to notify the Indemnifying
Party will not relieve it from any liability under this Article XI, except to
the extent that the omission results in a failure of actual notice to the
Indemnifying Party and such Indemnifying Party is damaged solely as a result of
the failure to give such notice. The Indemnifying Party, upon the request of the
Indemnified Party, shall retain counsel reasonably satisfactory to the
Indemnified Party to represent the Indemnified Party and any others the
Indemnifying Party may designate in such proceeding and shall pay the fees and
disbursements of such counsel related to such proceeding. In any such
proceeding, any Indemnified Party shall have the right to retain its own
counsel, but the fees and expenses of such counsel shall be at the expense of
such Indemnified Party, unless (i) the Indemnifying Party and the Indemnified
Party shall have mutually agreed to the retention of such counsel or (ii) the
named parties to any such proceeding (including any impleaded parties) include
both the Indemnifying Party and the Indemnified Party and representation of both
parties by the same counsel would be inappropriate due to actual or potential
differing interests between them. The Indemnifying Party shall not be liable for
any settlement of any proceeding effected without its written consent, but if
such proceeding is settled with such consent or if final judgment is entered in
such proceeding for the plaintiff, the Indemnifying Party shall indemnify the
Indemnified Party from and against any loss or liability by reason of such
settlement or judgment.

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ARTICLE XII
MISCELLANEOUS

Sec. 12.1 Headings. The headings in this Agreement are included for
convenience of reference only and in no way define or delineate any of the
provisions hereof or otherwise affect their construction or effect.

Sec. 12.2 Counterparts. This Agreement may be executed in two or more
counterparts, each of which taken together shall constitute one and the same
instrument.

Sec. 12.3 Severability. If any provision of this Agreement shall be held
or made invalid by a court decision, statute, rule or otherwise, the remainder
of this Agreement shall not be affected thereby.

Sec. 12.4 Notices. All notices under this Agreement shall be given in
writing and addressed as follows:

if to the Distributor, to:

Equico Securities, Inc.
1755 Broadway
New York, New York 10019
Attention: President

if to the Broker-Dealer or the General Agent, to:

_________________________________
_________________________________
_________________________________
Attention:_______________________

or to such other address as such party may hereafter specify in writing. Each
such notice shall be either hand delivered or transmitted by certified United
States mail, return receipt requested, and shall be effective upon delivery.

Sec. 12.5 Governing Law. This Agreement shall be governed by and construed
in accordance with the laws of the State of New York, excluding its conflict of
laws provisions. This Agreement shall also be subject to the rules of the NASD,
including its by-laws; and all disputes arising hereunder shall be submitted to
arbitration under the Code of Arbitration Procedure of the NASD.

Sec. 12.6 Scope of Sales Material References. For purposes of this
Agreement, all references to sales, promotional, marketing or advertising
material shall include, without limitation, advertisements (such as material
published, or designed for use in, a newspaper, magazine or other periodical,
radio, television, telephone or tape recording, videotape display, signs or
billboards, motion pictures or other public media), sales literature (i.e., any
written communication distributed or made generally available to customers or
the public, including brochures, circulars, research reports, market letters,
form letters, seminar texts, reprints or excerpts of any other advertisement,
sales literature or published article), and educational or training materials or
other communications distributed or made generally available to some or all
Agents or employees of the Broker-Dealer or the General Agent.

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Sec. 12.7 Noninterference with Employees, Agents, and Clients.

a. During the term of this Agreement, neither the Broker-Dealer
nor the General Agent shall hire or solicit, as an employee, agent, consultant,
registered representative or other sales representative, or in any other
capacity, any individual who has been, at any time within six months prior to
such hiring or solicitation, an employee, agent or registered representative of
the Distributor or any affiliate of the Distributor. Violation of this provision
shall constitute a material breach of this Agreement.

b. During the term of this Agreement, the Broker-Dealer and the
General Agent agree not to solicit knowingly any person who is a client of a
member of the career agency force of Equitable (an "Equitable agent"). If, while
servicing a client, the Broker-Dealer or General Agent ascertains that the
person is also a client of an active Equitable agent, the Broker-Dealer or
General Agent will refer the client to the Equitable agent and, if possible,
notify the Equitable agent of the person's interest. The Broker-Dealer and the
General Agent agree that no commission will be payable under this Agreement in
connection with any sale of a Contract which involves a violation of the
foregoing rules regarding clients of Equitable agents. In the event that an
Agent and an Equitable agent each claim the same person as a client, the
client's desires will be taken into consideration in determining the application
of this Section 12.7(b).

Sec. 12.8 No Waiver of Rights. The rights, remedies and obligations
contained in this Agreement are cumulative and are in addition to any and all
rights, remedies and obligations, at law or in equity, which the parties hereto
are entitled to under state and federal laws. Failure of any party to insist
upon strict compliance with any of the conditions of this Agreement shall not be
construed as a waiver of any of the conditions, but the same shall remain in
full force and effect. No waiver of any of the provisions of this Agreement
shall be deemed, or shall constitute, a waiver of any other provisions, whether
or not similar, nor shall any waiver constitute a continuing waiver.

Sec. 12.9 Scope of Agreement. All Schedules and Exhibits to this Agreement
are part of the Agreement.

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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by their respective duly authorized officers.

_________________________________
[Broker-Dealer]

By:______________________________
Title:

_________________________________
[General Agent]

By:______________________________
Title:

Agreed to and accepted as of the _______ day
of __________, 199_ in New York, New York

EQUICO SECURITIES, INC.

By:__________________________________
Title:_________________________________

L5S_1.DOC/27424
MTX_1.DOC/29589
OPU_1.DOC/32034
10/95

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EXHIBIT A

GENERAL LETTER OF RECOMMENDATION

The General Agent hereby certifies to the Equitable Life Companies that
all the following requirements have been fulfilled in conjunction with the
submission of appointment papers for all applicants as agents of an Equitable
Life Company submitted by the General Agent, as listed on Schedule A. The
General Agent will, upon request, forward proof of compliance with same to the
Equitable Life Companies in a timely manner.

1. We have made a thorough and diligent inquiry and investigation relative
to each applicant's identity, residence and business reputation and declare that
each applicant is personally known to us, has been examined by us, is known to
be of good moral character, has a good business reputation, is reliable, is
financially responsible and is worthy of a license. Each individual is
trustworthy, competent and qualified to act as an agent for the Equitable Life
Companies and to hold himself or herself out in good faith to the general
public. We vouch for each applicant.

2. We have on file a Form U-4 which was completed by each applicant. We
have fulfilled all the necessary investigative requirements for the registration
of each applicant as a registered representative through our NASD member firm,
and each applicant is presently registered as an NASD registered representative.
The above information in our files indicates no fact or condition which would
disqualify the applicant from receiving a license, and all the findings of all
investigative information is favorable.

3. We certify that all educational requirements have been met for the
specific state in which each applicant is requesting a license and that all such
persons have fulfilled the appropriate examination, education and training
requirements.

4. If the applicant is required to submit his or her picture, signature or
securities registration in the state in which he or she is applying for a
license, we certify that those items forwarded to the Equitable Life Companies
are those of the applicant and the securities registration is a true copy of the
original.

5. We hereby warrant that the applicant is not applying for a license with
an Equitable Life Company in order to place insurance chiefly or solely on his
or her life or property or on the lives, property or liability of relatives or
associates.

6. We certify that each applicant will receive close and adequate
supervision, and that we will make inspection when needed of any or all risks
written by these applicants, to the end that the insurance interest of the
public will be properly protected.

-i-
<PAGE>

7. We will not permit any applicant to transact insurance as an agent
until duly licensed therefor. No applicants have been given a contract or
furnished supplies, nor have any applicants been permitted to write or solicit
business or to act as an agent in any capacity, and they will not be so
permitted until the certificate of authority or license applied for is received.

This certification is given and agreed to as of the day and year first
above written.

____________________________________
[Broker-Dealer]

By:_________________________________

____________________________________
[General Agent]

By:_________________________________

-ii-

VARIABLE LIFE
INSURANCE
POLICY

INSURED PERSON RICHARD ROE

POLICY OWNER ABC CORPORATION

FACE AMOUNT $ 50,000

TARGET AMOUNT $100,000

DEATH BENEFIT OPTION A (SEE PAGE 6)

POLICY NUMBER XX XXX XXX

WE AGREE to pay the Insurance Benefit of this policy and to provide its other
benefits and rights in accordance with its provisions.

FLEXIBLE PREMIUM VARIABLE LIFE POLICY

This is a flexible premium variable life insurance policy. You can, within
limits:

o make premium payments at any time and in any amount;

o change the death benefit option;

o change the allocation of net premiums and deductions among your investment
options; and

o transfer amounts among your investment options.

THE DEATH BENEFIT IS GUARANTEED TO THE INSURED'S ATTAINED AGE 100 IF THE DEATH
BENEFIT IS ALWAYS OPTION A OR TO THE LATER OF ATTAINED AGE 80 OR 15 YEARS FROM
ISSUE IF THE DEATH BENEFIT IS EVER OPTION B, SUBJECT TO PREMIUMS HAVING BEEN
PAID IN ACCORDANCE WITH THE DEATH BENEFIT GUARANTEE PROVISION DESCRIBED IN THE
POLICY.

All of these rights and benefits are subject to the terms and conditions of this
policy. All requests for policy changes are subject to our approval and may
require evidence of insurability.

We will put your net premiums into your Policy Account. You may then allocate
them to one or more investment funds of our Separate Account(s) (SA) and to our
Guaranteed Interest Account (GIA).

THE PORTION OF YOUR POLICY ACCOUNT THAT IS IN AN INVESTMENT FUND OF OUR SA WILL
VARY UP OR DOWN DEPENDING ON THE UNIT VALUE OF SUCH INVESTMENT FUND, WHICH IN
TURN DEPENDS ON THE INVESTMENT PERFORMANCE OF THE SECURITIES HELD BY THAT SA
FUND. THERE ARE NO MINIMUM GUARANTEES AS TO SUCH PORTION OF YOUR POLICY ACCOUNT.

The portion of your Policy Account that is in our GIA will accumulate, after
deductions, at rates of interest we determine. Such rates will not be less than
4% a year.

THE AMOUNT AND DURATION OF THE DEATH BENEFIT MAY BE VARIABLE OR FIXED AS
DESCRIBED IN THIS POLICY.

This is a non-participating policy.

RIGHT TO EXAMINE POLICY. You may examine this policy and if for any reason you
are not satisfied with it, you may cancel it by returning this policy with a
written request for cancellation to our Administrative Office by the 10th day
after you receive it. If you do this, we will refund the premiums that were paid
on this policy.

A B C D A B C D
Pauline Sherman, Joseph J. Melone,
Vice President & Secretary Chairman & Chief Executive Officer

No. 96-300

<PAGE>

Contents
- --------

Policy Information 3

Table of Maximum Monthly Charges
for Benefits 4

Those Who Benefit from this Policy 5

The Insurance Benefit We Pay 5

Changing the Face Amount of Insur-
ance or the Death Benefit Option 7

The Premiums You Pay 7

Your Policy Account and How it
Works 9

Your Investment Options 9

The Value of Your Policy Account 11

The Cash Surrender Value of this
Policy 12

How a Loan Can Be Made 12

Our Separate Account(s) (SA) 14

Our Annual Report to You 15

How Benefits are Paid 15

Other Important Information 16

IN THIS POLICY:
- ---------------

"We," "our," and "us" mean
Equitable Variable Life Insurance
Company.

"You" and "your" mean the
owner of this policy at the time
an owner's right is exercised.

Unless otherwise stated, all
references to interest in this
policy are effective annual rates
of interest.

Attained age means age on the
birthday nearest to the beginning
of the current policy year.

ADMINISTRATIVE OFFICE
- ---------------------

The address of our Administra-
tive Office is shown on Page 3.
You should send premiums and
correspondence to that address
unless instructed otherwise.

Copies of the application for this
policy and any additional benefit
riders are attached to the policy.

INTRODUCTION

The premiums you pay, after deductions are made in accordance with the Table of
Expense Charges in the Policy Information section, are put into your Policy
Account. Amounts in your Policy Account are allocated at your direction to one
or more investment funds of our SA and to our GIA.

The investment funds of our SA invest in securities and other investments whose
value is subject to market fluctuations and investment risk. There is no
guarantee of principal or investment experience.

Our GIA earns interest at rates we declare in advance of each policy year. The
rates are guaranteed for each policy year. The principal, after deductions, is
also guaranteed.

If death benefit Option A is in effect, the death benefit is the Face Amount of
Insurance, and the amount of the death benefit is fixed except when it is a
percentage of your Policy Account. If death benefit Option B is in effect, the
death benefit is the Face Amount of Insurance plus the amount in your Policy
Account. The amount of the death benefit is variable. Under either option, the
death benefit will never be less than a percentage of your Policy Account as
stated on Page 6.

The death benefit is guaranteed to the Insured's attained age 100 if the Death
Benefit is always Option A or to the later of attained age 80 or 15 years from
issue if the Death Benefit is ever Option B, subject to premiums having been
paid in accordance with the Death Benefit Guarantee provision described in the
policy.

We make monthly deductions from your Policy Account to cover the cost of the
benefits provided by this policy and the cost of any benefits provided by riders
to this policy.

This is only a summary of what this policy provides. You should read all of it
carefully. Its terms govern your rights and our obligations.

No. 96-300 Page 2

<PAGE>

POLICY INFORMATION

INSURED PERSON RICHARD ROE

POLICY OWNER ABC CORPORATION

FACE AMOUNT
OF BASE POLICY $ 50,000

FACE AMOUNT
OF TERM RIDER $ 50,000

TARGET AMOUNT $100,000
(BASE POLICY + TERM)

DEATH BENEFIT OPTION A (SEE PAGE 6)

POLICY NUMBER xx xxx xxx

BENEFICIARY MARGARET H. ROE SEPARATE ACCOUNT [FP]

DATE OF ISSUE JANUARY 3, 1996 SEX MALE

INSURED PERSON'S PREFERRED
RESIDENCE STATE SPECIMEN NON-TOBACCO USER

A MINIMUM INITIAL PREMIUM PAYMENT OF $555.45 IS DUE ON OR BEFORE DELIVERY OF THE
POLICY.

THE PLANNED PERIODIC PREMIUM OF [$600.00] IS PAYABLE [SEMI-ANNUALLY].

PREMIUM PAYMENTS ARE FOR THE INSURANCE BENEFIT AND ANY ADDITIONAL BENEFIT
RIDERS LISTED.

SUPPLEMENTAL TERM INSURANCE ON INSURED - EXPIRY DATE - JANUARY 2, 2061

DEATH BENEFIT GUARANTEE PREMIUM FOR BASIC LIFE INSURANCE

MONTHLY PREMIUM PREMIUM PERIOD
--------------- --------------
NOT APPLICABLE NOT APPLICABLE
-------------- --------------

THE PLANNED PERIODIC PREMIUMS SHOWN ABOVE MAY NOT BE SUFFICIENT TO CONTINUE THE
POLICY AND LIFE INSURANCE COVERAGE IN FORCE TO THE FINAL POLICY DATE, WHICH IS
THE POLICY ANNIVERSARY NEAREST THE INSURED PERSON'S 100TH BIRTHDAY. THE PERIOD
FOR WHICH THE POLICY AND COVERAGE WILL CONTINUE IN FORCE WILL DEPEND ON: (1) THE
AMOUNT, TIMING AND FREQUENCY OF PREMIUM PAYMENTS; (2) CHANGES IN THE FACE AMOUNT
OF INSURANCE AND THE DEATH BENEFIT OPTIONS; (3) CHANGES IN THE INTEREST RATES
CREDITED TO OUR GIA AND IN THE INVESTMENT PERFORMANCE OF THE INVESTMENT FUNDS OF
OUR SA; (4) CHANGES IN THE MONTHLY DEDUCTIONS FROM THE POLICY ACCOUNT FOR THIS
POLICY AND ANY BENEFITS PROVIDED BY RIDERS TO THIS POLICY; AND (5) LOAN AND
PARTIAL NET CASH SURRENDER VALUE WITHDRAWAL ACTIVITY.

PAGE 3
(CONTINUED ON NEXT PAGE)
96-300-3

<PAGE>

POLICY INFORMATION CONTINUED - POLICY NUMBER XX XXX XXX

------------ TABLE OF MAXIMUM AUTOMATIC EXPENSE CHARGES ------------

DEDUCTIONS FROM PREMIUM PAYMENTS:

CHARGE FOR APPLICABLE TAXES (OTHER THAN TAXES DISCUSSED ON PAGE 11):

[2.00%] OF EACH PREMIUM PAYMENT. WE RESERVE THE RIGHT TO CHANGE THIS
PERCENTAGE TO CONFORM TO CHANGES IN THE LAW OR IF THE INSURED PERSON
CHANGES RESIDENCE.

PREMIUM SALES CHARGE:

FOR POLICY YEARS 1-10: 5.50% OF EACH PREMIUM PAYMENT.
FOR POLICY YEARS 11 AND LATER: 2.50% OF EACH PREMIUM PAYMENT.

DEDUCTIONS FROM YOUR POLICY ACCOUNT (THESE CHARGES ARE DEDUCTED AT THE BEGINNING
OF EACH POLICY MONTH):

ADMINISTRATIVE CHARGE:

FOR POLICY YEARS 1-3: $26.00 PER MONTH.
FOR POLICY YEARS 4-10: $13.50 PER MONTH.
FOR POLICY YEARS 11 AND LATER: $9.00 PER MONTH.

FOR MORTALITY AND EXPENSE RISK:

.03333% OF THE UNLOANED POLICY ACCOUNT VALUE.

ADMINISTRATIVE OFFICE
---------------------

EQUITABLE VARIABLE LIFE INSURANCE COMPANY
SPECIMEN SERVICE CENTER
100 SPECIMEN STREET
CITY, STATE 10001-6018

96-300-3 PAGE 3 - CONTINUED

<PAGE>

POLICY INFORMATION CONTINUED - POLICY NUMBER XX XXX XXX

-------- TABLE OF GUARANTEED MAXIMUM MONTHLY COST OF INSURANCE RATES --------
PER $1,000 OF NET AMOUNT AT RISK (SEE PAGE 9) FOR BASIC LIFE INSURANCE

INSURED INSURED INSURED
PERSON'S PERSON'S PERSON'S
ATTAINED ATTAINED ATTAINED
AGE RATE AGE RATE AGE RATE

35 0.14094 55 0.65401 75 5.03724
36 0.14762 56 0.72203 76 5.59039
37 0.15880 57 0.79429 77 6.17549
38 0.16682 58 0.87251 78 6.78686
39 0.17851 59 0.96090 79 7.44038

40 0.19103 60 1.05949 80 8.16249
41 0.20607 61 1.16916 81 8.97320
42 0.22110 62 1.29417 82 9.89813
43 0.23865 63 1.43714 83 10.95204
44 0.25619 64 1.59899 84 12.11846

45 0.27709 65 1.77812 85 13.37460
46 0.29966 66 1.97123 86 14.69860
47 0.32391 67 2.18097 87 16.08129
48 0.34984 68 2.40660 88 17.49682
49 0.37912 69 2.65338 89 18.96601

50 0.41009 70 2.93268 90 20.51212
51 0.44693 71 3.30181 91 22.16549
52 0.48965 72 3.61779 92 23.98724
53 0.53742 73 4.04199 93 26.06643
54 0.59276 74 4.52073 94 28.78427

95 32.81758
96 39.64294
97 53.06605
98 83.33238
99 83.33238

96-300-4 PAGE 4

<PAGE>

POLICY INFORMATION CONTINUED - POLICY NUMBER XX XXX XXX

-------- TABLE OF GUARANTEED MAXIMUM MONTHLY COST OF INSURANCE RATES --------
PER $1,000 OF SUPPLEMENTAL TERM INSURANCE BENEFIT

INSURED INSURED INSURED
PERSON'S PERSON'S PERSON'S
ATTAINED ATTAINED ATTAINED
AGE RATE AGE RATE AGE RATE

35 0.14800 55 0.68684 75 5.29661
36 0.15501 56 0.75828 76 5.87918
37 0.16465 57 0.83419 77 6.49561
38 0.17517 58 0.91635 78 7.13994
39 0.18744 59 1.00921 79 7.82897

40 0.20060 60 1.11279 80 8.59062
41 0.21638 61 1.22801 81 9.44613
42 0.23217 62 1.35937 82 10.42270
43 0.25060 63 1.50960 83 11.53615
44 0.26902 64 1.67968 84 12.76934

45 0.29097 65 1.86795 85 14.09843
46 0.31467 66 2.07093 86 15.50051
47 0.34014 67 2.29141 87 16.96608
48 0.36737 68 2.52862 88 18.46791
49 0.39812 69 2.78811 89 20.02823

50 0.43064 70 3.08183 90 21.67203
51 0.46933 71 3.47009 91 23.43192
52 0.51420 72 3.80253 92 25.37355
53 0.56437 73 4.24890 93 27.59288
54 0.62250 74 4.75279 94 30.49944

95 34.82486
96 42.17972
97 56.79054
98 83.33238
99 83.33238

96-300-4 PAGE 4 - CONTINUED

<PAGE>

- --------------------------------------------------------------------------------
THOSE WHO BENEFIT FROM THIS POLICY

OWNER. The owner of this policy is the insured person unless otherwise stated in
the application, or later changed.

As the owner, you are entitled to exercise all the rights of this policy while
the insured person is living. To exercise a right, you do not need the consent
of anyone who has only a conditional or future ownership interest in this
policy.

BENEFICIARY. The beneficiary is as stated in the application, unless later
changed. The beneficiary is entitled to the Insurance Benefit of this policy.
One or more beneficiaries for the Insurance Benefit can be named in the
application. If more than one beneficiary is named, they can be classed as
primary or contingent. If two or more persons are named in a class, their shares
in the benefit can be stated. The stated shares in the Insurance Benefit will be
paid to any primary beneficiaries who survive the insured person. If no primary
beneficiaries survive, payment will be made to any surviving contingent
beneficiaries. Beneficiaries who survive in the same class will share the
Insurance Benefit equally, unless you have made another arrangement with us.

If there is no designated beneficiary living at the death of the insured person,
we will pay the Insurance Benefit to the insured person's surviving children in
equal shares. If none survive, we will pay the insured person's estate.

CHANGING THE OWNER OR BENEFICIARY. While the insured person is living, you may
change the owner or beneficiary by written notice in a form satisfactory to us.
You can get such a form from our agent or by writing to us at our Administrative
Office. The change will take effect on the date you sign the notice; however, it
will not apply to any payment we make or other action we take before we receive
the notice. If you change the beneficiary, any previous arrangement you made as
to a payment option for benefits is cancelled. You may choose a payment option
for the new beneficiary in accordance with "How Benefits Are Paid" on Page 15.

ASSIGNMENT. You may assign this policy, if we agree. In any event, we will not
be bound by an assignment unless we have received it in writing at our
Administrative Office. Your rights and those of any other person referred to in
this policy will be subject to the assignment. We assume no responsibility for
the validity of an assignment. An absolute assignment will be considered as a
change of ownership to the assignee.

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

THE INSURANCE BENEFIT WE PAY

We will pay the Insurance Benefit of this policy to the beneficiary when we
receive at our Administrative Office (1) proof satisfactory to us that the
insured person died before the Final Policy Date; and (2) all other requirements
we deem necessary before such payment may be made. The Insurance Benefit
includes the following amounts, which we will determine as of the date of the
insured person's death:

o the death benefit described on Page 6;

o PLUS any other benefits then due from riders to this policy;

o MINUS any policy loan and accrued interest;

o MINUS any overdue deductions from your Policy Account if the insured person
dies during a grace period.

We will add interest to the resulting amount in accordance with applicable law.
We will compute the interest at a rate we determine, but not less than the
greater of (a) the rate we are paying on the date of payment under the Deposit
Option on Page 15, or (b) the rate required by any applicable law. Payment of
the Insurance Benefit may also be affected by other provisions of this policy.
See Pages 16 and 17, where we specify our right to contest the policy, the
suicide exclusion, and what happens if age or sex has been misstated. Special
exclusions or limitations (if any) are listed in the Policy Information section.

96-300-5 Page 5

<PAGE>

DEATH BENEFIT. The death benefit at any time will be determined under either
Option A or Option B below, whichever you have chosen and is in effect at such
time.

Under Option A, the death benefit is the greater of (a) the Face Amount of
Insurance; or (b) a percentage (see Table below) of the amount in your Policy
Account. Under this option, the amount of the death benefit is fixed, except
when it is determined by such percentage.

Under Option B, the death benefit is the greater of (a) the Face Amount of
Insurance plus the amount in your Policy Account; or (b) a percentage (see Table
below) of the amount in your Policy Account. Under this option the amount of the
death benefit is variable.

The percentages referred to above are the percentages from the following table
for the insured person's age (nearest birthday) at the beginning of the policy
year of determination.

TABLE OF PERCENTAGES

For ages not shown, the percentages shall
decrease by a ratable portion for each full year

INSURED INSURED
PERSON'S AGE PERCENTAGE PERSON'S AGE PERCENTAGE
- ------------ ---------- ------------ ----------

40 and under 250% 65 120%
45 215 70 115
50 185 75 thru 95 105
55 150 100 100
60 130

Section 7702 of the Internal Revenue Code of 1986, as amended (i.e., the
"Code"), gives a definition of life insurance which limits the amounts that may
be paid into a life insurance policy relative to the benefits it provides. Even
if this policy states otherwise, at no time will the "future benefits" under
this policy be less than an amount such that the "premiums paid" do not exceed
the Code's "guideline premium limitations". We may adjust the amount of premium
paid to meet these limitations. Also, at no time will the "death benefit" under
the policy be less than the "applicable percentage" of the "cash surrender
value" of the policy. The above terms are as defined in the Code. In addition,
we may take certain actions, described here and elsewhere in the policy, to meet
the definitions and limitations in the Code, based on our interpretation of the
Code. Please see "Policy Changes -- Applicable Tax Law" for more information.

DEATH BENEFIT GUARANTEE. Subject to the conditions set forth below, the death
benefit of this policy is guaranteed if the sum of premium payments accumulated
at 4%, less any partial withdrawals accumulated at 4%, is at least equal to the
sum of the Death Benefit Guarantee Premiums (shown on Page 3) accumulated at 4%,
and any outstanding loan and accrued loan interest does not exceed the cash
surrender value. Certain policy changes after issue will change the Death
Benefit Guarantee Premiums accordingly.

The death benefit is guaranteed to Insured's attained age 100 if the Death
Benefit is always Option A, or the later of the Insured's attained age 80 or 15
years from issue if the Death Benefit is ever Option B.

MATURITY BENEFIT. If the Insured person is living on the Final Policy Date
defined in the Policy Information section, we will pay you the amount in your
Policy Account on that date minus any policy loan and accrued interest. This
policy will then end.

96-300-5 Page 6

<PAGE>

- --------------------------------------------------------------------------------
CHANGING THE FACE AMOUNT OF INSURANCE OR THE DEATH BENEFIT OPTION

You may change the death benefit option or the Face Amount of Insurance by
written request to us at our Administrative Office, subject to our approval and
the following:

1. After the second policy year while this policy is in force, you may ask us to
reduce the Face Amount of Insurance but not to less than the minimum amount
for which we would then issue this policy under our rules. Any such reduction
in the Face Amount of Insurance may not be less than $10,000.

2. After the second policy year while this policy is in force, you can change
your death benefit option. If you ask us to change from Option A to Option B,
we will decrease the Face Amount of Insurance by the amount in your Policy
Account on the date the change takes effect. However, we reserve the right to
decline to make such change if it would reduce the Face Amount of Insurance
below the minimum amount for which we would then issue this policy under our
rules. We also reserve the right to request evidence of insurability for a
change to Option B. If you ask us to change from Option B to Option A, we
will increase the Face Amount of Insurance by the amount in your Policy
Account on the date the change takes effect. Such decreases and increases in
the Face Amount of Insurance are made so that the death benefit is the same
immediately before and after the change.

3. The change will take effect at the beginning of the policy month that
coincides with or next follows the date we approve your request.

4. We reserve the right to decline to make any change that we determine would
cause this policy to fail to qualify as life insurance under applicable tax
law as interpreted by us (see Page 16).

5. You may ask for a change by completing an application for change, which you
can get from our agent or by writing to us at our Administrative Office. A
copy of your application for change will be attached to the new Policy
Information section that we will issue when the change is made. The new
section and the application for change will become a part of this policy. We
may require you to return this policy to our Administrative Office to make a
policy change.

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

THE PREMIUMS YOU PAY

The minimum initial premium payment shown in the Policy Information section is
due on or before delivery of this policy. No insurance will take effect before a
premium at least equal to the minimum initial premium payment is paid. Other
premiums may be paid at any time while this policy is in force and before the
Final Policy Date at our Administrative Office.

We will send premium notices to you for the planned periodic premium shown in
the Policy Information section. You may skip planned periodic premium payments.
However, this may adversely affect the duration of the death benefit and your
policy's values. We will assume that any payment you make to us is a premium
payment, unless you tell us in writing that it is a loan repayment.

LIMITS. Each premium payment after the initial one must be at least $100. We may
increase this minimum limit 90 days after we send you written notice of such
increase. We reserve the right to require evidence of insurability for any
premium payment you may make which is in excess of the greater of the Death
Benefit Guarantee Premium or the Planned Periodic Premium shown on Page 3.

We also reserve the right not to accept premium payments or to return excess
amounts that we determine would cause this policy to fail to qualify as life
insurance under applicable tax law as interpreted by us (see Page 16).

GRACE PERIOD. At the beginning of each policy month, the Net Cash Surrender
Value will be compared to the total monthly deductions described on Page 9. If
the Net Cash Surrender Value is sufficient to cover the total monthly
deductions, the policy is not in default.

If the Net Cash Surrender Value at the beginning of any policy month is less
than such deductions for that month we will perform the following calculations
to determine whether the policy is in default:

1. Determine the Death Benefit Guarantee Premium fund. The Death Benefit
Guarantee Premium fund for any policy month is the accumulation of all the
death benefit guarantee premiums shown on Page 3 up to that month at 4%
interest.

96-300-7 Page 7

<PAGE>

2. Determine the actual premium fund. The actual premium fund for any policy
month is the accumulation of all the premiums received at 4% interest
minus all withdrawals accumulated at 4% interest.

3. If the result in Step 2 is greater than or equal to the result in Step 1,
and any loan and accrued loan interest does not exceed the Cash Surrender
Value, the policy is not in default. The death benefit guarantee will be
in effect and monthly deductions in excess of the Policy Account will be
waived.

4. If the result of Step 2 is less than the result in Step 1, or if the
result of Step 2 is greater than or equal to the result in Step 1 and any
loan and accrued loan interest exceeds the Cash Surrender Value, the
policy is in default as of the first day of this policy month. This is the
date of default.

If the Death Benefit Guarantee provision does not apply, the calculations in
Steps 1. - 4. above will not be performed. In that case, if the Net Cash
Surrender Value at the beginning of any policy month is less than the monthly
deductions for that month, the policy is in default as of the first day of such
policy month.

If the policy is in default, we will send you and any assignee on our records at
last known addresses written notice stating that a grace period of 61 days has
begun as of the date of default. The notice will also state the amount of
payment that is due.

The payment required will not be more than an amount sufficient to increase the
Net Cash Surrender Value to cover all monthly deductions for 3 months beginning
with the date of default, calculated assuming no interest or investment
performance were credited to or charged against the Policy Account and no policy
changes were made.

If we do not receive such amount at our Administrative Office before the end of
the grace period, we will then (1) withdraw and retain the entire amount in your
Policy Account; and (2) send a written notice to you and any assignee on our
records at last known addresses stating that this policy has ended without
value.

If we receive the requested amount before the end of the grace period, but the
Net Cash Surrender Value is still insufficient to cover total monthly
deductions, we will send a written notice that a new 61-day grace period has
begun and request an additional payment.

If the insured person dies during a grace period, we will pay the Insurance
Benefit as described on Page 5.

RESTORING YOUR POLICY BENEFITS. If this policy has ended without value, you may
restore policy benefits while the insured person is alive if you:

1. Ask for restoration of policy benefits within 6 months from the end of the
grace period; and

2. Provide evidence of insurability satisfactory to us; and

3. Make a required payment. The required payment will not be more than an
amount sufficient to cover (i) the monthly administrative charges from the
beginning of the grace period to the effective date of restoration; (ii)
total monthly deductions for 3 months, calculated from the effective date
of restoration; and (iii) the charge for applicable taxes and the premium
sales charge associated with this payment. We will determine the amount of
this required payment as if no interest or investment performance were
credited to or charged against your Policy Account.

From the required payment we will deduct the charge for applicable taxes and the
premium sales charge. The policy account on the date of restoration will be
equal to the balance of the required payment.

The effective date of the restoration of policy benefits will be the beginning
of the policy month which coincides with or next follows the date we approve
your request.

We will start to make monthly charges again as of the effective date of
restoration. The monthly administrative charges from the beginning of the grace
period to the effective date of restoration will be deducted from the Policy
Account as of the effective date of restoration.

96-300-7 Page 8

<PAGE>

- --------------------------------------------------------------------------------
YOUR POLICY ACCOUNT AND HOW IT WORKS

PREMIUM PAYMENTS. When we receive your premium payments, we subtract the expense
charges shown in the table in the Policy Information section. We put the balance
(the net premium) into your Policy Account as of the date we receive the premium
payment at our Administrative Office, and before any deductions from your Policy
Account due on that date are made. However, we will put the initial net premium
payment into your Policy Account as of the Register Date if it is later than the
date of receipt. No premiums will be applied to your Policy Account until the
minimum initial premium payment is received at our Administrative Office.

MONTHLY DEDUCTIONS. At the beginning of each policy month we make a deduction
from your Policy Account. Such deductions for any policy month is the sum of the
following amounts determined as of the beginning of that month:

o the monthly charge for mortality and expense risk;

o the monthly administrative charge;

o the monthly cost of insurance for the insured person; and

o the monthly cost of any benefits provided by riders to this policy.

The monthly cost of insurance is the sum of our current monthly cost of
insurance rate per $1000 of net amount at risk plus any extra charge per $1,000
of net amount at risk shown in the Policy Information section, times the net
amount at risk at the beginning of the policy month divided by $1,000. The net
amount at risk at any time is the death benefit minus the amount in your Policy
Account at that time.

We will determine cost of insurance rates from time to time. Any change in the
cost of insurance rates we use will be as described in "Changes in Policy Cost
Factors" on Page 16. They will never be more than those shown in the Table of
Guaranteed Maximum Cost of Insurance Rates Per $1000 of Net Amount At Risk on
Page 4.

OTHER DEDUCTIONS. We also make the following other deductions from your Policy
Account as they occur:

o We deduct a withdrawal charge if you make a partial withdrawal of the Net Cash
Surrender Value (see Page 12).

o We deduct a charge for certain transfers (see Page 10).

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

YOUR INVESTMENT OPTIONS

ALLOCATIONS. This policy provides investment options for the amount in your
Policy Account. Amounts put into your Policy Account and deductions from it are
allocated to the investment funds of our SA and to the unloaned portion of our
GIA at your direction. You specified your initial premium allocation and
deduction allocation percentages in your application for this policy, a copy of
which is attached to this policy. Unless you change them, such percentages shall
also apply to subsequent premium and deduction allocations. However, any amounts
which are put into your Policy Account prior to the Allocation Date and which
are to be allocated to the investment funds of our SA will initially be
allocated to (and monthly deductions taken from) the Money Market Fund of our
SA. The Allocation Date is the first business day (see Page 11) twenty calendar
days after the date of issue of this policy. On the Allocation Date, any such
amounts then in the Money Market Fund will be allocated in accordance with the
directions contained in your policy application.

Allocation percentages must be zero or a whole number not greater than 100. The
sum of the premium allocation percentages and of the deduction allocation
percentages must each equal 100.

You may change such allocation percentages by written notice to our
Administrative Office. A change will take effect on the date we receive it at
our Administrative Office except for changes received on or prior to the
Allocation Date which will take effect on the first business day following the
Allocation Date.

96-300-9 Page 9

<PAGE>

If we cannot make a monthly deduction on the basis of the deduction allocation
percentages then in effect, we will make that deduction based on the proportion
that your unloaned value in our GIA and your values in the investment funds of
our SA bear to the total unloaned value in your Policy Account.

TRANSFERS. At your written request to our Administrative Office, we will
transfer amounts from your value in any investment fund of our SA to one or more
other funds of our SA or to our GIA. Any such transfer will take effect on the
date we receive your written request at our Administrative Office. However, no
transfers will be made prior to the Allocation Date.

Once during each policy year you may ask us by written request to our
Administrative Office to transfer an amount you specify from your unloaned value
in our GIA to one or more investment funds of our SA. However, we will make such
a transfer only if (1) we receive your written request at our Administrative
Office within 30 days before or after a policy anniversary; and (2) the amount
you specify is not more than 25% of your unloaned value in our GIA as of the
date the transfer takes effect. The transfer will take effect on the date we
receive your written request for it at our Administrative Office but not before
the policy anniversary.

We reserve the right to make a transfer charge up to $25.00 for each transfer of
amounts among your investment options. The transfer charge, if any, is deducted
from the amounts transferred from the investment funds of our SA and the GIA
based on the proportion that the amount transferred from each investment fund
and the GIA bears to the total amount being transferred. A transfer from the
Money Market Fund on the Allocation Date (if applicable) will not incur a
transfer charge. If you ask us to transfer the entire amount of your value in
the investment funds of our SA to our GIA, we will not make a charge for that
transfer.

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

THE VALUE OF YOUR POLICY ACCOUNT

The amount in your Policy Account at any time is equal to the sum of the amounts
you then have in our GIA and the investment funds of our SA under this policy.

YOUR VALUE IN OUR GIA. The amount you have in our GIA at any time is equal to
the amounts allocated and transferred to it, plus the interest credited to it,
minus amounts deducted, transferred and withdrawn from it.

We will credit the amount in our unloaned GIA with interest rates we determine.
We will determine such interest rates annually in advance for unloaned amounts
in our GIA. The interest rates we determine each year will apply to the policy
year that follows the date of determination. Any change in the interest rates we
determine will be as described in "Changes in Policy Cost Factors" on Page 16.
Such interest rates will not be less than 4%. Interest accrues and is credited
on unloaned amounts in the GIA daily. However, we will credit interest on the
initial net premium from the Register Date, if it is later than the date of
receipt, provided that the initial premium is at least equal to the minimum
initial premium shown on page 3 of the policy.

96-300-9 Page 10

<PAGE>

We credit interest on the loaned portion of our GIA daily. The interest rate we
credit to the loaned portion of our GIA will be determined at the beginning of
each calendar year at an annual rate up to 2% less than the loan interest rate
we charge. However, we reserve the right to credit a lower rate than this if in
the future tax laws change such that our taxes on policy loans or policy loan
interest are increased. In no event will we credit less than 4% a year.

YOUR VALUE IN THE INVESTMENT FUNDS OF OUR SA. The amount you have in an
investment fund of our SA under this policy at any time is equal to the number
of units this policy then has in that fund multiplied by the fund's unit value
at that time.

Amounts allocated, transferred or added to an investment fund of our SA are used
to purchase units of that fund; units are redeemed when amounts are deducted,
loaned, transferred or withdrawn. These transactions are called policy
transactions.

The number of units a policy has in an investment fund at any time is equal to
the number of units purchased minus the number of units redeemed in that fund to
that time. The number of units purchased or redeemed in a policy transaction is
equal to the dollar amount of the policy transaction divided by the fund's unit
value on the date of the policy transaction. Policy transactions may be made on
any day. The unit value that applies to a transaction made on a business day
will be the unit value for that day. The unit value that applies to a
transaction made on a non-business day will be the unit value for the next
business day.

We determine unit values for the investment funds of our SA at the end of each
business day. Generally, a business day is any day we are open and the New York
Stock Exchange is open for trading. A business day immediately preceded by one
or more non-business calendar days will include those non-business days as part
of that business day. For example, a business day which falls on a Monday will
consist of that Monday and the immediately preceding Saturday and Sunday.

The unit value of an investment fund of our SA on any business day is equal to
the unit value for that fund on the immediately preceding business day
multiplied by the net investment factor for that fund on that business day.

The net investment factor for an investment fund of our SA on any business day
is (a) divided by (b), minus (c), where:

(a) is the net asset value of the shares in designated investment companies that
belong to the investment fund at the close of business on such business day
before any policy transactions are made on that day, plus the amount of any
dividend or capital gain distribution paid by the investment companies on that
day;

(b) is the value of the assets in that investment fund at the close of business
on the immediately preceding business day after all policy transactions were
made for that day; and

The net asset value of an investment company's shares held in each investment
fund shall be the value reported to us by that investment company.

96-300-11 Page 11

<PAGE>

- --------------------------------------------------------------------------------
THE CASH SURRENDER VALUE OF THIS POLICY

CASH SURRENDER VALUE. The Cash Surrender Value on any date is equal to the
amount in your Policy Account on that date.

NET CASH SURRENDER VALUE. The Net Cash Surrender Value is equal to the Cash
Surrender Value minus any policy loan and accrued loan interest. You may give up
this policy for its Net Cash Surrender Value at any time while the insured
person is living. You may do this by sending us a written request for it and
this policy to our Administrative Office. We will compute the Net Cash Surrender
Value as of the date we receive your request for it and this policy at our
Administrative Office. All insurance coverage under this policy ends on such
date.

PARTIAL NET CASH SURRENDER VALUE WITHDRAWAL. After the first policy year and
while the insured person is living, you may ask for a partial Net Cash Surrender
Value withdrawal by written request to our Administrative Office. Your request
will be subject to our approval based on our rules in effect when we receive
your request. The amount withdrawn from the Policy Account is equal to the
amount requested plus an expense charge equal to the lesser of $25.00 and 2% of
the amount withdrawn. We have the right to decline a request for a partial Net
Cash Surrender Value withdrawal. A partial withdrawal will result in a reduction
in the Cash Surrender Value and in your Policy Account equal to the amount
withdrawn plus the expense charge as well as a reduction in your death benefit.
If the death benefit is Option A, the withdrawal may also result in a decrease
in the face amount.

You may tell us how much of each partial withdrawal is to come from your
unloaned value in our GIA and from your values in each of the investment funds
of our SA. If you do not tell us or we cannot make the withdrawal based on your
directions, we will make the withdrawal and expense charge deduction based on
the proportion that your unloaned value in our GIA and your values in the
investment funds of our SA bear to the total unloaned value in your Policy
Account.

Such withdrawal and resulting reduction in the death benefit, in the Cash
Surrender Value and in your Policy Account will take effect on the date we
receive your written request at our Administrative Office. We will send you a
new Policy Information section if a withdrawal results in a reduction in the
Face Amount of Insurance. It will become a part of this policy. We may require
you to return this policy to our Administrative Office to make a change.

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

HOW A LOAN CAN BE MADE

POLICY LOANS. You can take a loan on this policy while it has a loan value. This
policy will be the only security for the loan. Any amount on loan is part of
your Policy Account (see Page 11). We refer to this as the loaned portion of
your Policy Account.

LOAN VALUE. The loan value on any date is 90% of the Cash Surrender Value on
that date.

The amount of the loan may not be more than the loan value. If you request an
increase to an existing loan, the additional amount requested will be added to
the amount of the existing loan and accrued loan interest.

96-300-11 Page 12

<PAGE>

Your request for a policy loan must be in writing to our Administrative Office.
You may tell us how much of the requested loan is to be allocated to your
unloaned value in our GIA and your value in each investment fund of our SA. Such
values will be determined as of the date we receive your request. If you do not
tell us or if we cannot allocate the loan on the basis of your direction , we
will allocate it based on the proportion that your unloaned value in our GIA and
your values in the investment funds of our SA bear to the total unloaned value
in your Policy Account.

The loaned portion of your Policy Account will be maintained as a part of our
GIA. Thus, when a loaned amount is allocated to an investment fund of our SA, we
will redeem units of that investment fund sufficient in value to cover the
amount of the loan so allocated and transfer that amount to our GIA.

LOAN INTEREST. Interest on a loan accrues daily at an adjustable loan interest
rate. We will determine the rate at the beginning of each calendar year, subject
to the following paragraphs. It will apply to any new or outstanding loan under
the policy during the calendar year next following the date of determination.

The maximum loan interest rate for a calendar year shall be the greater of: (1)
the "Published Monthly Average," as defined below, for the calendar month that
ends two months before the date of determination; or (2) 5%. "Published Monthly
Average" means the Monthly Average Corporates yield shown in Moody's Corporate
Bond Yield Averages published by Moody's Investors Service, Inc., or any
successor thereto. If such averages are no longer published, we will use such
other averages as may be established by regulation by the insurance supervisory
official of the jurisdiction in which this policy is delivered. In no event will
the loan interest rate for a calendar year be greater than the maximum rate
permitted by applicable law. We reserve the right to establish a rate lower than
the maximum.

No change in the rate shall be less than 1/2 of 1% a year. We may increase the
rate whenever the maximum rate as determined by clause (1) of the preceding
paragraph exceeds the rate being charged by 1/2 of 1% or more. We will reduce
the rate to or below the maximum rate as determined by clause (1) of the
preceding paragraph if such maximum is lower than the rate being charged by 1/2
of 1% or more.

We will notify you of the initial loan interest rate when you make a loan. We
will also give you advance written notice of any increase in the interest rate
of any outstanding loan.

Loan interest is due on each policy anniversary. If the interest is not paid
when due, then the difference between the loan interest due and the interest
credited on the loaned portion of the GIA will be added to your outstanding loan
and allocated based on the proportion that your unloaned value in our GIA and
your values in the investment funds of our SA bear to the total unloaned value
in your Policy Account. The unpaid interest will then be treated as part of the
loaned amount and will bear interest at the loan rate.

When unpaid loan interest is allocated to an investment fund of our SA, we will
redeem units of that investment fund sufficient in value to cover the amount of
the interest so allocated and transfer that amount to our GIA.

LOAN REPAYMENT. You may repay all or part of a policy loan at any time while the
insured person is alive and this policy is in force.

Repayments will first be allocated to our GIA until you have repaid any unloaned
amounts that were allocated to our GIA. You may tell us how to allocate payments
above that amount among our GIA and the investment funds of our SA. If you do
not tell us, we will make the allocation based on the proportion that your
unloaned value in our GIA and your values in the investment funds of our SA bear
to the total unloaned value in your Policy Account.

Failure to repay a policy loan or, to pay loan interest will not terminate this
policy unless at the beginning of a policy month the Net Cash Surrender Value is
less than the total monthly deduction then due. In that case, the Grace Period
provision will apply (see Page 7).

A policy loan will have a permanent effect on your benefits under this policy
even if it is repaid.

96-300-13 Page 13

<PAGE>

- --------------------------------------------------------------------------------
OUR SEPARATE ACCOUNT(S) (SA)

We established and we maintain or SA under the laws of New York State. Realized
and unrealized gains and losses from the assets of our SA are credited or
charged against it without regard to our other income, gains, or losses. Assets
are put in our SA to support this policy and other variable life insurance
policies. Assets may be put in our SA for other purposes, but not to support
contracts or policies other than variable contracts.

The assets of our SA are our property. The portion of its assets equal to the
reserves and other policy liabilities with respect to our SA will not be
chargeable with liabilities arising out of any other business we conduct. We may
transfer assets of an investment fund in excess of the reserves and other
liabilities with respect to that fund to another investment fund or to our
General Account.

INVESTMENT FUNDS. Our SA consists of investment funds. Each fund may invest its
assets in a separate class of shares of a designated investment company or
companies or make direct investments in securities. The investment funds of our
SA that you chose for your initial allocations are shown on the application for
this policy, a copy of which is attached to this policy. We may from time to
time make other investment funds available to you or we may create a new SA. We
will provide you with written notice of all material details including
investment objectives and all charges.

We have the right to change or add designated investment companies. We have the
right to add or remove investment funds. We have the right to withdraw assets of
a class of policies to which this policy belongs from an investment fund and put
them in another investment fund. We also have the right to combine any two or
more investment funds. The term investment fund in this policy shall then refer
to any other investment fund in which the assets of a class of policies to which
this policy belongs were placed.

We have the right to:

1. register or deregister any SA available under this policy under the
Investment Company Act of 1940;

2. run any SA available under this policy under the direction of a committee,
and discharge such committee at any time;

3. restrict or eliminate any voting rights of policy owners, or other persons
who have voting rights as to any SA available under this policy; and

4. operate any SA available under this policy or one or more of its investment
funds by making direct investments or in any other form. If we do so, we may
invest the assets of such SA or one or more of the investment funds in any
legal investments. We will rely upon our own or outside counsel for advice in
this regard. Also, unless otherwise required by law or regulation, an
investment adviser or any investment policy may not be changed without our
consent. If required by law or regulation, the investment policy of an
investment fund of any SA available under this policy will not be changed by
us unless approved by the Superintendent of Insurance of New York State or
deemed approved in accordance with such law or regulation. If so required,
the process for getting such approval is on file with the insurance
supervisory official of the jurisdiction in which this policy is delivered.

If any of these changes result in a material change in the underlying
investments of an investment fund of our SA, we will notify you of such change,
as required by law. If you have value in that investment fund, if you wish, we
will transfer it at your written direction from that fund (without charge) to
another fund of our SA or to our GIA, and you may then change your premium and
deduction allocation percentages.

96-300-13 Page 14

<PAGE>

- --------------------------------------------------------------------------------
OUR ANNUAL REPORT TO YOU

For each policy year we will send you a report for this policy that shows the
current death benefit, the value you have in our GIA and the value you have in
each investment fund of any SA available under this policy, the Cash Surrender
Value and any policy loan with the current loan interest rate. It will also show
the premiums paid and any other information as may be required by the insurance
supervisory official of the jurisdiction in which this policy is delivered.

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

HOW BENEFITS ARE PAID

You can have the Insurance Benefit, your Net Cash Surrender Value withdrawals or
your Policy Account payable on the Final Policy Date paid immediately in one
sum. Or, you can choose another form of payment for all or part of them. If you
do not arrange for a specific choice before the insured person dies, the
beneficiary will have this right when the insured person dies. If you do make an
arrangement, however, the beneficiary cannot change it after the insured person
dies.

Payments under the following options will not be affected by the investment
experience of any investment fund of our SA after proceeds are applied under
such options.

The options are:

1. DEPOSIT: The sum will be left on deposit for a period mutually agreed upon.
We will pay interest at the end of every month, every 3 months, every 6
months or every 12 months, as chosen.

2. INSTALLMENT PAYMENTS: There are two ways that we pay installments:

A. FIXED PERIOD: We will pay the sum in equal installments for a specified
number of years (not more than 30). The installments will be at least
those shown in the Table of Guaranteed Payments on Page 18.

B. FIXED AMOUNT: We will pay the sum in installments as mutually agreed
upon until the original sum, together with interest on the unpaid
balance, is used up.

3. MONTHLY LIFE INCOME: We will pay the sum as a monthly income for life. The
amount of the monthly payment will be at least that shown in the Table of
Guaranteed Payments on Page 18. You may choose any one of three ways to
receive monthly life income. We will guarantee payments for at least 10 years
(called "10 Years Certain"); at least 20 years (called "20 Years Certain");
or until the payments we make equal the original sum (called "Refund
Certain").

4. OTHER: We will apply the sum under any other option requested that we make
available at the time of payment.

The payee may name and change a successor payee for any amount we would
otherwise pay to the payee's estate.

Any arrangements involving more than one of the options, or a payee who is not a
natural person (for example, a corporation) or who is a fiduciary, must have our
approval. Also, details of all arrangements will be subject to our rules at the
time the arrangement takes effect. These include rules on: the minimum amount we
will apply under an option and minimum amounts for installment payments;
withdrawal or commutation rights; naming payees and successor payees; and
proving age and survival.

Payment choices (or any later changes) will be made and will take effect in the
same way as a change of beneficiary. Amounts applied under these options will
not be subject to the claims of creditors or to legal process, to the extent
permitted by law,

96-300-15 Page 15

<PAGE>

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OTHER IMPORTANT INFORMATION

YOUR CONTRACT WITH US. This policy is issued in consideration of payment of the
initial premium payment shown in the Policy Information section.

This policy, and the attached copy of the initial application and all subsequent
applications to change this policy, and all additional Policy Information
sections added to this policy, make up the entire contract. The rights conferred
by this policy are in addition to those provided by applicable Federal and State
laws and regulations.

Only our Chairman of the Board, our President or one of our Vice Presidents can
modify this contract or waive any of our rights or requirements under it. The
person making these changes must put them in writing and sign them.

POLICY CHANGES -- APPLICABLE TAX LAW. For you and the beneficiary to receive the
tax treatment accorded to life insurance under Federal law, this policy must
qualify initially and continue to qualify as life insurance under the Code or
successor law. Therefore, we have reserved earlier in this policy the right to
decline to accept premium payments, change death benefit options, change the
Face Amount of Insurance, or to make partial withdrawals, that would cause this
policy to fail to qualify as life insurance under applicable tax law as
interpreted by us. Further, we reserve the right to make changes in this policy
or its riders (for example, in the percentages on Page 6) or to require
additional premium payments or to make distributions from this policy or to
change the Face Amount of Insurance to the extent we deem it necessary to
continue to qualify this policy as life insurance. Any such changes will apply
uniformly to all policies that are affected. You will be given advance written
notice of such changes.

CHANGES IN POLICY COST FACTORS. Changes in policy cost factors (interest rates
we credit, cost of insurance deductions, expense charges and mortality and
expense risk charges) will be by class and based upon changes in future
expectations for such elements as: investment earnings, mortality, persistency,
expenses and taxes. Any change in policy cost factors will be determined in
accordance with procedures and standards on file, if required, with the
insurance supervisory official of the jurisdiction in which this policy is
delivered.

WHEN THE POLICY IS INCONTESTABLE. We have the right to contest the validity of
this policy based on material misstatements made in the initial application for
this policy. We also have the right to contest the validity of any policy change
or restoration based on material misstatements made in any application for that
change or restoration. However, we will not contest the validity of this policy
after it has been in effect during the lifetime of the insured person for two
years from the date of issue shown in the Policy Information section. We will
not contest any policy change that requires evidence of insurability, or any
restoration of this policy, after the change or restoration has been in effect
for two years during the insured person's lifetime.

No statement shall be used to contest a claim unless contained in an
application.

All statements made in an application are representations and not warranties.

See any additional benefit riders for modifications of this provision that apply
to them.

WHAT IF AGE OR SEX HAS BEEN MISSTATED? If the insured person's age or sex has
been misstated on any application, the death benefit and any benefits provided
by riders to this policy shall be those which would be purchased by the most
recent deduction for the cost of insurance, and the cost of any benefits
provided by riders, at the correct age and sex.

96-300-15 Page 16

<PAGE>

HOW THE SUICIDE EXCLUSION AFFECTS BENEFITS. If the insured person commits
suicide (while sane or insane) within two years after the Date of Issue shown in
the Policy Information section, our liability will be limited to the payment of
a single sum. This sum will be equal to the premiums paid, minus any loan and
accrued loan interest and minus any partial withdrawal of the Net Cash Surrender
Value. If the insured person commits suicide (while sane or insane) within two
years after the effective date of a change that you asked for that increases the
death benefit, then our liability as to the increase in amount will be limited
to the payment of a single sum equal to any monthly cost of insurance deductions
made for such increase.

HOW WE MEASURE POLICY PERIODS AND ANNIVERSARIES. We measure policy years, policy
months, and policy anniversaries from the Register Date shown in the Policy
Information section. Each policy month begins on the same day in each calendar
month as the day of the month in the Register Date.

HOW, WHEN AND WHAT WE MAY DEFER. We may not be able to obtain the value of the
assets of the investment funds of our SA if: (1) the New York Stock Exchange is
closed; or (2) the Securities and Exchange Commission requires trading to be
restricted or declares an emergency. During such times, as to amounts allocated
to the investment funds of our SA, we may defer:

1. Determination and payment of Net Cash Surrender Value withdrawals;

2. Determination and payment of any death benefit in excess of the Face Amount
of Insurance;

3. Payment of loans;

4. Determination of the unit values of the investment funds of our SA; and

5. Any requested transfer or the transfer on the Allocation Date.

As to amounts allocated to our GIA, we may defer payment of any Net Cash
Surrender Value withdrawal or loan amount for up to six months after we receive
a request for it. We will allow interest, at a rate of at least 3% a year, on
any Net Cash Surrender Value payment derived from our GIA that we defer for 30
days or more.

THE BASIS WE USE FOR COMPUTATION. We provide Cash Surrender Values that are at
least equal to those required by law. If required to do so, we have filed with
the insurance supervisory official of the jurisdiction in which this policy is
delivered a detailed statement of our method of computing such values. We
compute reserves under this policy by the Commissioners Reserve Valuation
Method.

We base minimum cash surrender values and reserves on the Commissioners 1980
Standard Ordinary, Male and Female, Smoker and Non-Smoker, Mortality Tables. We
also use these tables as the basis for determining maximum insurance costs,
taking account of sex, attained age, underwriting class and Tobacco User status
of the insured person. We use an effective annual interest rate of 4%.

POLICY ILLUSTRATIONS. Upon request we will give you an illustration of policy
values based upon both guaranteed and current cost factor assumptions, and
assumed rates of return. However, if you ask us to do this more than once in any
policy year, we reserve the right to charge you a fee for this service.

96-300-17 Page 17

<PAGE>

TABLE OF GUARANTEED PAYMENTS

(MINIMUM AMOUNT FOR EACH $1,000 APPLIED)

OPTION 2A

FIXED PERIOD INSTALLMENTS

NUMBER MONTHLY ANNUAL
OF YEARS' INSTALL- INSTALL-
INSTALLMENTS MENT MENT
- ------------ ------- -------

1 $84.28 $1000.00
2 42.66 506.17
3 28.79 341.60
4 21.86 259.33
5 17.70 210.00

6 14.93 177.12
7 12.95 153.65
8 11.47 136.07
9 10.32 122.40
10 9.39 111.47

11 8.64 102.54
12 8.02 95.11
13 7.49 88.83
14 7.03 83.45
15 6.64 78.80

16 6.30 74.73
17 6.00 71.15
18 5.73 67.97
19 5.49 65.13
20 5.27 62.58

21 5.08 60.28
22 4.90 58.19
23 4.74 56.29
24 4.60 54.55
25 4.46 52.95

26 4.34 51.48
27 4.22 50.12
28 4.12 48.87
29 4.02 47.70
30 3.93 46.61

If installments are paid every 3 months, they will be 25.23% of the annual
installments. If they are paid every 6 months, they will be 50.31% of the annual
installments.

OPTION 3

MONTHLY LIFE INCOME

<TABLE>
<CAPTION>
10 Years Certain 20 Years Certain Refund Certain
---------------------------- ----------------------------- -----------------------------
Age Male Female Male Female Male Female
- ---------------- ------------- ------------- -------------- ------------- ------------- --------------

<S> <C> <C> <C> <C> <C> <C>
50 $3.48 $3.19 $3.42 $3.17 $3.37 $3.14
51 3.54 3.23 3.47 3.21 3.42 3.17
52 3.59 3.28 3.51 3.25 3.46 3.21
53 3.65 3.32 3.56 3.29 3.51 3.25
54 3.70 3.37 3.61 3.33 3.56 3.29

55 3.77 3.42 3.66 3.37 3.61 3.34
56 3.83 3.47 3.72 3.42 3.67 3.38
57 3.90 3.52 3.77 3.47 3.72 3.43
58 3.97 3.58 3.83 3.52 3.78 3.48
59 4.04 3.64 3.88 3.57 3.84 3.53

60 4.12 3.70 3.94 3.62 3.90 3.58
61 4.20 3.76 4.00 3.68 3.97 3.64
62 4.29 3.83 4.06 3.74 4.04 3.69
63 4.38 3.90 4.12 3.79 4.11 3.75
64 4.48 3.98 4.18 3.85 4.19 3.82

65 4.58 4.06 4.25 3.92 4.26 3.88
66 4.68 4.14 4.31 3.98 4.35 3.95
67 4.79 4.23 4.37 4.04 4.43 4.02
68 4.90 4.32 4.43 4.11 4.52 4.10
69 5.02 4.42 4.50 4.18 4.62 4.18

70 5.14 4.52 4.56 4.25 4.71 4.26
71 5.26 4.63 4.62 4.31 4.82 4.35
72 5.39 4.75 4.67 4.38 4.92 4.44
73 5.52 4.87 4.73 4.45 5.03 4.53
74 5.66 4.99 4.78 4.51 5.14 4.63

75 5.80 5.12 4.83 4.58 5.27 4.74
76 5.95 5.26 4.88 4.64 5.39 4.84
77 6.10 5.40 4.93 4.70 5.53 4.96
78 6.25 5.55 4.97 4.75 5.66 5.08
79 6.40 5.70 5.01 4.80 5.80 5.20

80 6.56 5.85 5.04 4.86 5.96 5.33
81 6.72 6.01 5.08 4.90 6.11 5.45
82 6.88 6.18 5.11 4.95 6.27 5.60
83 7.04 6.34 5.13 4.99 6.43 5.73
84 7.20 6.51 5.16 5.03 6.62 5.89
85 & over 7.36 6.67 5.18 5.07 6.81 6.04
</TABLE>

Amounts for Monthly Life Income are based on age nearest birthday when income
starts. Amounts for ages not shown will be furnished on request.

96-300-17 Page 18

<PAGE>

EQUITABLE
VARIABLE LIFE INSURANCE COMPANY

A Stock Life Insurance Company
Home Office: 787 Seventh Avenue, New York, New York 10019-6018

Flexible Premium Variable Life Insurance Policy. Insurance payable upon death
before Final Policy Date. Policy Account less outstanding loans and accrued
interest is payable on Final Policy Date. Adjustable Death Benefit. Premiums may
be paid while insured person is living and before the Final Policy Date.
Premiums must be sufficient to keep the policy in force. Values provided by this
policy are based on declared interest rates, and on the investment experience of
the investment funds of a separate account which in turn depends on the
investment performance of the securities held by such investment fund. They are
not guaranteed as to dollar amount. Investment options are described on Page 9.
This is a non-participating policy.

No. 96-300

- --------------------------------------------------------------------------------
SUPPLEMENTAL TERM INSURANCE
RIDER ON THE INSURED

In this rider, "we," "our" and "us" mean
Equitable Variable Life Insurance
Company. "You" means the owner of the
policy at the time an owner's right is
exercised.

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

THIS RIDER'S BENEFIT. We will pay to the Beneficiary the term insurance benefit
in effect under this rider at the insured person's death, when we receive proof
that the insured person died before this rider's Expiry Date shown on the policy
page 3.

The term insurance benefit is equal to the face amount of this rider shown on
page 3 of the policy. However, if the death benefit of the policy to which this
rider is attached is calculated to be a percentage of the amount in your Policy
Account, the term insurance benefit will instead be determined as follows: a)
for Death Benefit Option A, the term insurance benefit will equal the Target
Amount shown on the policy page 3 minus the base policy death benefit; or b) for
Death Benefit Option B, the term insurance benefit will equal the Target Amount
shown on the policy page 3 plus the Policy Account minus the base policy death
benefit. This will not be less than zero in either case.

After the second policy year while this rider is in force, you may ask us to
decrease the Target Amount of insurance but not to less than the minimum
combination of base policy face amount plus rider face amount for which we would
then issue this policy and this rider. Any such reduction in the Target Amount
of insurance may not be less than $10,000. A requested decrease in Target
Amount, or a partial withdrawal that would result in a decrease in Target
Amount, will be allocated between the base policy and the rider in proportion to
their respective face amounts at issue. However, we will not reduce the base
policy face amount below the minimum amount for which we would then issue the
policy. The decrease will take effect at the beginning of the policy month that
coincides with or next follows the date we approve your request.

Death benefit option changes under the policy may result in an increase or
decrease in the Target Amount of insurance. Such increases and decreases are
made so that the sum of the death benefits from the policy and this rider are
the same immediately before and after the change. However, we reserve the right
to decline to make such change if it would result in less than the minimum
combination of base policy face amount plus rider face amount for which we would
then issue this policy and this rider.

THIS RIDER'S COST. While this rider is in effect, its charge will be a part of
the monthly deduction from the Policy Account. The monthly cost is the sum of
our current monthly cost of insurance rate at the beginning of the policy month
plus any extra charge per $1000 of base policy net amount at risk shown in the
Policy Information section, times the term insurance benefit at the beginning of
the policy month divided by $1000. The monthly rate for this benefit for each
$1,000 of term insurance benefit in effect under this rider will be determined
by us from time to time. The rate is based on the insured person's sex, issue
age, tobacco user status, underwriting classification, and the policy year. It
will never be more than the rate shown in the Table of Guaranteed Maximum Rates
for Supplemental Term Insurance on Page 4 -- Continued of this policy.

NONCONVERTIBILITY. This rider may not be converted.

WHEN THIS RIDER WILL TERMINATE. This rider will not be in effect:

1. On and after its Expiry Date;

2. If the policy is terminated; or

3. If the rider face amount is reduced to zero due to a policy change.

HOW THIS RIDER RELATES TO THE POLICY. This rider is a part of the policy. Its
benefit is subject to all the terms of this rider and the policy. However, if
this rider is issued the provisions of the policy are modified as follows:

1. The Death Benefit Guarantee provision will not apply; and

2. The calculations described in steps 1-4 of the Grace Period provision will
not be performed.

Equitable Variable Life Insurance Company

A B C D A B C D
Pauline Sherman, Joseph J. Melone
Vice President & Secretary Chairman & Chief Executive Officer

R96-100 Supplemental Term Insurance Rider On the Insured

SCHEDULE OF COMMISSIONS
-----------------------

Corporate Incentive Life (Policy Form 96-300)

<TABLE>
<CAPTION>
Premiums Up to 1st Premiums Up to Next 6
Policy Year target premium target premiums Addt'l Premiums
- ----------- -------------- --------------- ---------------

<S> <C> <C> <C>
1 15% Base/2% rider 7.5% base/2% rider 3% base/2% rider

2 15%/2% 7.5%/2%(1) 3%/2%(2)

3-10 N/A 7.5%/2%(1) 3%/2%(2)

11+ N/A N/A 3%/2%(3)

<FN>
Notes:

(1) The 7.5% commission rate on the base policy is comprised of 5.5% renewal
commission and 2% Transferable Service Fee (TSF). The 2% commission rate on
the term rider is comprised of 2% TSF.

(2) The 3% commission rate on the base policy is comprised of 1% renewal
commission and 2% TSF. The 2% commission rate on the term rider is comprised
of 2% TSF.

(3) The 3% base policy commission rate is comprised of 1% Service Fee Boost
(SFB) for agents who qualify, and 2% TSF. The 2% commission on the term
rider is comprised of 2% TSF.
</FN>
</TABLE>

PART 1: APPLICATION FOR LIFE INSURANCE TO:
EQUITABLE VARIABLE LIFE INSURANCE COMPANY (Equitable Variable)
Home Office: 787 Seventh Avenue, New York, NY 10019

- --------------------------------------------------------------------------------
1. PROPOSED INSURED (Print Name as it is to appear on the policy)
Please print in ink
- --------------------------------------------------------------------------------

A. Title: |_| Mr. |_| Mrs. |_| Ms. |_| Miss |_| Other Title|_|_|_|_|
B. Name:
First: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_| Middle: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|
Last: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|
C. Date of Birth Mo. |_|_| Day |_|_| Yr. |_|_|_|_|
D. Age Nearest Birthday |_|_|
E. Sex |_| M |_| F F. Place of Birth: ______________________________________
G. Soc. Sec. No. |_|_|_|_|_|_|_|_|_|
H. Previous/Other Name(If Applicable) __________________________________________
I. U.S. Citizen? |_| Yes |_| No If No, Country ______________________________
J. Current Occupation(s): (1) Title: ___________________________________________
(2) Duties: __________________________________________
(3) How Long? ____________
If less than 1 year at current occupation, give previous in Special
Instructions.
K. Residence/Care of: |C|/|O|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|
Years There? |_|_|
Current No. & Street: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|
Apt/Suite/Bldg.: |_|_|_|_|_|
City: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|
State: |_|_| Zip +4 Code: |_|_|_|_|_|-|_|_|_|_|
Previous No. & Street: _____________________________________________________
City: ___________________ State: ______ Zip +4 Code: ____________
(If less than 2 years at current)
L. Tel.: (1) Home |_|_|_| |_|_|_| |_|_|_|_|
(2) Business |_|_|_| |_|_|_| |_|_|_|_|
M. Currently employed? |_| Yes |_| No |_| Retired
N. Employer Name: ______________________________________________________________
O. Years Employed: ____________
P. Employer Address:
No. & Street: _______________________________________________________________
City: _____________________________ State: ______ Zip +4 Code: ____________

- --------------------------------------------------------------------------------
2. APPLICANT (If not Proposed Insured)
- --------------------------------------------------------------------------------

A. Name:
First: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_| Middle: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|
Last: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|
B. Relationship to Proposed Insured ____________________________________________
C. Date of Birth Mo. |_|_| Day |_|_| Yr. |_|_|_|_| D. Sex |_| M |_| F
E. Place of Birth: ____________________
F. Current Occupation(s): (1) Title ____________________________________________
(2) Duties: __________________________________________
If less than 1 year at current occupation, give previous in Special
Instructions.
G. Address: Same as-- |_| Question 1.k Residence or |_| Question 1.p. Business
Other:
Residence: No. & Street: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|
Apt/Suite/Bldg.: |_|_|_|_|_|
City: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|
State: |_|_| Zip +4 Code: |_|_|_|_|_|-|_|_|_|_|
Business: No. & Street: ______________________________________________________
City: ____________________ State: ______ Zip +4 Code: ____________

- --------------------------------------------------------------------------------
3. POLICYOWNER
- --------------------------------------------------------------------------------

A. THE OWNER IS: (1) |_| Proposed Insured (2) |_| Applicant
(3) |_| OTHER: (A) |_| Individual (B) |_| Corporation (C) |_| Partnership
(D) |_| Trust Dated Mo. |_|_| Day |_|_| Yr. |_|_|_|_|
(E) |_| Qualified Plan
(F) Name of Person
First |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_| Middle |_|_|_|_|_|_|_|_|_|_|_|_|
Last |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|
(G) If an individual, indicate: |_| Mr. |_| Mrs. |_| Miss
|_| Other Title |_|_|_|_| (H) Relationship to Insured __________________
B. Owner's Mailing Address: Same as-- |_| Current Residence (1.k.) or
|_| Applicant's Residence (2.g.)
Other:
Care of: |C|/|O|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|
No. & Street: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|
Apt/Suite/Bldg: |_|_|_|_|_|
City: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|
State: |_|_| Zip +4 Code: |_|_|_|_|_|-|_|_|_|_|
C. Answer if Policyowner is not Proposed Insured:
(1) Soc. Sec. or Tax I.D. Number |_|_|_|_|_|_|_|_|_|
(2) DATE OF BIRTH: |_| Same as 2.c. or Mo. |_|_| Day |_|_| Yr. |_|_|_|_|
(3) TEL.: |_|_|_| |_|_|_| |_|_|_|_|
D. SUCCESSOR OWNER (if desired)
Give full name: _____________________________________________________________
and Relationship to Insured: ________________________________________________
If the Owner or Successor Owner is other than the Proposed Insured, and if all
persons so designated die before the Proposed Insured, the Owner will be the
estate of the last such person to die, except where the Proposed Insured is a
child. In cases where the Proposed Insured is a child and the Applicant is to be
the Owner or Successor Owner and the Applicant dies before the insured child,
the child will be the Owner unless otherwise designated. In such designation,
include Owner's full name and relationship to the child, and the Owner's social
security or tax number.

- --------------------------------------------------------------------------------
4. BENEFICIARY FOR INSURANCE ON PROPOSED INSURED.
Include Full Name and Relationship to Proposed Insured.
- --------------------------------------------------------------------------------

A. Primary Beneficiary(ies):
(1) Name(s):________________________________ Relationship: __________________
(2) Name(s):________________________________ Relationship: __________________
B. Contingent Beneficiary(ies):
(1) Name(s):________________________________ Relationship: __________________
(2) Name(s):________________________________ Relationship: __________________
NOTE: Unless otherwise requested. the contingent beneficiary will be the
surviving children of the Insured in equal shares. If none survive, payment will
be made to the Insured's estate. The Beneficiary(ies) under any Term Insurance
Rider on any Additional Insured or on a Child will be as stated in those riders,
unless otherwise designated in Special Instructions. In any such designation,
give full name and relationship of beneficiary(ies) to the Insured.

EV4-200Y CAT #125751 NO. A217511 1

<PAGE>

5. PLAN DESCRIPTION AND PREMIUM PAYMENT METHOD
- --------------------------------------------------------------------------------

A. Plan ________________________________________________________________________
B. Initial Face Amount $________________________________________________________
C. If Modified Premium VLI (Complete only if more than Scheduled Premium. If
Billed Premium specified is less than Scheduled Premium, we automatically
bill the Scheduled Premium.)
Billed Premium $_____________________________________________________________
D. If Flexible Premium VLI: (a.) Initial Premium Payment $______________________
(b.) Planned Periodic Payments $_____________________________________________
E. Death Benefit Option: |_| Option A
|_| Option B (B-Plus for Flex. Prem.-IL 2000)
F. Premium Mode: |_| Annual |_| Semi-Annual |_| Quarterly
|_| System-Matic (Complete S-M form)
G. |_| Salary Allotment (1) Unit Name _______________
(2) Register Date ___/___/___
(3) Unit/Sub Unit No. |_|_|_|_|_|_|_|_|_| (4) Payroll No. __________________
(5) Allotor's Name ______________________ (6) Allotor's No. ________________
(if other than Proposed Insured)
H. |_| Military Allotment: Branch __________________ Register Date: ___________
I. INITIAL ALLOCATIONS TO INVESTMENT OPTIONS*
<TABLE>
<CAPTION>
For Premiums For Deductions
(WHOLE PERCENTAGES ONLY)
<S> <C> <C>
(1) Guaranteed Interest (1)________% (1)________%
(2) Money Market (2)________% (2)________%
(3) Intermediate Gov't. Securities (3)________% (3)________%
(4) Short-Term World Income (4)________% (4)________%
(5) High Yield (5)________% (5)________%
(6) Balanced (6)________% (6)________%
(7) Common Stock (7)________% (7)________%
(8) Global (8)________% (8)________%
(9) Aggressive Stock (9)________% (9)________%
(10) Asset Allocation Series: (10a.)______% (10a.)______%
a. Conservative Investors (10b.)______% (10b.)______%
b. Growth Investors
(11) __________________________________ (11)________% (11)________%
(12) __________________________________ (12)________% (12)________%
100% 100%
<FN>
*Except for initial allocations to Guaranteed Interest, your Policy Account will
be allocated according to these percentages on the first business day 20 days
after the date of issue of your policy. Before that time, all Policy Account
allocations (except to Guaranteed Interest) will be to the Money Market
Division. Consult prospectus for investment option information.
</FN>
</TABLE>

- --------------------------------------------------------------------------------
6. OPTIONAL BENEFITS
- --------------------------------------------------------------------------------

A. |_| Accidental Death Benefit* (specify amount) $_____________________________
B. |_| Disability Premium Waiver* (Modified Premium VLI only)
C. |_| Disability - Waiver Monthly Deductions* (Flex Prem-IL 2000 only)
*JUVENILE LIMITATIONS: If applied for, the Accidental Death Benefit is payable
only if the Child dies as a result of an accident after the Child's first
birthday; the Disability Waiver Benefits are effective only if the Child
becomes totally disabled on or after the Child's 5th birthday.
D. |_| Designated Insured Option (Flex Prem/IL 2000 only)**
E. Other _______________________________________________________________________
SURVIVORSHIP VLI RIDERS
F. |_| Option to Split Upon Divorce
G. |_| Estate Protector
TERM RIDERS
H. |_| Renewable Term:
(1) On Insured $____________ (2) On Add'l Insured** $____________ (Available
on Modified Premium VLI only)
I. |_| Children's Term** $____________ Units ____________
**If coverage is elected be sure to complete applicable parts of Question 8, and
answer Questions 10 through 16 with respect to the Additional, Designated
Insured(s) and/or Children for Term Insurance Rider.

- --------------------------------------------------------------------------------
7. COMPLETE FOR PROPOSED ADDITIONAL OR DESIGNATED INSURED(S), CHILDREN'S TERM
RIDER OR JUVENILE INSURANCE Also answer Questions 10 through 16 with respect to
Proposed Additional or Designated Insured(s) and/or Children under Children's
Term Rider
- --------------------------------------------------------------------------------

A. Title: |_| Mr. |_| Mrs. |_|Ms. |_| Miss |_| Other Title |_|_|_|_|
B. Proposed Add'l Insured:
First: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_| Middle: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|
Last: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|
Date of Birth Mo. |_|_| Day |_|_| Yr. |_|_|_|_| Age Nearest Birthday |_|_|
Sex |_| M |_| F Place of Birth: _______________
Soc. Sec. No. |_|_|_|_|_|_|_|_|_|
Previous/Other Name (If Applicable) ____________________________________________
Relationship of Owner to Add'l Insured: ________________________________________
State of Residence: __________
Current Occupation(s): (1) Title: ______________________________________________
(2) Duties: _______________________________________________ How Long? __________
If less than 1 year at current occupation, give previous in Special
Instructions.
C. Proposed Designated Insured (to add others, submit form 180-333D or
successor):
First: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_| Middle: |_|_|_|_|_|_|_|_|_|_|_|_|_|
Last: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|
Date of Birth Mo. |_|_| Day |_|_| Yr. |_|_|_|_| Age Nearest Birthday |_|_|
Sex |_| M |_| F Place of Birth: _______________
Soc. Sec. No. |_|_|_|_|_|_|_|_|_|
Previous/Other Name (If Applicable) ____________________________________________
Relationship of Owner to Add'l Insured: ________________________________________
State of Residence: __________
Current Occupation(s): (1) Title: ______________________________________________
(2) Duties: _______________________________________________ How Long? __________
If less than 1 year at current occupation, give previous in Special
Instructions.
D. Children for Term Insurance Rider (Use Special Instructions if more space
is needed.)*
First: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_| Middle: |_|_|_|_|_|_|_|_|_|_|_|_|_|
Last: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|
Date of Birth Mo. |_|_| Day |_|_| Yr. Sex |_| M |_| F
Relationship to Owner: _________________________________________________________
First: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_| Middle: |_|_|_|_|_|_|_|_|_|_|_|_|_|
Last: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|
Date of Birth Mo. |_|_| Day |_|_| Yr. Sex |_| M |_| F
Relationship to Owner: _________________________________________________________
First: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_| Middle: |_|_|_|_|_|_|_|_|_|_|_|_|_|
Last: |_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|_|
Date of Birth Mo. |_|_| Day |_|_| Yr. Sex |_| M |_| F
Relationship to Owner: _________________________________________________________
*NOTE: To be eligible, children (including stepchildren and legally adopted
children) must have reached their 18th birthday. Coverage does not begin until
a child is 15 days old.
E. For Juvenile Insurance (Ages 0-14): (1) Will there be more life insurance in
effect on this Child than on any other child in the family? |_| Yes |_| No
If "Yes", explain ___________________________________________________________
(2) Total Life Insurance in effect on Applicant: $ __________________________

- --------------------------------------------------------------------------------
8. OPAI. COMPLETE IF EXERCISING OPTION TO PURCHASE ADDITIONAL INSURANCE
- --------------------------------------------------------------------------------

A. (1) |_| Regular; (2) |_| Birth or Adoption; Child's Name __________________;
Date of Birth or Adoption ____/____/____; (3) |_| Alternate
B. Existing original policy no. ___________________
C. Option Date ____/____/____
D. Option Amount $_________________________________
E. If applying for Disability Premium Waiver, is Proposed Insured now totally
disabled as defined in the Disability Premium Waiver Provision of the
original policy indicated above in b.? |_| Yes |_| No
This application is made under a provision in the existing policy indicated in
8.b. above, permitting the purchase of additional individual life insurance (the
"Option Provision"). If this application is made within the time allowed and in
accordance with the other terms in the Option Provision, including timely
payment of the full first premium for the additional insurance, then the
additional insurance shall take effect upon the terms of the policy the Insurer
would issue. Otherwise, the additional insurance shall not take effect. (Answer
Questions 10 through 16 only if evidence of insurability is required in
connection with an optional benefit or any excess of the insurance amount
applied for over the insurance amount permitted by the Option Provision.)

EV4-200Y 2

<PAGE>

9. SUITABILITY (All VLI Plans)
- --------------------------------------------------------------------------------

A. Have you, the Proposed Insured or the Owner, if other than the Proposed
Insured, received:
(1) a prospectus for the policy(ies) applied for? |_| Yes |_| No
Date of prospectus ____/____/____.
Date of any supplement(s) ____/____/____; ____/____/____; ____/____/____.
(2) a prospectus for the Hudson River Trust? |_| Yes |_| No
Date of prospectus ____/____/____.
Date of any supplement(s) ____/____/____; ____/____/____; ____/____/____.
(3) a prospectus for the designated investment company(ies) ________________?
|_| Yes |_| No
Date of prospectus ____/____/____.
Date of any supplement(s) ____/____/____; ____/____/____; ____/____/____.
B. Do you understand that (i) policy values reflect certain deductions and
charges and may increase or decrease depending on credited interest for
Guaranteed Interest Division and/or the investment experience of Separate
Account Divisions and (ii) the cash value may be subject to a surrender
charge, if any, upon policy surrender, lapse or face amount reduction?
|_| Yes |_| No
C. With this in mind, is (are) the policy(ies) in accord with your insurance and
long-term investment objectives and anticipated financial needs?
|_| Yes |_| No

- --------------------------------------------------------------------------------
OTHER INFORMATION For any "Yes" response, provide full details.
- --------------------------------------------------------------------------------

HAS ANY PERSON PROPOSED FOR INSURANCE:
10. A. Ever had a driver's license suspended or revoked, or within the last 3
years been convicted of 2 or more moving violations or driving under the
influence of alcohol or drugs? |_| Yes |_| No (If "Yes", include dates,
types of violation, and reason for suspension or revocation.)
B. Any plans to travel or reside outside the United States?
|_| Yes |_| No
C. Any other life insurance now in effect or application now pending?
|_| Yes |_| No
(Give companies and amounts and policy numbers if Equitable.)
D. Been disabled for 2 or more weeks within the last 2 years?
|_| Yes |_| No
11. A. In the last year flown other than as a passenger or plan to do so?
|_| Yes |_| No
If "Yes", enter total flying time at present _________ hours;
last 12 mos. _________ hours; next 12 mos. _________ est. hours.
(Complete Aviation Supplement for crop dusting; pilot instruction; or
commercial, competitive, helicopter, military, stunt or test flying.)
B. Engaged within the last year or any plan to engage in motor racing on
land or water, underwater diving, skydiving, ballooning, hang gliding,
parachuting or flying ultra-light aircraft? (If "Yes", complete
Avocation Supplement.) |_| Yes |_| No
C. Ever had an application for life or health insurance that was declined,
required an extra premium or other modification? |_| Yes |_| No
(If "Yes", state companies and provide full details.)
D. Replaced or changed any existing insurance or annuity (or any plan to do
so) assuming the insurance applied for will be issued? |_| Yes |_| No
(If "Yes", state companies, plans and amounts.)

- --------------------------------------------------------------------------------
ANSWER QUESTIONS 12-16 ONLY IF NON-MEDICAL
- --------------------------------------------------------------------------------

12. A. Proposed Insured: Hgt. ____Ft. ____In.; Wgt. ____lbs.
B. Additional Insured: Hgt. ____Ft. ____In.; Wgt. ____lbs.
C. Designated Insured: Hgt. ____Ft. ____In.; Wgt. ____lbs.
HAS ANY PERSON PROPOSED FOR INSURANCE:
13. A. Ever had or been treated for heart trouble, stroke, high blood pressure,
chest pain, diabetes, tumor, cancer, respiratory or neurological
disorder? |_| Yes |_| No
B. In the last 5 years, consulted a physician, or been examined or treated
at a hospital or other medical facility? |_| Yes |_| No (Include medical
check-ups in the last 2 years. Do not include colds, minor injuries or
normal pregnancy.)
14. In the last 12 months: A. Smoked cigarettes? |_| Yes |_| No
B. Used any other form of tobacco? |_| Yes |_| No
15. In the last 10 years:
A. Used, except as legally prescribed by a physician, tranquilizers;
barbiturates or other sedatives; marijuana, cocaine, hallucinogens or
other mood-altering drugs; heroin, methadone or other narcotics;
amphetamines or other stimulants; or any other illegal or controlled
substances? |_| Yes |_| No
B. Received counseling or treatment regarding the use of alcohol or drugs
including attendance at meetings or membership in any self-help group or
program such as Alcoholics Anonymous or Narcotics Anonymous?
|_| Yes |_| No
16. In the last 10 years, been:
A. Diagnosed by a member of the medical profession as having Acquired Immune
Deficiency Syndrome (AIDS) or AIDS-Related Complex (ARC)?
|_| Yes |_| No
B. Treated by a member of the medical profession for AIDS or ARC?
|_| Yes |_| No

- --------------------------------------------------------------------------------
17. DETAILS/SPECIAL INSTRUCTIONS/ADDITIONAL INFORMATION For each "Yes" answer
give Question Number, name of person(s) affected, and full details. For 13-16
include conditions, dates, durations, treatment and results, and names and
addresses of physicians and medical facilities.
- --------------------------------------------------------------------------------

- --------------------------------------------------------------------------------
DETAILS
QUES. NO. NAME OF PERSON (Attach additional sheets if more space needed)
- --------------------------------------------------------------------------------
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________

- --------------------------------------------------------------------------------
EV4-200Y 3

<PAGE>

- --------------------------------------------------------------------------------
18. COMPLETE IF MONEY IS PAID OR AN APPROVED PAYMENT AUTHORIZATION IS SIGNED
BEFORE THE POLICY IS DELIVERED: Have the undersigned read and do they agree to
the conditions of Equitable Variable's Temporary Insurance Agreement, including:
(i) the requirement that all of the conditions in that Agreement must be met
before any temporary insurance takes effect, and (ii) the $500,000 insurance
amount limitation? |_| Yes |_| No (If "No," or if any Person Proposed for
Insurance has been diagnosed or treated for Acquired Immune Deficiency Syndrome
(AIDS) or AIDS-Related Complex (ARC) by a member of the medical profession
within the last 10 years or had cancer, a stroke, or a heart attack within the
last year, a premium may not be paid nor an approved payment authorization
signed before the policy is delivered.)
|_| AMOUNT PAID: $_________. (Draw checks to the order of Equitable Variable.)
|_| APPROVED PAYMENT AUTHORIZATION SIGNED.
19. SOCIAL SECURITY OR TAX I.D. NUMBER CERTIFICATION. I, the proposed
policyowner, by my signature below, certify under penalties of perjury that (i)
the number shown in question 3.c.(1) or 1.g. of this form is my correct taxpayer
identification number, and (ii) I |_| am |_| am not subject to a backup
withholding order issued by the Internal Revenue Service. I understand that
failure to furnish the correct information may subject me to Federal backup
withholding.
- --------------------------------------------------------------------------------

AGREEMENT. Each signer of this application agrees that:
(1). The statements and answers in all parts of this application are true and
complete to the best of my (our) knowledge and belief. Equitable Variable
may rely on them in acting on this application.
(2). Equitable Variable's Temporary Insurance Agreement states the conditions
that must be met before any insurance takes effect if money is paid or an
approved payment authorization is signed, before the policy is delivered.
Temporary Insurance is not provided for a policy or benefit applied for
under the terms of a guaranteed insurability option or a conversion
privilege.
(3). Except as stated in the Temporary Insurance Agreement, no insurance shall
take effect on this application: (a) until a policy is delivered and the
full initial premium for it is paid, or an approved payment authorization
is signed, while the person(s) proposed for insurance is (are) living; (b)
before any Register Date specified in this application; and (c) unless to
the best of my (our) knowledge and belief the statements and answers in all
parts of this application continue to be true and complete, without
material change, as of the time such premium is paid or an approved payment
authorization is signed
(4). No agent or medical examiner has authority to modify this Agreement or the
Temporary Insurance Agreement nor to waive any of Equitable Variable's
rights or requirements. Equitable Variable shall not be bound by any
information unless it is stated in Application Part 1 or Part 2.
(5). POLICY VALUES INCREASE OR DECREASE DEPENDING ON CREDITED INTEREST FOR THE
GUARANTEED INTEREST DIVISION AND/OR INVESTMENT EXPERIENCE OF THE SEPARATE
ACCOUNT DIVISIONS AND REFLECT CERTAIN DEDUCTIONS AND CHARGES. THE DEATH
BENEFIT MAY BE FIXED OR VARIABLE UNDER SPECIFIED CONDITIONS, AS DESCRIBED
IN THE POLICY.

- --------------------------------------------------------------------------------
VLI Notice: Available on request are illustrations of benefits,
including death benefits, policy values and cash surrender values.
- --------------------------------------------------------------------------------

ACKNOWLEDGMENT AND AUTHORIZATIONS
UNDERWRITING PRACTICES. I (We) have received a statement of the underwriting
practices of Equitable Variable which describes how and why Equitable Variable
obtains information on my insurability, to whom such information may be reported
and how I may obtain it. The statement also contains the notice required by the
Fair Credit Reporting Act.

AUTHORIZATIONS.
TO OBTAIN MEDICAL INFORMATION. I (we) authorize any physician, hospital, medical
practitioner or other facility, insurance company, and the Medical Information
Bureau to release to Equitable Variable and its legal representative any and all
information they may have about any diagnosis, treatment and prognosis regarding
my physical or mental condition.

TO OBTAIN NON-MEDICAL INFORMATION. I (we) authorize any employer, business
associate, government unit, financial institution, Consumer Reporting Agency,
and the Medical Information Bureau to release to Equitable Variable and its
legal representative any information they may have about my occupation,
avocations, finances, driving record, character and general reputation. I (we)
authorize Equitable Variable to obtain investigative consumer reports, as
appropriate.

TO USE AND DISCLOSE INFORMATION. I (we) understand that the information that I
(we) authorize Equitable Variable to obtain will be used by Equitable Variable
to help determine my insurability or my eligibility for benefits under an
existing policy. I (we) authorize Equitable Variable to release information
about my insurability to its reinsurers, contractors and affiliates, my (our)
Equitable Variable Agent, and to the Medical Information Bureau, all as
described in the statement of Equitable Variable's underwriting practices or to
other persons or businesses performing business or legal services in connection
with my application or claim of eligibility for benefits, or as may be otherwise
lawfully required, or as I (we) may further authorize. I (we) understand that I
(we) have the right to learn the contents of any report of information
(generally, through my physician, in the case of medical information).

COPY OF AUTHORIZATIONS. I (we) have a right to ask for and receive a true copy
of this Acknowledgment and Authorizations signed by me (us). I (we) agree that a
reproduced copy will be as valid as the original.

DURATION. I (we) agree that these authorizations will be valid for 12 months
from the date shown below.

- --------------------------------------------------------------------------------
Laws in your state may make it a crime to fill out an insurance
or annuity application with information you know is false
or to leave out material facts.
- --------------------------------------------------------------------------------

Dated at City __________________________________________________________________

State __________________________________________________________________________

on _____________________________________________________________________ 19 ____

X_______________________________________________________________________________
Signature of Proposed Insured or Applicant if Proposed Insured is a Child, Issue
Age 0-14.

X_______________________________________________________________________________
Signature of Proposed Additional Insured, if any.

X_______________________________________________________________________________
Signature of Applicant if not Proposed Insured or Owner.

X_______________________________________________________________________________
Signature of Owner if not Proposed Insured or Applicant. (If a corporation,
show firm's name and signature of authorized officer.)

________________________________________________________________________________
Signature of Agent (Registered Representative)

EV4-200Y 4

<PAGE>

AGENT'S REPORT
(Please print in black ink.)
SUBMIT CURRENT VERSION OF FORM 180-300, IF REQUIRED.
1. PURCHASER/PREMIUM PAYER A. Check one or more: |_| Insured |_| Owner
|_| Relative of Insured |_| Applicant (for child) |_| Business |_| Trust
|_| Business Assoc. |_| Split Dollar/Bus |_| (Other) ________________________.
B. If the Purchaser is not the Insured, Owner, Applicant or a Trust, give
Purchaser's Annual Income $_____________________________________.
C. If the Purchaser is a Corporation or Partnership, state names of officers
or partners and amounts on their lives owned by the Purchaser.
(1) Name: __________________________________ Amount of Insurance $______________
(2) Name: __________________________________ Amount of Insurance $______________
(3) Name: __________________________________ Amount of Insurance $______________
(4) Name: __________________________________ Amount of Insurance $______________

- --------------------------------------------------------------------------------
2. GENERAL A. (1) How long have you known the Prop. Insured? __________________.
(2) Your relationship to the Prop. Insured, if any: _____________.
B. If Prop. Insured is a Child (Issue ages 0-14), when did you last
see Child? ______________________________________________________.
3. PROPOSED INSURED'S (If Proposed Insured is a Child, Issue Age 0-14, complete
as to Applicant)
A. Bank Name, Branch Location and Account No. (If required).
__________________________________________________________________________
B. Driver's License Number and State (If required):
D.L.#______________________________________ State _______________________.
4. COMPLIANCE INFORMATION THESE QUESTIONS MUST BE COMPLETED WITH RESPECT TO THE
OWNER. (Check Personal or Business Insurance and complete that Section only.)

A. |_| PERSONAL INSURANCE
(1) Is the owner a member or an associated person of a member of the National
Association of Securities Dealers, Inc. (NASD)? |_| Yes |_| No
(2) NO. OF WAGE EARNERS IN HOUSEHOLD |_| 0 |_| 1 |_| 2 |_| 3+
(3) INCOME (BEFORE TAXES) a. Individual $_____________
b. Household $_____________
(4) NET WORTH (CHECK ONE) |_| less than $50,000 |_| $50,-99,999
|_| $100,-199,999 |_| $200,-299,999 |_| $300,-499,999 |_| $500,000 +
(5) NO. OF DEPENDENTS: ______ Children ______ Other
(6) PURPOSE: |_| Estate Planning |_| Family Protection |_| Charitable
|_| Children's Educ. |_| Retirement Income |_| Savings/Investment
|_| Parent Care Fund |_| Disability Income |_| Medical Expenses
|_| Mortgage Protection |_| Pension Maximization
|_| (Other) _____________________________________________________________
(7) OCCUPATION |_| Professional/Technical |_| Doctor (MD, DD, DC, DPM, MD,
Psychiatrist, Prac Psychologist) |_| Dentist |_| Lawyer |_| Accountant
|_| Engineer |_| Architect |_| Teacher (Elem-HS) |_| Teacher (College)
|_| Health Care Worker |_| Top Mgmt |_| Mid Mgmt |_| Bus. Owner/Partner
|_| Other _______________________________________________________________

- --------------------------------------------------------------------------------
B. |_| BUSINESS INSURANCE
- --------------------------------------------------------------------------------
(1) Is the owner a member or an associated person of a member of the National
Association of Securities Dealers, Inc. (NASD)? |_| Yes |_| No
(2) Persons authorized to transact business on behalf of Owner:
Name: ________________________________ Title: __________________________
Name: ________________________________ Title: __________________________
Name: ________________________________ Title: __________________________
(3) Total Assets (as of last fiscal quarter): $______________________________
(4) If the answer to Question (3) is less than $50 million, please answer
(4)(a) and (4)(b).
(A) Net income (last fiscal quarter): |_| less than $500,000
|_| $501,000-2 million |_| $2 million-5 million
|_| $5 million-10 million |_| $10 million+
(B) Net Worth (last fiscal quarter): |_| less than 0 |_| $0-500,000
|_| $501,000-2 million |_| $2 million-5 million
|_| $5 million-10 million |_| $10 million+
(5) Purpose |_| Key Person |_| Buy out Funding |_| Deferred Comp.
|_| Salary Continuation |_| Executive Bonus |_| Overhead Expense
|_| Qualified Retirement Plan |_| Investment Savings |_| 401K Plan
|_| 125 Cafeteria Plan |_| Group Life Carve Out
|_| (Other) _____________________________________________________________
(6) TYPE OF BUSINESS |_| Manufacturing |_| Wholesale |_| Transportation
|_| Agriculture |_| Construction |_| Service |_| Professional Service
|_| Mining |_| Retail |_| Financial, Real Estate |_| Insurance
|_| (Other) _____________________________________________________________
(7) NO. OF EMPLOYEES |_| one |_| 2-9 |_| 10-24 |_| 25-49 |_| 50-99
|_| 100-499 |_| 500+

- --------------------------------------------------------------------------------
5. MARKETING INFORMATION
A. MARITAL STATUS (for marketing research purposes only) |_| Married
|_| Single |_| Separated |_| Divorced |_| Widowed
B. SOURCE Check one: |_| Client (Incl. Family) |_| Orphan |_| Cold Canvass
|_| Trade Shows |_| Direct Mail/Advertising |_| Referred Lead
|_| Personal Contact |_| Friend/Neighbor |_| Access Account |_| Seminar
|_| Telemarketing |_| Stockholder |_| (Other) __________________________
6. |_| CHECK if application is being submitted under INTERNATIONAL UNDERWRITING
Program Country ___________________________________________________________
7. REMARKS/OTHER PERTINENT INFORMATION: |_| Application Taken by Mail
|_| Concurrent Application: |_| Major Medical |_| DI |_| Annuity
- --------------------------------------------------------------------------------

- --------------------------------------------------------------------------------
8. PRODUCTION CREDITS |_| Campaign

ASU to
Last Agent check
Agent(s) Name(s) Init. Number % 4 5
- --------------------------------------------------------------------------------
Service Agent | | | | |

- --------------------------------------------------------------------------------
| | | | |

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

Estimated PC's $__________________________

- --------------------------------------------------------------------------------
9. Will any existing insurance or annuity be replaced or changed (or has it
been) assuming the insurance applied for will be issued? |_| No |_| Yes

10. I certify that I have asked and recorded completely and accurately the
answers to all questions on the application Part 1, and I know of nothing
affecting the risk that has not been recorded herein.

11. |_| I HAVE witnessed the signatures required on Part 1.
|_| I HAVE NOT witnessed the signatures required on Part 1.
(Explain in Remarks)

Registered
Representative's
Signature _____________________________________________ Date _______________

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

OFFICE USE
- --------------------------------------------------------------------------------
ASU/NBD Rec'd Med Date Policy Number

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

AG-6 (7/93)

<PAGE>

DO NOT WRITE IN THIS SPACE

<PAGE>

AGENT: PLEASE TEAR OFF AND GIVE TO PROPOSED INSURED

- --------------------------------------------------------------------------------
YOUR INSURANCE APPLICATION & HOW IT IS HANDLED AT EQUITABLE VARIABLE
- --------------------------------------------------------------------------------

UNDERWRITING PRACTICES
UNDERWRITING. Our evaluation of your application begins with the medical history
you furnish. Since we rely on the accuracy and completeness of your answers, we
may verify them both before and after a policy is issued.

SOURCES OF INFORMATION. We may request additional information from physicians,
hospitals, other medical professionals or health care institutions, the Medical
Information Bureau, other insurers to which you have applied, your employer,
business associates, financial institutions, governmental units, consumer
reporting agencies or the Equitable Variable Agents.

Your signature on the Acknowledgment and Authorization Form permits us to make
these inquiries. They may be made by personal interview, by telephone or in
writing. We do not ask other insurers for their underwriting decision on your
application. You have the right to know (usually through a physician you name)
what information we have concerning you, and it is incorrect, to have it
corrected. If you want more information about this, contact your Equitable
Variable Agent. If we request information about you from an insurance support
organization, they may also furnish this information to others authorized by
you. In this connection, the federal and various state Fair Credit Reporting
Acts require that you be given this notice:

To help establish eligibility for insurance, an investigative consumer
report (including information on finances, character and general
reputation) may be requested. It would be based on interviews with your
employer, business associates, financial institutions, governmental units,
and references you name. You may also ask to be interviewed yourself.

You may write to us for more complete details on consumer reports. You
also have the right to know whether a consumer report was made, the name
and address of the agency which made it, and to obtain a copy of the
report from them.

REPORT OF ADVERSE DECISION. If an adverse underwriting decision is made on your
application, you will be notified and given the reason for this as well as
instructions for obtaining further details. If you believe this decision was
based on erroneous information, you should contact your Equitable Variable
Agent.
(continued on back)
- --------------------------------------------------------------------------------
PLEASE READ THIS INFORMATION -- IT IS FOR YOUR BENEFIT

- --------------------------------------------------------------------------------
TEMPORARY INSURANCE AGREEMENT
Equitable Variable Life Insurance Company,
787 Seventh Avenue, New York, N.Y. 10019

(In this Agreement, "we," "our" and "us" mean Equitable Variable Life Insurance
Company.)

We will pay an insurance benefit to the beneficiary named in the application if
a Person Proposed for Insurance dies while this Agreement is in effect. For
joint survivorship life policies, the insurance benefit is payable upon the
death of the second of the Proposed Insured Persons to die, unless a rider is
applied for which provides an insurance benefit to be paid upon the death of
either Proposed Insured Person. Any coverage provided under this Agreement is
temporary and is subject to the Conditions to Coverage stated below. The
Temporary Insurance will be in the amount applied for (subject to the Amount
Limitation below) and in accordance with the terms of the policy we would issue.

Conditions to Coverage: All of the following conditions must be met before any
Temporary Insurance takes effect:

(1) A completed and properly signed application Part 1 and, if required by our
published underwriting rules, Part 2 must be given to us; and

(2) The amount paid in consideration for this agreement must be (a) for a
modified premium policy, the full first scheduled premium for any mode
except for monthly on System-Matic where at least a two month premium is
required; (b) for a flexible premium policy, enough to provide at least
three months' coverage for the death benefit and for any benefits provided
by riders; or (c) a properly signed approved payment authorization must be
submitted; and

(3) To the best of the knowledge and belief of those signing the application,
the statements and answers in all parts of the application were true and
complete when made and continue to be true and complete, without material
change, when the premium is paid or the approved payment authorization
signed; and

(4) No Person Proposed for Insurance has been diagnosed or treated for Acquired
Immune Deficiency Syndrome (AIDS) or AIDS-Related Complex (ARC) by a member
of the medical profession within the last 10 years or had cancer, a stroke,
or a heart attack within the last year.

When Temporary Insurance Begins: If all of these conditions are met, then
Temporary Insurance shall take effect on the life of a Person Proposed for
Insurance on the later of: (a) the date money is paid or the approved payment
authorization is signed: or (b) if an application Part 2 is initially required
as to that person by our published underwriting rules, the date that Part 2 is
completed.

If a Person Proposed for Insurance dies as a result of accidental bodily injury,
directly and independently of all other causes, before a required application
Part 2 for that person is completed, then the Temporary Insurance will be in
effect unless it terminated earlier.

Amount Limitation: The amount of insurance (apart from any Accidental Death
Benefits) in effect on the life of any Person Proposed for Insurance under all
Temporary Insurance Agreements issued by us, our parent, The Equitable Life
Assurance Society of the United States, or its other subsidiaries or affiliates,
shall not exceed $500,000 in total.

When Temporary Insurance Ends: Insurance under this Agreement will end upon the
earliest of the following:

(1) When we issue a policy as applied for and the full initial premium for it is
paid; or

(2) Thirty days after we issue a policy other than as applied for or, if sooner,
when that policy is either accepted or refused; or

(3) Five days after we mail a notice declining the application and enclosing a
refund of any premium paid; or

(4) The 75th day after the date of Part 1 of the application.

Coverage Not Provided: No coverage is provided under this Agreement for a policy
or benefit applied for under the terms of a guaranteed insurability option or a
conversion privilege.

EV4-200Y

<PAGE>

- --------------------------------------------------------------------------------
RELEASE OF INFORMATION. The information we obtain concerning you is treated as
confidential and will only be released as follows:
1) To the Equitable Variable employees whose jobs require access to it.
2) To your personal physician, if you request this in writing and furnish the
doctor's full name and address.
3) To another insurer if you apply for life or health coverage or submit a
claim, provided you authorize them to obtain this information.
4) To our reinsurers, contractors or affiliates if necessary to process your
application.
5) To the Medical Information Bureau, if we consider it significant for
underwriting.
6) To your Equitable Variable Agent, to the extent needed to service your
application and policy.

WHERE TO WRITE TO US. Your Equitable Variable Agent will be pleased to give you
the address of our office to which you can write concerning any of the matters
discussed above.
- --------------------------------------------------------------------------------

- --------------------------------------------------------------------------------
MEDICAL INFORMATION BUREAU (MIB)

The MIB is a non-profit organization of life insurance companies. Its members
exchange information in order to protect the majority of applicants from the few
who might not disclose significant facts in applying for coverage. Member
companies report to it information of underwriting significance as authorized by
applicants and policyholders. This information is, in turn, available only to
other member companies when appropriately authorized to secure it.

While the MIB may help us identify areas about which we need additional
information for our underwriting evaluation, we do not use MIB reports as the
basis for our underwriting decisions.

Upon request, the MIB will arrange for disclosure to you of any information it
may have concerning you. If you question the accuracy of this information, you
may request a correction according to the federal Fair Credit Reporting Act. You
may contact MIB at Post Office Box 105, Essex Station, Boston, MA 02112.
Telephone: (617) 426-3660.
- --------------------------------------------------------------------------------

- --------------------------------------------------------------------------------
IMPORTANT: No Temporary Insurance shall take effect except as stated in the
Temporary Insurance Agreement on the back of this receipt.

EV4-200Y
- --------------------------------------------------------------------------------

- --------------------------------------------------------------------------------
RECEIPT NO. A217511

Received from __________________________________________________________________
|_| a signed approved payment authorization, or
|_| $________________________________ for proposed insurance on the life of each
Person Proposed for Insurance in accordance with an application to Equitable
Variable Life Insurance Company (Equitable Variable).

Dated at __________________________________________________ on _________ 19 ____

Agent __________________________________________________________________________

Checks must be drawn to the order of Equitable Variable and are received subject
to collection.

RECEIPT
- --------------------------------------------------------------------------------

THIS RECEIPT MUST NOT BE DETACHED
UNLESS THE APPLICATION IS SIGNED AND EITHER MONEY
IS COLLECTED OR AN APPROVED PAYMENT DEDUCTION
AUTHORIZATION IS SIGNED.

[Form of Legal Opinion and Consent]

[Date]

Equitable Variable Life Insurance Company
787 Seventh Avenue
New York, NY 10019

Dear Sirs:

This opinion is furnished in connection with the filing of a Registration
Statement on Form S-6, File No. [ ] ("Registration Statement") of Separate
Account FP ("Separate Account FP") of Equitable Variable Life Insurance Company
("Equitable Variable"). The Registration Statement covers an indefinite number
of units of interest in Separate Account FP ("Units") under [Policy Name]
(policy form No. 96-300) an individual flexible premium variable life insurance
policy issued by Equitable Variable ("Policy"). Net premiums received under the
Policies are allocated by Equitable Variable to Separate Account FP to the
extent directed by owners of the Policies. Net premiums under other variable
life insurance policies issued by Equitable Variable may also be allocated to
Separate Account FP.

The Policies are designed to provide life insurance protection and are to
be offered in the manner described in the Prospectus included in the
Registration Statement. The Policies will be sold only in jurisdictions
authorizing such sales.

I have examined all such corporate records of Equitable Variable and such
other documents and laws as I consider appropriate as a basis for the opinion
hereinafter expressed. On the basis of such examination, it is my opinion that:

1. Equitable Variable is a corporation duly organized and validly existing
under the laws of the State of New York.

2. Separate Account FP was duly established and is maintained by Equitable
Variable pursuant to the laws of the State of New York, under which income,
gains and losses, whether or not realized, from assets allocated to Separate
Account FP, are, in accordance with the Policies, credited to or charged against
Separate Account FP without regard to other income, gains or losses of Equitable
Variable.

3. Assets allocated to Separate Account FP will be owned by Equitable
Variable; Equitable Variable is not a trustee with respect thereto. The Policies
provide that the portion of the assets of Separate Account FP equal to the
reserves and other Policy liabilities with respect to Separate Account FP will
not be chargeable with liabilities arising out of any other business Equitable
Variable may conduct. Equitable Variable reserves the right to transfer assets
of Separate Account FP in excess of such reserves and other Policy liabilities
to the general account of Equitable Variable.

4. When issued and sold as described above, the Policies (including any
Units duly credited thereunder) will be duly authorized and will constitute
validly issued and binding obligations of Equitable Variable in accordance with
their terms.

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

Very truly yours,

34902-1

[Flexible Premium]

[Form of Actuarial Opinion]

[Date]

Equitable Variable Life Insurance Company
787 Seventh Avenue
New York, New York 10019

This opinion is furnished in connection with the Registration Statement on
Form S-6, File No. [ ] ("Registration Statement") of Separate Account FP
("Separate Account FP") of Equitable Variable Life Insurance Company ("Equitable
Variable") covering an indefinite number of units of interest in Separate
Account FP under [Policy Name] (TM) (policy form no. 96-300), flexible premium
variable life insurance policies ("Policies"). Net premiums received under the
Policies may be allocated to Separate Account FP as described in the Prospectus
included in the Registration Statement.

I participated in the preparation of the Policies and I am familiar with
their provisions. I am also familiar with the description contained in the
prospectus. In my opinion:

1. The Illustrations of Cash Surrender Values Based on Historical
Investment Results in the Summary to the Prospectus and the
Illustrations of Policy Benefits in Part 4 of the Prospectus (the
"Illustrations") are consistent with the provisions of the Policies.
The assumptions upon which these Illustrations are based, including the
current cost of insurance and expense charges, are stated in the
Prospectus and are reasonable. The Policies have not been designed so
as to make the relationship between premiums and benefits, as shown in
the Illustrations, appear disproportionately more favorable to
prospective purchasers of Policies for non-tobacco user preferred risk
males age 45 than to prospective purchasers of Policies for males at
other ages or in other underwriting classes or for females. The
particular Illustrations shown were not selected for the purpose of
making the relationship appear more favorable.

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

Very truly yours,

----------------------------
Barbara Fraser,
F.S.A., M.A.A.A.
Vice President
The Equitable Life Assurance
Society of the United States

34902-1

POWER OF ATTORNEY

The undersigned director and/or officer of Equitable Variable Life
Insurance Company, a New York corporation (the "Company"), hereby constitutes
and appoints Joseph J. Melone, James T. Liddle, Jr., and Samuel B. Shlesinger
and each of them (with full power to each of them to act alone), his true and
lawful attorney-in-fact and agent, with full power of substitution to each, for
him and on his behalf and in his name, place and stead, to execute and file any
of the documents referred to below relating to registrations under the
Securities Act of 1933 or the Investment Company Act of 1940 (the "Acts"):
registration statements on any form or forms under the Acts, and any and all
amendments and supplements thereto (including post-effective amendments), with
all exhibits and all agreements, consents, exemptive applications and other
documents and instruments necessary or appropriate in connection therewith, each
of said attorneys-in -fact and agents being empowered to act with or without the
others or other, and to have full power and authority to do or cause to be done
in the name and on behalf of the undersigned each and every act and thing
requisite and necessary or appropriate with respect thereto to be done in and
about the premises in order to effectuate the same, as fully to all intents and
purposes as the undersigned might or could do in person, hereby ratifying and
confirming all that said attorney-in-fact and agents, or any of them, may do or
cause to be done by virtue thereof.

IN WITNESS WHEREOF, the undersigned has hereunto set his hand, this 27th day of
November, 1995.

/s/ Peter D. Noris
------------------------------
Peter D. Noris

<PAGE>

POWER OF ATTORNEY

IN WITNESS WHEREOF, the undersigned has hereunto set his hand, this 28th day of
November, 1995.

/s/ Michael J. Rich
------------------------------
Michael J. Rich

Exhibit 8
---------

Corporate Incentive Life
------------------------

Description of Equitable Variable's Issuance,
Transfer and Redemption Procedures for Policies
Pursuant to Rule 6e-3(T)(b)(12)(iii)
under the Investment Company Act of 1940
December 1, 1995

Pursuant to Rule 6e-3(T)(b)(12)(iii) under the Investment Company Act of
1940 ("1940 Act"), this exhibit sets forth the issuance, transfer and redemption
procedures to be followed by Equitable Variable Life Insurance Company
("Equitable Variable") in connection with the issuance of Corporate Incentive
Life, a flexible premium variable life insurance policy (the "policies").

Equitable Variable believes its procedures meet the requirements of Rule
6e-3(T)(b)(12)(iii) and states the following:

1. Because of the insurance nature of Equitable Variable's policies and
due to the requirements of state insurance laws, the procedures necessarily
differ in significant respects from procedures for mutual funds and contractual
plans for which the 1940 Act was designed.

2. Many of the procedures used by Equitable Variable have been adopted
from its established procedures for its scheduled premium variable life
insurance policies, its other flexible premium variable life insurance policies
and its fixed benefit life insurance products.

3. In structuring its procedures to comply with Rule 6e-3(T), state
insurance laws and its established administrative procedures, Equitable Variable
has attempted to comply with the intent of the 1940 Act, to the extent deemed
feasible.

4. In general, state insurance laws, like Rule 6e-3(T)(b)(12)(iii),
require that Equitable Variable's procedures be reasonable, fair and not
discriminatory.

5. Because of the nature of the insurance product, it is often difficult
to determine precisely when Equitable Variable's procedures deviate from those
required under Sections 22(d), 22(e) or 27(c)(1) of the 1940 Act or Rule 22c-1
thereunder. Accordingly, set out below is a summary of the principal policy
provisions and procedures not otherwise described in the prospectus, which may
be deemed to constitute, either directly or indirectly, such a deviation. The
summary, while comprehensive, does not attempt to describe each and every
procedure or variation which might occur and does include certain procedural
steps which do not constitute deviations from the above-cited sections or rule.

Under the policies, a policyowner allocates net premiums to a Guaranteed
Interest Account, which is part of Equitable Variable's General Account, and/or
to one or more investment funds of Equitable Variable's Separate Account FP (the
"Account"). Except as otherwise noted, the procedures described below apply
equally to each of the Account's investment funds and, accordingly, are
described in terms of the Account.

<PAGE>

I. "Public Offering Price": Purchase and Related
Transactions -- Section 22(d) and Rule 22c-1
--------------------------------------------

This section outlines those principal policy provisions and
administrative procedures which might be deemed to constitute, either directly
or indirectly, a "purchase" transaction. Because of the insurance nature of the
policies, the procedures involved necessarily differ in certain significant
respects from the purchase procedures for mutual funds and contractual plans.
The chief differences involve the structure of the cost of insurance charges and
the insurance underwriting (i.e., evaluation of risk) process. There are also
certain policy provisions -- such as restoration and loan repayment -- which do
not result in the issuance of a policy but which require certain payments by the
policyowner and involve a transfer of assets supporting the policy reserve into
the Account.

a. Application and Initial Premium Processing
------------------------------------------

Upon receipt of a completed application and other required documentation
from a prospective policyowner, Equitable Variable will follow certain insurance
underwriting (i.e., evaluation of risks) procedures designed to determine
whether the proposed insured is insurable. This process may involve such
verification procedures as medical examinations and may require that further
information be provided by the proposed policyowner and/or the proposed insured
before such a determination can be made. A policy cannot be issued, i.e.,
physically issued through Equitable Variable's computer issue system, until this
underwriting procedure has been completed.

These processing procedures will not dilute any benefit payable to any
existing policyowner. Although a policy cannot be issued until after the
underwriting process has been completed, the proposed policyowner will receive
immediate insurance coverage on the proposed insured person once the proposed
policyowner has paid his full initial premium and assuming that the proposed
insured person proves to be insurable.

Equitable Variable will require that the policy be delivered within a
specific delivery period to protect itself against anti-selection by the
prospective policyowner resulting from a deterioration of the health of the
proposed insured. Generally, the period will not exceed 30 days from the
policy's Issue Date.

Delivery may be delayed where, for example, the full initial premium has
not yet been paid, amendment is needed to the application for the policy or
where the agent has been unable to contact the prospective policyowner. Where a
policy is not delivered within 30 days, Equitable Variable will consider
reissuing the policy with a new Register Date and Issue Date. However, if
Equitable Variable does not receive the full initial premium within 60 days of
the Issue Date, we will consider the prospective policyowner to have withdrawn
the application and we will refund any premium paid. To obtain a policy, it
would then be necessary for the prospective policyowner to submit a new
completed application and satisfactory evidence of insurability of the proposed
insured.

2
<PAGE>

b. Insurance Charges and Underwriting Standards
--------------------------------------------

Cost of insurance charges payable under the policies and any riders will
not be the same for all policyowners. The chief reason is that the principle of
pooling and distribution of mortality risks is based upon the assumption that
each policyowner pays a cost of insurance charge commensurate with the insured's
mortality risk which is actuarially determined based upon factors such as age,
sex, health and occupation and the particular benefit provided.

In the context of life insurance, uniform cost of insurance charges for
all insureds would discriminate unfairly in favor of those insureds representing
greater mortality risks to the disadvantage of those representing lesser risks.
Accordingly, although there will be a uniform "public offering price" for all
policyowners because premiums are flexible, there will be a different "price"
for each actuarial category of insureds because different cost of insurance
rates will apply . The "price" will also vary based on the net amount at risk.

The Policies will be offered and sold pursuant to our cost of insurance
charge schedules and our underwriting standards and in accordance with state
insurance laws. Such laws prohibit unfair discrimination among insureds of the
same class, but generally recognize that premiums must be based upon factors
such as age, sex, health and occupation. A table showing the maximum cost of
insurance charges will be delivered as part of the policy. Any additional
charges for persons who do not meet standard underwriting requirements will also
be indicated in the policy.

By administrative practice, Equitable Variable will reduce the cost of
insurance rate classification for an existing policy, including any riders, if
new evidence of insurability demonstrates that the insured person qualifies for
a lower classification. After the reduced rating is determined, the policyowner
will pay a lower current monthly cost of insurance charge each month. A similar
reduction will be made for tobacco users who meet our non-tobacco user
requirements.

c. Repayment of Loan
-----------------

When a loan is made, Equitable Variable will transfer from each investment
division of the Account to the General Account an amount of Policy Account Value
equal to the amount of the loan allocable to that division. Upon repayment of
indebtedness, Equitable Variable will reduce its General Account policy loan
assets and transfer those assets first to the Guaranteed Interest Account to the
extent loans were attributable to the Guaranteed Interest Account and then to
the Account's investment funds according to the policyowner's instruction or the
premium payment allocation percentages then in effect.

d. Face Amount Increases
---------------------

The policies do not permit face amount increases.

3
<PAGE>

II. "Redemption Procedures":
Surrender and Related Transactions
----------------------------------

This section will outline those procedures which differ in certain
significant respects from redemption procedures for mutual funds and contractual
plans. The policies provide for the payment of monies to a policyowner or
beneficiary upon presentation of the policy. The amount received by the payee
will depend upon the particular benefit for which the policy is presented:
surrender for net cash surrender value, payment of a death claim, living benefit
payment or maturity benefit. There are also certain policy provisions -- such as
partial withdrawals, termination and the loan privilege -- under which the
policy will not be presented to Equitable Variable but which will affect the
policyowner's benefits and may involve a transfer of the assets supporting the
policy reserve out of the Account.

Any combined transactions on the same day which counteract each other will
be allowed. We will assume the policyowner is aware of the conflicting nature of
these transactions and desires their combined result. In addition, if a
transaction is requested which we will not allow (for example, a request for a
face amount decrease which lowers the face amount below our minimum) we will
reject the whole request and not just the portion which fails to comply with our
rules. Policyowners will be informed of the rejection and will have an
opportunity to give new instructions. Finally, state insurance or other laws may
require that certain requirements be met before Equitable Variable is permitted
to make payments to the payee.

Generally, except for the payment of death benefits, the imposition of
insurance and administrative charges and the effects of policy loans, the payee
will receive a pro rata or proportionate share of the Account's assets within
the meaning of the 1940 Act in any transaction involving "redemption
procedures".

a. Surrender for Net Cash Surrender Value
--------------------------------------

Equitable Variable will make the payment of Net Cash Surrender Value out
of its General Account and, at the same time, transfer assets from the Account
to the General Account in an amount equal to the policy reserves in the Account.

b. Death Claims
------------

Equitable Variable will issue a death benefit payable to the beneficiary
within seven days after receipt, at our Administrative Office, of the policy,
due proof of death of the insured person, and all other requirements
necessary(1) to make payment.

Equitable Variable will make payment of the death benefit out of its
General Account, and will transfer assets from the Account to the General
Account in an amount equal to the policy reserves in that Account . The excess,
if any, of the death benefit over the amount transferred will be paid out of the
General Account reserve maintained for that purpose.

- ----------
(1) State insurance laws impose various requirements, such as receipt of a tax
waiver, before payment of the death benefit may be made. In addition,
payment of the death benefit is subject to the provisions of the policies
regarding suicide and incontestability.

4
<PAGE>

c. Transfer
--------

The policies allow the policyowner, in lieu of a conversion privilege, to
transfer all the amounts in the investment funds of the Account to the
Guaranteed Interest Account (which is part of our General Account and pays
interest at a declared guaranteed rate) without charge.

d. Policy Loan
-----------

When a loan is made, Equitable Variable transfers a portion of the assets
in the Account (which is a portion of the cash surrender value and which also
constitutes a portion of the reserves for the death benefit) equal to the
indebtedness to the General Account.

e. Living Benefit Payment
----------------------

The Living Benefit option enables eligible policyowners to receive a
portion of the death benefit if the insured has a terminal illness. When
Equitable Variable receives written notice of a Living Benefit claim it will
send the policyowner a "quote letter" detailing the effect of a Living Benefit
payment on the remaining policy values as well as an explanation of amounts that
are available through policy loan or surrender. The letter will be accompanied
by the forms necessary for the policyowner to finalize his or her Living Benefit
claim. When those forms are received, Equitable Variable will determine whether
the policyowner is eligible to receive the Living Benefit payment (e.g., whether
satisfactory evidence has been received that the insured's life expectancy is
less than six months). Once this eligibility determination is complete,
Equitable Variable will pay the Living Benefit amount within seven days.

f. Federal Income Tax
------------------

In certain circumstances, a premium payment or change to a policy may
cause a policy to be treated as a "modified endowment." (See Tax Effects in the
Prospectus). Due to the potential adverse tax consequences, Equitable Variable
has instituted procedures aimed to prevent a policy from becoming a modified
endowment without the policyowner's prior knowledge. If Equitable Variable
determines that, based on the first premium, the policy will be a modified
endowment contract, Equitable Variable will issue the policy based on the first
premium remitted, provided that the policyowner signs a form acknowledging that
the policy is a modified endowment. Alternatively, the policyowner may reduce
the amount of the first premium to a level at which the policy will not be a
modified endowment. Equitable Variable will then issue the policy based on the
reduced premium. Equitable Variable will not deliver a policy unless one of
these options is selected.

In the case of a subsequent premium payment, which, if applied, would
cause a policy to become a modified endowment, Equitable Variable plans to
return the excess premium payment (the amount which would cause the contract to
become a modified endowment) to the policyowner within one business day. The
excess premium payment will be accompanied by a letter of explanation. The
letter will explain to the policyowner that the premium payment he submitted
would cause the policy to become a modified endowment under federal income tax
law. The letter will instruct the policyowner that he may either return the
excess premium payment to Equitable Variable with a signed acknowledgment form
(enclosed with the letter) or forego making the payment at this time. The
acknowledgment form will describe the federal income tax consequences of owning
a modified endowment.

5
<PAGE>

There may be cases in which a policy becomes a modified endowment before
all procedures aimed at preventing this have been fully implemented. In such
cases, Equitable Variable may, but is not obligated under applicable federal
income tax law to, refund the excess premium with interest not later than 60
days following the policy year in which it was received. In such case the policy
should generally be removed from modified endowment status. If an offer to
refund premium is made, the policyowner will be notified and given an
opportunity to elect a refund. If a refund is elected, the Policy Account will
be adjusted to take into account the amount of the refund. The amount of the
refund would include interest earned on the excess premium amount in the
Guaranteed Interest Account and net return on the excess premium amount in the
divisions of the Separate Account, but not less in total than minimum interest
of 4%. An election to take a refund and the related adjustments will be effected
upon receipt at our administrative office.

35118/R31 1.DOC
36014-1

[Flexible Premium]

REPRESENTATIONS, DESCRIPTION AND
UNDERTAKING PURSUANT TO
RULE 6e-3(T)(b)(13)(iii)(F) UNDER
THE INVESTMENT COMPANY ACT OF 1940

Registrant makes the following representations:

(1) Section 6e-3(T)(b)(13)(iii)(F) is being relied upon.

(2) The level of the mortality and expense risk charge and the guaranteed
minimal death benefit charge are within the range of industry practice for
comparable contracts.

(3) The methodology used to support the representation made in paragraph (2)
above is based on an analysis of the levels of mortality and expense risk
and guaranteed minimum death benefit charges being made in comparable
contracts. Registrant undertakes to keep and make available to the
Commission on request the documents used to support the representation in
paragraph (2) above.

(4) (i) Registrant has concluded that there is a reasonable likelihood
that the distribution financing arrangement will benefit Separate
Account FP and policyowners. Registrant undertakes to keep and make
available to the Commission on request the memorandum setting forth
the basis for this representation.

(ii) Registrant represents that Separate Account FP will invest only in
management investment companies which have undertaken to have a
board of directors, a majority of whom are not interested persons of
registrant, formulate and approve any plan under Rule 12b-1 to
finance distribution expenses.

34902-1