Registration No. 333-17639
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 3 TO
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
THE EQUITABLE LIFE ASSURANCE Edward D. Miller, President
SOCIETY OF THE UNITED STATES The Equitable Life Assurance Society of
(Exact Name of Trust) the United States
THE EQUITABLE LIFE ASSURANCE 1290 Avenue of the Americas
SOCIETY OF THE UNITED STATES New York, New York 10104
(Exact Name of Depositor) (Name and Address of Agent for Service)
1290 Avenue of the Americas
New York, New York 10104
(Address of Depositor's Principal
Executive Offices)
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Telephone Number, Including Area Code: (212) 554-1234
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Please send copies of all communications to:
MARY P. BREEN, ESQ. with a copy to:
Vice President and Thomas C. Lauerman
Associate General Counsel Freedman, Levy, Kroll & Simonds
The Equitable Life Assurance 1050 Connecticut Avenue, N.W., Suite 825
Society of the United States Washington, D.C. 20036
1290 Avenue of the Americas
New York, New York 10104
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Securities Being Registered: Units of Interest in Separate Account FP
It is proposed that this filing will become effective (check appropriate line):
_____ immediately upon filing pursuant to paragraph (b) of Rule 485
_____ on May 1, 1998 pursuant to paragraph (b) of Rule 485
__X__ 60 days after filing pursuant to paragraph (a) of Rule 485
_____ on ( ) pursuant to paragraph (a) of Rule 485
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[Outside Wrapper]
IL PROTECTOR(R)
A flexible premium variable life insurance policy
May 1, 1999
Equitable AXA Logo
This booklet is called a "prospectus." It describes many aspects of an IL
Protector policy, but this prospectus is not itself a policy. The policy is the
actual contract that determines your benefits and obligations under IL
Protector. For readability, this prospectus sometimes uses different words than
the policy. Your Equitable associate can provide any further explanation about
your policy.
Your Equitable associate can provide you with information about all forms of
life insurance available from us and help you decide which may best meet your
needs. Replacing existing insurance with IL Protector or another policy may not
be to your advantage.
Copyright 1999 The Equitable Life Assurance Society of the United States.
All rights reserved. IL Protector(R) is a registered Service Mark of the
Equitable Life Assurance Society of the United States.
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IL PROTECTOR(R)
A flexible premium variable life insurance policy
Prospectus dated May 1, 1999
Equitable AXA Logo
Please read this prospectus and keep it for future reference. It
contains important information that you should know before purchasing, or taking
any other action under a policy. Also, at the end of this prospectus you will
find attached the prospectuses for The Hudson River Trust and EQ Advisors Trust,
which contain important information about any Portfolios you may be interested
in.
WHAT IS IL PROTECTOR? IL Protector provides life insurance coverage, plus the
opportunity for you to earn a return in our guaranteed interest option and/or
one or more of the following variable investment options:
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FIXED INCOME OPTIONS: EQUITY OPTIONS: ASSET ALLOCATION OPTIONS:
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<S> <C> <C> <C>
Domestic Fixed Income Domestic Equity International Equity o Alliance Conservative Investors
- --------------------- --------------- -------------------- o EQ/Putnam Balanced
o Alliance Money Market o T. Rowe Price Equity o Alliance Global o Alliance Balanced
o Alliance Intermediate o EQ/Putnam Growth & o Alliance International o Alliance Growth Investors
Government Securities Income Value o T. Rowe Price o Merrill Lynch World
o Alliance Quality Bond o Alliance Growth & Income International Stock Strategy
o Alliance Equity Index o Morgan Stanley
Aggressive Fixed Income o Merrill Lynch Basic Emerging Markets Equity
----------------------- Value Equity
o Alliance High Yield o Alliance Common Stock Aggressive Equity
o MFS Research -----------------
o Alliance Aggressive
Stock
o Warburg Pincus Small
Company Value
o Alliance Small Cap
Growth
o MFS Emerging Growth
Companies
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</TABLE>
Amounts that you allocate under your policy to one of the variable investment
options are invested in a corresponding "Portfolio" that is part of one of the
following two mutual funds: The Hudson River Trust or the EQ Advisors Trust.
Your investment results in any such variable option will depend on those of the
related Portfolio. Any gains will generally be tax-deferred and the life
insurance benefits we pay if the policy's insured person dies will generally be
income tax-free.
Other choices you have. You have considerable flexibility to tailor the
policy to your needs. For example, subject to our rules, you can (1) choose when
and how much you contribute (as "premiums") to your policy, (2) pay specified
minimum premium amounts to guarantee that your insurance coverage will continue
for a number of years, regardless of investment performance, (3) borrow or
withdraw amounts you have accumulated, (4) change the amount of insurance
coverage, (5) choose whether the life insurance benefit we pay if the insured
person dies will be increased by the amounts you then have in your policy's
investment options, (6) elect to receive an insurance benefit if the insured
person becomes terminally ill, and (7) add or delete certain optional benefits
that we offer by "riders" to your policy.
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THE SECURITIES AND EXCHANGE COMMISSION (SEC) HAS NOT APPROVED OR DISAPPROVED
THESE SECURITIES OR DETERMINED IF THIS PROSPECTUS IS TRUTHFUL OR COMPLETE. ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. THE POLICIES ARE NOT
INSURED BY THE FDIC OR ANY OTHER AGENCY. THEY ARE NOT DEPOSITS OR OTHER
OBLIGATIONS OF ANY BANK AND ARE NOT BANK GUARANTEED. THEY ARE SUBJECT TO
INVESTMENT RISKS AND POSSIBLE LOSS OF PRINCIPAL.
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[Inside of Front Cover]
WHO IS EQUITABLE? The IL Protector policies are issued by The Equitable Life
Assurance Society of the United States ("Equitable"). We are a New York stock
life insurance corporation and have been doing business since 1859. Equitable is
a wholly owned subsidiary of The Equitable Companies, Inc., whose majority
shareholder is AXA, a French insurance holding company. As a majority
shareholder, and under its other arrangements with Equitable and Equitable's
parent, AXA exercises significant influence over the operations and capital
structure of Equitable and its parent. Equitable's related companies, however,
have no legal responsibility to pay amounts that Equitable owes under the
policies.
Equitable manages over $_______ billion in assets as of December 31, 1998. For
more than 100 years we have been among the largest insurance companies in the
United States. We are licensed to sell life insurance and annuities in all fifty
states, the District of Columbia, Puerto Rico, and the U.S. Virgin islands. Our
home office is located at 1290 Avenue of the Americas, New York, NY 10104.
HOW TO REACH US. To obtain (1) any forms you need for communicating with us, (2)
unit values and other values under your policy, and (3) any other information or
materials that we provide in connection with your policy or the Portfolios, you
can contact us
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<S> <C> <C>
BY MAIL: BY EXPRESS DELIVERY: BY TOLL-FREE PHONE: 1-888-855-5100
at the Post Office Box for our At the Street Address for our (automated voice response system available
Administrative Office specified Administrative Office specified weekdays 7 AM to 9 PM, Eastern Time)
in your policy. in your __________ . (Customer service representative available
BY E-MAIL: life-service@ BY FAX: 1-704-540-9714 weekdays 8 AM to 9 PM, Eastern Time)
equitable.com
</TABLE>
Our web site (www.equitable.com) can also provide information; some of the forms
listed below are available for you to print out through our web site. You may
also contact your Equitable associate for help in obtaining what you need and
exercising your rights and privileges under your policy.
The following types of communications must be on specific forms that we provide
for each purpose: (1) request for automatic transfer service; and (2)
authorization for telephone transfers by a person who is not also the insured
person; and (3) request for asset rebalancing service. We also have specific
forms that we recommend you use for the following: (a) policy surrenders; (b)
address changes; (c) beneficiary changes; (d) transfers between investment
options; and (e) changes in premium allocation percentages.
Except for properly authorized telephone transactions, any notice or request
that does not use our standard form must be in writing dated and signed by you
and should also specify your name, the insured person's name (if different),
your policy number, and adequate details about the notice you wish to give or
other action you wish us to take. For information about transaction requests you
can make by phone, see "Telephone Transfers" on page __ and "Telephone Requests"
on page __ of this prospectus.
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The proper person to sign notices and requests would normally be the owner or
any other person that our procedures permit to exercise the right or privilege
in question. If there are joint owners both must sign. Any irrevocable
beneficiary or assignee that we have on our records also must sign certain types
of requests.
You should send all requests, and notices to our Administrative Office at the
above addresses. We will also accept requests and notices by fax at the above
number, if we believe them to be genuine. We reserve the right, however, to
require an original signature before acting on any faxed item. You must send
premium payments after the first one to our Administrative Office at the above
addresses; except that you should send any premiums for which we have billed you
to the address on the billing notice.
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CONTENTS OF THIS PROSPECTUS
PAGE IN THIS
PROSPECTUS
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WHAT IS IL PROTECTOR? 2
WHO IS EQUITABLE? 4
HOW TO REACH US 4
CHARGES AND EXPENSES YOU WILL PAY 8
RISK/REWARD CONSIDERATIONS 12
POLICY FEATURES AND BENEFITS 12
How You Can Pay For and Contribute to Your Policy 12
The Minimum Amount of Premiums You Must Pay 13
Investment Options Within Your Policy 15
About Your Life Insurance Benefit 16
You Can Change Your Policy's Insured Person 17
You Can Increase or Decrease Your Insurance Coverage 18
Other Benefits You Can Add by Rider 19
Your Options For Receiving Policy Proceeds 20
Your Right to Cancel Within a Certain Number of Days 21
Variations Among IL Protector Policies 21
DETERMINING YOUR POLICY'S VALUE 21
Your Account Value 21
TRANSFERRING YOUR MONEY AMONG OUR INVESTMENT OPTIONS 23
Transfers You Can Make 23
Telephone Transfers 23
Our Automatic Transfer Service 24
Our Asset Rebalancing Service 24
ACCESSING YOUR MONEY 24
Borrowing From Your Policy 24
Making Withdrawals From Your Policy 26
Surrendering Your Policy for its Net Cash Surrender Value 27
When the Insured Person Reaches Age 100 ("Maturity") 27
Your Option to Receive a Living Benefit 27
TAX INFORMATION 28
Basic Tax Treatment For You and Your Beneficiary 28
Tax Treatment of Distributions to You 28
Tax Treatment of Living Benefit Rider 30
Effect of Policy on Interest Deductions Taken by Business
Entities 30
Requirement That We Diversify Investments 31
Estate, Gift, and Generation-Skipping Taxes 31
Pension and Profit Sharing Plans 32
Other Employee Benefit Programs 32
ERISA 32
Our Taxes 32
When We Withhold Taxes From Policy Proceeds 33
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Possibility of Future Tax Changes 33
MORE INFORMATION ABOUT PROCEDURES THAT APPLY TO YOUR POLICY 33
Alternative Ways to Make Premium and Loan Payments 34
Requirements for Surrender Requests 34
Proceeds Payment Options 34
Assigning Your Policy 34
Payments Under Our Living Benefit Rider 35
Dates and Prices at Which Policy Events Occur 35
Policy Issuance 37
Gender-neutral Policies 38
MORE INFORMATION ABOUT OTHER MATTERS 38
FINANCIAL STATEMENTS OF EQUITABLE AND SEPARATE ACCOUNT FP 50
APPENDICES
I -- Investment Performance Record 52
II--Our Data on Market Performance 55
III--An Index of Key Words and Phrases 59
THE HUDSON RIVER TRUST PROSPECTUS (follows after page __ of this prospectus, but
is not a part of this prospectus)
EQ ADVISORS TRUST PROSPECTUS (follows after page __ of The The Hudson
River Trust Prospectus, but is not a part of that prospectus or
this prospectus.)
WHEN WE ADDRESS THE READER OF THIS PROSPECTUS WITH WORDS SUCH AS "YOU" AND
"YOUR", WE MEAN THE PERSON WHO HAS THE RIGHT OR RESPONSIBILITY THAT THE
PROSPECTUS IS DISCUSSING AT THAT POINT. THIS USUALLY IS THE POLICY'S OWNER. WHEN
WE USE THE WORD "STATE," WE ALSO MEAN ANY OTHER LOCAL JURISDICTION WHOSE LAWS OR
REGULATIONS AFFECT A POLICY.
IL PROTECTOR IS NOT AVAILABLE IN ALL STATES. THIS PROSPECTUS DOES NOT OFFER IL
PROTECTOR ANYWHERE THAT SUCH OFFERS ARE NOT LAWFUL. EQUITABLE DOES NOT AUTHORIZE
ANY INFORMATION OR REPRESENTATION ABOUT THE OFFERING OTHER THAN THAT CONTAINED
OR INCORPORATED IN THIS PROSPECTUS, IN ANY CURRENT SUPPLEMENTS THERETO, OR IN
ANY RELATED SALES MATERIALS AUTHORIZED BY EQUITABLE.
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CHARGES AND EXPENSES YOU WILL PAY
This table shows the charges that we deduct under the terms of your policy. For
more information, see "Deducting Policy Charges" beginning on page __ below.
<TABLE>
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TABLE OF POLICY CHARGES
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DEDUCTIONS WE TAKE FROM AMOUNTS YOU CONTRIBUTE TO YOUR POLICY:
<S> <C>
Sales charge........................................ 6% of each premium payment you make
Charge for state taxes on premiums.................... Ranges from 0.50% to 5% (depending on state) of each
payment you make
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DEDUCTIONS WE TAKE FROM YOUR POLICY'S VALUE EACH MONTH:
Administrative charge............................... $25 in each of your policy's first 12 months
$6 in each subsequent month (which we may increase up
to $10)
Cost of insurance charges and
optional rider charges........................... Amount varies depending on the specifics of your policy(1)
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DEDUCTION WE TAKE FROM YOUR POLICY'S INVESTMENT PERFORMANCE EACH DAY:
Mortality and expense risk charge................... .80% (effective annual rate) of the value you have in
our variable investment options [Superscript: 2]
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</TABLE>
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1 See "Monthly cost of insurance charge" on page ___ below and "Other Benefits
You Can Add by Rider" on page ___ below. The Illustrations of Policy Benefits
that your Equitable associate will provide will illustrate the impact of the
actual current and maximum rates of these and any other charges, based on
various assumptions.
2 This charge does not apply to amounts in our guaranteed interest option.
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DEDUCTIONS WE TAKE AT THE TIME OF THE FOLLOWING TRANSACTIONS YOU CAN REQUEST:
<TABLE>
<S> <C>
Surrender (turning in) of your policy
during its first 15 years........................ A surrender charge equal to the smaller of (a) 66% of
one "target premium"(3) (or less for surrenders after the
ninth year)(4) or (b) 24% of all premium payments you
make in the first year up to the target premium, plus
3% of all additional premiums paid in that year or
subsequently. (We will also deduct the amount of
surrender charge remaining for any face amount
increases, as discussed immediately below.)
Surrender of your policy during the first An amount of surrender charge surrender charge
15 years after you have increased your that we will compute on esentially the same
policy's face amount[Superscript: 5].............. basis as if each such face amount increase had been a
separate, newly-issued IL Protector policy.[Superscript: 6]
(For this purpose, we consider that a portion of each
additional premium you pay is for the increase.)
Requested decrease in your policy's face amount..... A pro-rata portion of the full surrender charge
that would apply to a surrender at the time of the
decrease
Change of your policy's insured person.............. $100
Election to add "living benefit" rider after policy
issue............................................. $100
Exercise of option to receive a "living
</TABLE>
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3 The "target premium" is actuarially determined for each policy, based on that
policy's particular characteristics.
4 Beginning in your policy's tenth year, this amount declines at a constant
rate each month until no surrender charge applies to surrenders made after
the policy's 15th year. The maximum amount of surrender charge under clause
(a) will be set forth in your policy.
5 The "face amount" is the basic amount of insurance coverage under your
policy.
6 This additional surrender charge, however, applies only to the amount (if
any) by which the increase causes the face amount to exceed its highest
previous amount. See "Surrender Charge" on page __ below.
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<TABLE>
<S> <C>
benefit"................................................. Up to $250
Transfers among investment options.................. $0 for each of the first 12 transfers per year (which
we may increase up to $25) and $25 for each additional
transfer in the same year(7)
Partial withdrawal.................................. $25 (or, if less, 2% of the withdrawal)
Increase in your policy's face amount............... $1.50 for each $1000 of the increase (but not more than
$240 in total)
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</TABLE>
YOU ALSO BEAR YOUR PROPORTIONATE SHARE OF ALL FEES AND EXPENSES PAID BY A
"PORTFOLIO" THAT CORRESPONDS TO ANY VARIABLE INVESTMENT OPTION YOU ARE USING:
This table shows the fees and expenses paid by each Portfolio for the year ended
December 31, 1998. These fees and expenses are reflected in value of the
Portfolio's net assets each day. Therefore, they reduce the investment return of
the Portfolio and of the related variable investment option. Actual fees and
expenses are likely to fluctuate from year to year. All figures are expressed as
an annual percentage of each Portfolio's daily average net assets.
<TABLE>
<CAPTION>
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1998 FEES AND EXPENSES
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PORTFOLIOS THAT ARE PART OF THE THE HUDSON RIVER
TRUST MANAGEMENT FEE OTHER EXPENSES TOTAL ANNUAL EXPENSES
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<S> <C> <C> <C>
Alliance Money Market
Alliance Intermediate Government Securities
Alliance Quality Bond
Alliance High Yield
Alliance Growth & Income
Alliance Equity Index
Alliance Common Stock
Alliance Global
Alliance International
Alliance Aggressive Stock
Alliance Small Cap Growth
Alliance Conservative Investors
Alliance Balanced
Alliance Growth Investors
---------------------------------------------------------------------------
</TABLE>
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7 No charge, however, would ever apply to a transfer of all of your variable
investment option amounts to our guaranteed interest option.
10
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<TABLE>
<CAPTION>
1998 FEES AND EXPENSES
------------------------------------------------------------------------
PORTFOLIOS THAT ARE PART OF THE EQ ADVISORS TRUST TOTAL
MANAGEMENT FEE 12B-1 FEES OTHER EXPENSES* ANNUAL EXPENSES
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<S> <C> <C> <C> <C>
T. Rowe Price Equity Income
EQ/Putnam Growth & Income Value
Merrill Lynch Basic Value Equity
MFS Research
T. Rowe Price International Stock
Morgan Stanley Emerging Markets Equity
Warburg Pincus Small Company Value
MFS Emerging Growth Companies
EQ/Putnam Balanced
Merrill Lynch World Strategy
</TABLE>
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*After fee waivers or assumptions by EQ Advisors Trust's manager pursuant to
an expense limitation agreement. See the attached EQ Advisors Trust
prospectus.
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HOW WE ALLOCATE CHARGES AMONG YOUR INVESTMENT OPTIONS
In your application for a policy, you tell us from which investment
options you want us to take the policy's monthly deductions as they fall due.
You can change these instructions at any time. If we cannot deduct the charge as
your most current instructions direct, we will allocate the deduction among your
investment options proportionately to your value in each.
CHANGES IN CHARGES
We reserve the right in the future to (1) make a periodic charge for
certain taxes or reserves set aside for taxes (see "Our Taxes" on page ___
below), (2) make a charge for any illustration of how your policy's values could
change over time, if you request more than one illustration in the same year, or
(3) make a charge for our asset rebalancing service.
Any changes that we make in our current charges or charge rates will be
by class of insured person and will be based on changes in future expectations
about such factors as investment earnings, mortality experience, the length of
time policies will remain in effect, premium payments, expenses and taxes. Any
changes in charges may apply to then outstanding policies, as well as to new
policies, but we will not raise any charges above any maximums discussed in this
prospectus.
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RISKS YOU SHOULD CONSIDER
Some of the principal risks of investing in a policy are as follows:
o If the investment options you choose perform poorly, you could lose some or
all of your money.
o If the investment options you choose do no make enough money to pay for the
policy charges, you could have to pay more premiums to keep your policy from
terminating.
o Within limits, we can increase certain charges without your consent.
o You may have to pay a surrender charge if you wish to discontinue some or
all of your insurance coverage under a policy.
Your policy permits other transactions that also have risks. These and other
risks and benefits of investing in a policy are discussed in detail throughout
this prospectus.
POLICY FEATURES AND BENEFITS
HOW YOU CAN PAY FOR AND CONTRIBUTE TO YOUR POLICY
Premium payments. We call the amounts you contribute to your policy
"premiums" or "premium payments." The amount we require as your first premium
varies depending on the specifics of your policy and the insured person. Each
subsequent premium payment must be at least $100, although we can increase this
minimum if we give you advance notice. (Policies issued in some states or
automatic premium payment plans may have different minimums.) Otherwise, with a
few exceptions mentioned below, you can make premium payments at any time and in
any amount.
[Side bar: You can generally pay premiums at such times and in such amounts as
you like, so long as (i) you pay enough to cover the charges we deduct and (ii)
you don't exceed certain limits determined by the federal income tax laws
applicable to life insurance.]
Limits on premium payments. The federal tax law definition of "life
insurance" limits your ability to pay certain high levels of premiums (relative
to the amount of your policy's insurance coverage). If your premium payments
exceed certain other amounts specified under the Internal Revenue Code, your
policy will become a "modified endowment contract," which may subject you to
additional taxes and penalties on any distributions from your policy. These tax
law premium limits are summarized further under "Tax Information" beginning on
page __ below. We may return to you any premium payments that would exceed those
limits.
The Illustrations of Policy Benefits that your Equitable associate will
provide you show how much premiums you could pay, based on various assumptions,
without exceeding these tax law
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limits. The tax law limits can change as a result of certain changes you make
under your policy. For example, a reduction in the face amount of your policy
may reduce the amount of premiums that you can pay.
At any time when your policy's account value is high enough that the
alternative death benefit discussed on page ___ below would apply, we reserve
the right to limit the amount of any premiums that you pay, unless the insured
person provides us with adequate evidence that he/she continues to meet our
requirements for issuing insurance. The requirement for such evidence, however,
would apply only to the amounts of premiums you paid in any year of your policy
that exceeds your annual no-lapse guarantee premium or your annual planned
periodic premium (whichever is greater). Planned periodic premiums are discussed
immediately below, and no-lapse guarantee premiums are discussed below on page
___.
Planned periodic premiums. Page __ of your policy will specify a
"planned periodic premium." This is the amount that you request us to bill you.
However, payment of these or any other specific amounts of premiums is not
mandatory. You need to pay only enough premiums to ensure that your policy has
enough "net cash surrender value" to cover your policy's monthly charges as they
fall due or that your no-lapse guarantee (discussed below) remains in effect.
("Net cash surrender value" is explained under "Surrendering Your Policy For its
Net Cash Surrender Value" on page __ below.)
Checks and money orders. Premiums generally must be paid by check or
money order drawn on a U.S. bank in U.S. dollars and made payable to
"Equitable." See "Alternative Ways to Make Premium and Loan Repayments" on page
__ below.
THE MINIMUM AMOUNT OF PREMIUMS YOU MUST PAY
Policy "lapse" and termination. Your policy will lapse if it does not
have enough net cash surrender value to pay the monthly charges when due and the
no lapse guarantee is not then in effect. We will mail a notice to you at your
last known address if your policy lapses. You will have a 61 day grace period to
pay at least an amount prescribed in your policy, which would be enough to keep
your policy in force for approximately three months. You may not make any
transfers or request any other policy changes during a grace period. If we do
not receive your payment by the end of the grace period, your policy (and all
riders to the policy) will terminate without value and all coverage under your
policy will cease. We will mail an additional notice to you if your policy
terminates.
[Side bar: Your policy will terminate if you don't pay enough premiums either to
pay the charges we deduct or to keep the no-lapse guarantee in effect. However,
we will first send you a notice and give you a chance to cure any shortfall.]
You may owe taxes if your policy terminates while you have a loan
outstanding, even though you receive no additional money from your policy at
that time. See "Tax Information," beginning on page __ below.
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Restoring a terminated policy. To have your policy "restored" (put back
in force), you must apply within six months after the date of termination. In
some states, you may have a longer period of time. You must also present
evidence that the insured person still meets our requirements for issuing
coverage and pay at least the amount of premium that we require. Your policy
contains additional information about the minimum amount of this premium and
about the values and terms of the policy after it is restored.
No-lapse guarantee and premiums. Page __ of your policy will specify a
"no-lapse guarantee premium." Payment of the no-lapse guarantee premiums is not
required. However, we measure the actual premiums you have paid against the
no-lapse guarantee premiums to see if the no-lapse guarantee provision will
prevent a policy from lapsing. For more detail about how we do this, see "No
lapse guarantee test" below. The no-lapse guarantee provision, however, will not
prevent your policy from lapsing if you have an outstanding policy loan.
[Side bar: In most states, if you pay at least certain prescribed amounts of
premiums, and limit your policy loans, your policy will not lapse for a number
of years, even if the value in your policy becomes insufficient to pay the
monthly charges.]
In most states, the no lapse guarantee provision will last for the
first twenty years of your policy if the insured person was age 59 or younger
when the policy was issued, and for the first fifteen years in the case of other
issue ages. In some states, however, the no-lapse guarantee is unavailable or
limited to a much shorter period of time. Any such variations will appear on
page 3 of your policy.
We will bill you only for planned periodic premiums. Therefore, if you
want to be billed for your no-lapse guarantee premium, you should select that
option in your application for a policy. Your planned periodic premium will then
be your no-lapse guarantee premium.
No-lapse guarantee test. If your policy's net cash surrender value is
not sufficient to pay a monthly deduction that has become due, we check to see
if the cumulative amount of premiums that you have paid to date at least equals
the cumulative no-lapse guarantee premiums due to date. So long as at least this
amount has been paid, your policy will not lapse.
The amount of premiums you must pay to maintain the no-lapse guarantee
will be increased by the cumulative amount of any partial withdrawals you have
taken from your policy. When we calculate these cumulative amounts of premiums,
no-lapse guarantee premiums, and withdrawals, we compound each amount at a 4%
annual interest rate from the date of the transaction (for a no-lapse guarantee
premium, the due date) through the date of the calculation. This interest rate
is purely hypothetical, however, and does not necessarily bear any relation to
the returns you will actually earn or any loan interest you will actually pay.
The amount of the no-lapse guarantee premium set forth in your policy
is actuarially determined at policy issuance and depends on the age and other
insurance risk characteristics of the insured person, as well as the amount and
nature of the coverage you select. The no-lapse guarantee premiums may change if
you make policy changes that increase or decrease the face amount of the policy
or a rider, add or eliminate a rider, or if there is a change in the insured
person's risk
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characteristics. Certain additional benefit riders will cause the no-lapse
guarantee to increase each year. We will send you a new policy page showing any
change in your no-lapse guarantee premium. Any change will be prospective only,
and no change will extend the no-lapse period beyond its original number of
years.
INVESTMENT OPTIONS WITHIN YOUR POLICY
We will initially allocate all of your policy's value to our Alliance
Money Market investment option. On the twenty-first day after your policy's
issue date, (the "Allocation Date"), we will re-allocate that investment in
accordance with your premium allocation instructions then in effect. You give
such instructions in your application to purchase a policy. You can change the
premium allocation percentages at any time, but this will not affect any prior
allocations. The allocation percentages that you specify must always be in whole
numbers and total exactly 100%.
Variable investment options. The 24 variable investment options
currently available are listed on the front cover of this prospectus. The
investment results you will achieve in any one of these options will depend on
the investment performance of a corresponding Portfolio that shares the same
name as that option. The advisers who make the investment decisions for the
Portfolio that corresponds to each variable investment option are as follows:
[Side bar: You can choose among 24 variable investment options]
Alliance Capital Management L.P. (for each "Alliance" option)
T. Rowe Price Associates, Inc. and Rowe Price-Fleming International,
Inc. (for both "T. Rowe Price" options)
Putnam Investment Management, Inc. (for both "EQ/Putnam" options)
Merrill Lynch Asset Management L.P. (for both "Merrill Lynch" options)
Massachusetts Financial Services Company (for both "MFS" options)
Morgan Stanley Asset Management Inc. (for the "Morgan Stanley" option)
Warburg Pincus Asset Management, Inc. (for the "Warburg Pincus" option)
The Portfolio that corresponds to each variable investment option that
has "Alliance" in its name is a part of The Hudson River Trust. Each other
Portfolio is a part of EQ Advisors Trust. EQ Financial Consultants, Inc., a
subsidiary of Equitable, serves as investment manager of the EQ Advisers Trust.
As such, EQ Financial Consultants oversees the activities of the above-listed
advisers with respect to EQ Advisers Trust and is responsible for retaining or
discontinuing the services of those advisers. You will find other important
information about each Portfolio in the separate prospectuses for The Hudson
River Trust and EQ Advisors Trust attached at the end of this prospectus. We may
add or delete variable investment options or Portfolios at any time.
Guaranteed interest option. You can also allocate some or all of your
policy's value to our guaranteed interest option. We, in turn, invest such
amounts as part of our general assets. For each year of your policy, we declare
a fixed rate of interest on amounts you allocate to our guaranteed interest
option.
[Side-bar: We will pay at least 4% annual interest on our guaranteed interest
option.]
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ABOUT YOUR LIFE INSURANCE BENEFIT
Your policy's face amount. In your application to buy an IL Protector
policy, you tell us how much insurance coverage you want on the life of the
insured person. We call this the "face amount" of the policy. $50,000 is the
smallest amount of coverage you can request.
[Side-bar: If the insured person dies, we pay a life insurance benefit to the
"beneficiary" you have named. The amount we pay depends on whether you have
chosen death benefit Option A or death benefit Option B.]
Your policy's "death benefit" options. In your policy application, you
also choose whether the basic amount (or "benefit") we will pay if the insured
person dies is
o Option A - THE POLICY'S FACE AMOUNT on the date of the insured
person's death. The amount of this death benefit doesn't change
over time, unless you take any action that changes the policy's
face amount;
- or--
o Option B - THE FACE AMOUNT PLUS THE POLICY'S "ACCOUNT VALUE" on the
date of death. Under this option, the amount of death benefit
generally changes from day to day, because many factors (including
investment performance, charges, premium payments and withdrawals)
affect your policy's account value.
[Side bar: Your policy's "account value" is the total amount that at any time is
earning interest for you or being credited with investment gains and losses
under your policy. (Account value is discussed in more detail under "Determining
Your Policy's Value" beginning on page __ below.)]
Under Option B, your policy's death benefit will tend to be higher than
under Option A. As a result, the monthly insurance charge we deduct will also be
higher, to compensate us for our additional risk.
Alternative higher death benefit in limited cases. Your policy is
designed to always provide a minimum level of insurance protection relative to
your policy's account value. Thus, we will automatically pay an alternative
death benefit if it is HIGHER than the basic Option A or Option B death benefit
you have selected. This alternative death benefit is computed by multiplying
your policy's account value on the insured person's date of death by a
percentage specified in your policy. The percentage depends on the insured
person's age. Representative percentages are as follows:
[Side bar: If the value in your policy is high enough, relative to the face
amount, the life insurance benefit will automatically be greater than the Option
A or Option B death benefit you have selected.]
<TABLE>
<CAPTION>
Age:* 40 or Under 45 50 55 60 65 70 75 to 95 100
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
%: 250% 215% 185% 150% 130% 120% 115% 105% 100%
</TABLE>
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<PAGE>
* For the then-current policy year.
This higher alternative death benefit exposes us to greater insurance
risk than the regular Option A and B death benefits. Because the cost of
insurance charges we make under your policy are based in part on the amount of
our risk, you will pay higher cost of insurance charges for any periods during
which the higher alternative death benefit is the operative one.
Other adjustments to death benefit. We will increase the death benefit
proceeds by the amount of any other benefits we owe upon the insured person's
death under any optional riders you have chosen.
We will reduce the death benefit proceeds by the amount of any
remaining policy loans and unpaid loan interest, as well as any amount of
monthly charges under the policy that have become due but have not been paid
because of insufficient value in the policy. We also reduce the death benefit if
we have already paid part of it under a living benefit rider. See "Payments
Under Our Living Benefit Rider" on page __ below.
[Side-bar: You can request to change your death benefit option any time after
the second year of the policy.]
Change of death benefit option. If you change from Option A to B, we
automatically reduce your policy's face amount by an amount equal to your
policy's account value at the time of the change. We may refuse this change if
the policy's face amount would thus be reduced below our then current minimum
for new policies. Also, we may require you to provide us with satisfactory
evidence that the insured person remains insurable at the time of this change.
If you change from Option B to A, we automatically increase your policy's face
amount by the amount of such account value. We will not deduct or establish any
amount of surrender charge as a result of a change in death benefit option.
If the alternative death benefit discussed above would be in effect at
the time of the change, we will determine the new face amount somewhat
differently from the general procedures described above.
Please refer to "Tax Information" beginning on page __ below, to learn
about certain possible income tax consequences that may result from a change in
death benefit option.
YOU CAN CHANGE YOUR POLICY'S INSURED PERSON
After the policy's second year, we will permit you to request that a
new insured person replace the existing one. This requires that you provide us
with adequate evidence that the proposed new insured person meets our
requirements for insurance.
Upon making this change, the monthly insurance charges we deduct and
prospective no-lapse guarantee premiums will be based on the new insured
person's insurance risk characteristics. The change of insured person will not,
however, affect the surrender charge computation for the amount of coverage that
is then in force.
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Substituting the insured person is a taxable event and may, depending
upon individual circumstances, have other tax consequences as well. For example,
the change could cause the policy to be a "modified endowment contract" or to
fail the Internal Revenue Code's definition of "life insurance," unless we also
distribute certain amounts to you from the policy. See "Tax Information"
beginning on page __ below. You should consult your tax advisor 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. In no event, however, will we permit a change that causes your
policy to fail the definition of life insurance.
YOU CAN INCREASE OR DECREASE YOUR INSURANCE COVERAGE
You may increase the life insurance coverage under your policy by
requesting an increase in your policy's face amount. You can do so any time
after the first year of your policy. You may request a decrease in your policy's
face amount any time after the second year of your policy. The requested
increase or decrease must be at least $10,000. Please refer to "Tax Information"
beginning on page __ for certain possible tax consequences of changing the face
amount.
We can refuse any requested increase or decrease. We will not approve
any increase or decrease if we are at that time being required to waive charges
under any optional disability waiver rider that is part of the policy. The
following additional conditions also apply:
Face amount increases. We treat an increase in face amount in many
respects as if it were the issuance of a new policy. For example, you must
submit satisfactory evidence that that the insured person still meets our
requirements for coverage; and the monthly insurance charge we make for the
amount of the increase will be based on the age and other insurance risk
characteristics of the insured person at the time of the increase. Also, we
establish an additional amount of surrender charge and no-lapse premium under
your policy for the face amount increase; these amounts are essentially the same
as they would be if we were instead issuing the same amount of additional
coverage as a new policy.
In most states, you can cancel the face amount increase within 10 days
after you receive a new policy page showing the increase. If you cancel, we will
reverse any charges attributable to the increase and recalculate all values
under your policy to what they would have been had the increase not taken place.
If we refuse a requested face amount increase because the insured
person's risk characteristics have become less favorable, we may issue the
additional coverage as a separate IL Protector policy with a different insurance
risk classification.
Face amount decreases. You may not reduce the face amount below the
minimum we are then requiring for new policies. Nor will we permit a decrease
that would cause your policy to fail the Code's definition of life insurance. No
lapse guarantee premiums, as well as our monthly deductions for the cost of
insurance coverage, will generally decrease (prospectively) after you reduce the
face amount.
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If you reduce the face amount during the first 15 years of your policy,
or during the first 15 years after a face amount increase you have requested, we
will deduct from your policy all or part of the remaining surrender charge.
Assuming you have not previously changed the face amount, the amount of
surrender charge we will deduct will be determined by dividing the amount of the
decrease by the initial face amount and multiplying that fraction by the total
amount of surrender charge that still remains applicable to your policy
In some cases, we may have to make a distribution to you from your
policy in order to implement a face amount decrease that you have requested.
This may be necessary in order to preserve your policy's status as life
insurance under the Internal Revenue Code.
OTHER BENEFITS YOU CAN ADD BY RIDER
You may be eligible for the following other optional benefits we
currently make available by rider:
o disability waiver benefit o term insurance on an additional
o accidental death benefit insured person
o children's term insurance o option to purchase additional
insurance
o cost-of-living rider
Equitable or your Equitable associate can provide you with more information
about these riders. The riders provide additional information, and we will
furnish samples of them to you on request. The maximum amount of any charge we
make for a rider will be set forth in the rider or in the policy itself. We can,
however, add, delete, or modify the riders we are making available, at any time
before they become effective as part of your policy.
The option to purchase additional insurance rider permits you to
purchase additional coverage on the insured person, without evidence of
insurability, if specified events occur.
The cost of living rider provides for scheduled automatic face amount
increases that, within limits, reflect increases in the Consumer Price Index.
These automatic face amount increases will result in a prospective increase in
your no lapse guarantee premiums and an additional surrender charge, in the same
manner as would any other face amount increase you request. However, the
administrative charge applicable to other face amount increases does not apply
to increases made under this rider.
See also "Tax Information" beginning on page __ below for certain
possible tax consequences of face amount increases or adding or deleting riders.
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<PAGE>
YOUR OPTIONS FOR RECEIVING POLICY PROCEEDS
Beneficiary of death benefit. You designate your beneficiary in your
policy application. You can change your policy's beneficiary at any other time
during the insured person's life. If no beneficiary is living when the insured
person dies, we will pay the death benefit proceeds in equal shares to the
insured person's surviving children. If there are no surviving children, we will
instead pay the insured person's estate.
Payment options. In your policy application, or at any other time
during the insured person's life, you may choose among several payment options
for all or part of any death benefit proceeds that subsequently become payable.
These payment options are described in the policy and may result in varying tax
consequences. The terms and conditions of each option are set out in a separate
contract that we will send the payee when any such option goes into effect.
Equitable or your Equitable associate can provide you with samples of such
contracts on request.
[Side-bar: You can choose to have the proceeds from the policy's life insurance
benefit paid under one of our payment options, rather than as a single sum.]
If you have not elected a payment option, we will pay any death benefit
in a single sum. If the beneficiary is a natural person (i.e., not an entity
such as a corporation or trust) we will pay any such single sum death benefit
through an interest-bearing checking account (the "Equitable Access
Account((TM))") that we will automatically open for the beneficiary. The
beneficiary will have immediate access to the proceeds by writing a check on the
account. We pay interest on the proceeds from the date of death to the date the
beneficiary closes the Equitable Access Account. The annual rate will be at
least 3%.
If an Equitable associate has assisted the beneficiary 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 associate within the periods
specified for death benefit payments under "When We Pay Policy Proceeds,"
beginning on page __ below. Our associates will take reasonable steps to arrange
for prompt delivery to the beneficiary.
A beneficiary for whom we have opened an Equitable Access Account has
up to __ days to select among our death benefit payment options.
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<PAGE>
YOUR RIGHT TO CANCEL WITHIN A CERTAIN NUMBER OF DAYS
If for any reason you are not satisfied with your policy, you may
return it to us for a full refund. In some states, we will adjust this amount
for any investment performance you have earned. If the policy was purchased
through an exchange of another Equitable insurance policy, the refund may take
the form of restoring that prior policy.
To exercise this cancellation right, you must mail the policy directly
to our Administrative Office. Your cancellation request must be postmarked
within 10 days after you receive it and your coverage will terminate as of the
date of the postmark. In a few jurisdictions, the period is longer than 10 days,
if page __ of your policy so states.
VARIATIONS AMONG IL PROTECTOR POLICIES
Time periods and other terms and conditions described in this
prospectus may vary due to legal requirements in your state. These variations
will be reflected in your policy.
Equitable also may vary the charges and other terms of IL Protector
where special circumstances result in sales or administrative expenses or
mortality risks that are different from those normally associated with IL
Protector. We will make such variations only in accordance with uniform rules
that we establish.
Equitable or your Equitable associate can advise you about any
variations that may apply to your policy.
DETERMINING YOUR POLICY'S VALUE
YOUR ACCOUNT VALUE
As set forth on page __ above, we deduct certain charges from each
premium payment you make. We credit the rest of each premium payment to your
policy as "account value." You instruct us to allocate your account value to one
or more of the policy's investment options indicated on the front cover of this
prospectus.
In addition to amounts in our investment options, your account value
includes any amounts that we are holding to secure policy loans that you have
taken out. See "Borrowing From Your Policy" beginning on page _____ below.
Your policy's value in our variable investment options. We invest the
account value that you have allocated to any variable investment option in
shares of the corresponding Portfolio. That Portfolio, in turn, follows
investment practices, policies and objectives that are appropriate to the
variable investment option you have chosen. Your account value in that option
will increase or decrease by the same amount as if you had invested it in the
corresponding Portfolio's shares directly (and reinvested all dividends and
distributions from the Portfolio in additional Portfolio shares);
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<PAGE>
except that your account value will be reduced by the amount of the charges
described in the table on pages __ above.)
[Side-Bar: Generally speaking, your account value will be credited with the same
returns as are achieved by the Portfolios (or guaranteed interest option) that
you select, but will also be reduced by the amount of charges we deduct under
the policy.]
For convenience, we keep track of your account value in each variable
investment option by use of a measuring device that we call a "unit." Each
variable investment option has its own "unit," whose value increases or
decreases each day. The rate of such increase or decrease for any period is the
same as the corresponding Portfolio's investment return for that same period
(assuming reinvestment of any dividends or distributions from the Portfolio)
less the percentage equivalent of the policy's mortality and expense charge for
that period. On any day, your account value in any variable investment option
equals the number of that option's units credited to your policy, multiplied by
that day's value for one such unit.
Whenever any amount is withdrawn or deducted from one of your policy's
variable investment options, we "redeem" (cancel) the number of units that has a
value equal to that amount. This can happen, for example, when monthly
deductions and transaction-based charges are allocated to that option, or when
loans, transfers, withdrawals and surrenders are made from that option.
Similarly, we "purchase" for you additional units having the same value as the
amount of any premium, loan repayment, or transfer that you allocate to that
variable investment option. The number of your policy's units in any variable
investment option does not change, absent an event or transaction under your
policy that involves moving assets into or out of that option.
Your policy's value in our guaranteed interest option. Your policy's
account value in our guaranteed interest option includes not only any amounts
you have specifically requested that we allocate to that option, but also any
"restricted" amounts that we hold in that option as a result of your election to
receive a living benefit. See "Payments Under Our Living Benefit Rider" on page
__ below. We credit all of such amounts with interest at rates we declare. We
guarantee that these rates will not be less than a 4% effective annual rate. The
mortality and expense risk charge mentioned above does not apply to our
guaranteed interest option.
Amounts may be allocated to or removed from your policy's account value
in our guaranteed interest option for the same purposes as described above for
the variable investment options. We credit your policy with a number of dollars
in that option that equals any amount that is being allocated to it. Similarly,
if amounts are being removed from your guaranteed interest option for any
reason, we reduce the amount you have credited to that option on a
dollar-for-dollar basis.
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<PAGE>
TRANSFERRING YOUR MONEY AMONG OUR INVESTMENT OPTIONS
TRANSFERS YOU CAN MAKE
After your policy's initial investment Allocation Date, you can
transfer amounts from one investment option to another. The total of all
transfers you make on the same day must be at least $500; except that you may
transfer your entire balance in an investment option, even if it is less than
500. You may submit a written or request for a transfer to our Administrative
Office or you can make a telephone request (see below).
[Side-bar: You can transfer freely among our variable investment options and
into our guaranteed interest option.]
However, we permit you to make only one transfer out of our guaranteed
interest option during each year of your policy. (No such limit applies to
transfers out of our variable investment options.) Also, no transfer from our
guaranteed interest option may be for more than the greater of (a) 25% of your
then current balance in that option (b) $500, or (c) the amount (if any) that
you transferred out of the guaranteed interest option during the immediately
preceding year of your policy.
[Side-bar: Transfers out of our guaranteed interest option are more limited.]
We will not accept a request to transfer out of the guaranteed interest
option unless we receive it within the period beginning 30 days before and
ending 60 days after an anniversary of your policy. If we receive the request
within that period, the transfer will occur as of that anniversary or, if later,
the date we receive it.
TELEPHONE TRANSFERS
You can make telephone transfers by following one of two procedures:
o if you are both the policy's insured person and its owner, by
calling 1-888-855-5100 (toll free) from a touch tone phone; or
o if you are not both the insured person and owner, by signing a
telephone transfer authorization form and sending it to us. Once we
have the form on file, we will provide you with a toll-free
telephone number to make transfers.
For more information see "Telephone Requests" on page __ below. We allow only
one telephone transfer each day, and we will not allow you to revoke a telephone
transfer. If you are unable to reach us by telephone, you should send a written
transfer request to our Administrative Office.
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OUR AUTOMATIC TRANSFER SERVICE
Our automatic transfer service enables you to make automatic monthly
transfers from the Alliance Money Market option to our other variable investment
options. You need a minimum of $5,000 in the Alliance Money Market option to
begin using the automatic transfer service. You can choose up to eight other
variable options to receive the automatic transfers but each transfer to each
option must be at least $50. Note: Transfers made using our automatic transfer
service do not count toward the twelve free transfers you may otherwise make
each year.
You may elect the automatic transfer service with your policy
application or at any later time. You can also cancel the automatic transfer
service at any time.
OUR ASSET REBALANCING SERVICE
You may wish us to periodically redistribute the amounts you have in
our variable investment options so that the relative amount of your account
value in each variable option is restored to the initial allocation you specify,
or to any other allocation percentages you choose. You can accomplish this
automatically through our asset rebalancing service. The rebalancing may be on a
one-time basis or at monthly, quarterly, semi-annual, or annual intervals.
You may request the asset rebalancing service in your original policy
application or at any time thereafter. You may discontinue participation in the
asset rebalancing service at any time. The allocation percentage you specify for
each variable investment option selected must be a whole number (5% minimum) of
your total value you hold under variable investment options, and the sum of the
percentages must equal 100%. You may not use more than eight variable investment
options at any time you are using the asset rebalancing service. You may not
simultaneously participate in the asset rebalancing service and the automatic
transfer service (discussed above). Note: Transfers made using the asset
rebalancing service do not count toward the twelve free transfers you may make
each year.
ACCESSING YOUR MONEY
BORROWING FROM YOUR POLICY
You may borrow up to 90% of the difference between your policy's
account value and any surrender charges that are in effect under your policy.
However, the amount you can borrow will be reduced by any amount that we hold on
a "restricted" basis following your receipt of a living benefit payment. See
"Payments Under Our Living Benefit Rider" beginning on page __ below. Each new
loan you request must be at least $500.
[Side-bar: You can use policy loans to obtain funds from your policy without
surrender charges or tax consequences.]
When you take a policy loan, we remove an amount equal to the loan from
one or more of your investment options and hold it as collateral for the loan's
repayment. We hold this loan collateral under the same terms and conditions as
apply to amounts supporting our guaranteed
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<PAGE>
interest option, with two exceptions. First, you cannot make transfers of the
collateral; and second, we expect to credit different rates of interest to loan
collateral than we credit under our guaranteed interest option.
When you request your loan, you should tell us how much of the loan
collateral you wish to have taken from any amounts you have in each of our
investment options. If you do not give us directions (or if we are making the
loan automatically to cover unpaid interest), we will take the loan from your
investment options in the same proportion as we are then taking monthly
deductions. If that is not possible, we will take the loan from your investment
options in proportion to your value in each.
Loan interest we charge. The interest we charge on a policy loan
accrues daily at an adjustable interest rate. We determine the rate at the
beginning of each year of your policy, and that rate applies to all policy loans
that are outstanding at any time during the year. The maximum rate is the
greater of (a) 5% or (b) the "Monthly Average Corporate" yield published in
Moody's Corporate Bond Yield Averages for the month that ends two months before
the interest rate is set. (If that average is no longer published, we will use
another average, as the policy provides.) We will notify you of the current loan
interest rate when you apply for a loan, and will notify you in advance of any
rate increase.
Loan interest payments are due on each policy anniversary. If not paid
when due, we automatically add the interest as a new policy loan.
Interest that we credit on loan collateral. Under our current rules,
the annual interest rate we credit on your loan collateral during any of your
policy's first fifteen years will be 1% less than the rate we are then charging
you for policy loan interest, and, beginning in the policy's 16th year, 1/4%
less than the loan interest rate. Because IL Protector was first offered only in
1996, no such reduction in the interest rate differential has yet been attained
under any outstanding policy. The rate differentials are not guaranteed.
Accordingly, we have discretion to increase the rate differential for any
period, including under policies that are already outstanding. We do guarantee
that the annual rate of interest credited on your loan collateral will never be
less than 4% and that the differential will not exceed 2% (except if tax law
changes increase the taxes we pay on policy loans or loan interest).
[Side-bar: At our current rates, taking a loan effectively costs you 1% per
annum. Also, the borrowed amount is no longer credited with the investment
results of any of our investment options under the policy, and we will deduct
the loan from your policy's proceeds if you do not pay it back.]
Interest we pay on your loan collateral accrues daily. On each
anniversary of your policy (or when your policy loans are fully discharged) we
contribute that interest to your policy's investment options in the same
proportions as if it were a premium payment.
Effects of policy loans. A loan can reduce the length of time that your
insurance remains in force, because the amount we set aside as loan collateral
cannot be used to pay charges as they become due. A loan will also prevent your
policy's no-lapse guarantee from keeping the policy in
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<PAGE>
force. See "Tax Information" beginning on page __ below for a discussion of the
tax consequences of policy loans.
Paying off your loan. You can repay all or part of your loan at any
time. We normally assume that payments you send us are premium payments.
Therefore, you must submit instructions with your payment indicating that it is
a loan repayment. If you send us more than all of the loan principal and
interest you owe, we will treat the excess as a premium payment.
When you send us a loan payment, we will transfer an amount equal to
such repayment from your loan collateral back to the investment options under
your policy. First we will restore any amounts that, before being designated as
loan collateral, had been in the guaranteed interest option under your policy.
We will allocate any additional repayments among investment options as you
instruct; or, if you don't instruct us, in the same proportion as if they were
premium payments.
MAKING WITHDRAWALS FROM YOUR POLICY
You may make a partial withdrawal of your net cash surrender value at
any time after the first year of your policy. The request must be for at least
$500, however, and we have discretion to decline any request. If you do not tell
us from which investment options you wish us to take the withdrawal, we will use
the same allocation that then applies for the monthly deductions we make; and,
if that is not possible, we will take the withdrawal from all of your investment
options in proportion to your value in each.
[Side-bar: You can withdraw all or part of your policy's net cash surrender
value, although you may incur charges and tax consequences by doing so.]
Effect of partial withdrawals on insurance coverage. If the Option A
death benefit is in effect, a partial withdrawal results in a dollar-for-dollar
automatic reduction in the policy's face amount (and, hence, an equal reduction
in the Option A death benefit). We will not permit a partial withdrawal that
would reduce the face amount below our minimum for new policy issuances at the
time, or that would cause the policy to no longer be treated as life insurance
for federal income tax purposes. If death benefit Option B is in effect, a
partial withdrawal also reduces the death benefit on a dollar for dollar basis,
but does not affect the face amount.
The result is different, however, during any time when the alternative
death benefit (discussed on page __ above) would be higher than the Option A or
B death benefit you have selected. In that case, a partial withdrawal will cause
the death benefit to decrease by more than the amount of the withdrawal. Please
also remember that a partial withdrawal reduces the amount of your premium
payments that counts toward maintaining the policy's no-lapse guarantee.
You can choose to receive all or part of the proceeds from a partial
withdrawal under one of our payment options, rather than as a single sum. You
should refer to "Tax Information" beginning on page __ below, for information
about possible tax consequences of partial withdrawals and any associated
reduction in policy benefits.
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SURRENDERING YOUR POLICY FOR ITS NET CASH SURRENDER VALUE
You can surrender (give us back) your policy for its "net cash
surrender value" at any time. The net cash surrender value equals your account
value, minus any outstanding loans and unpaid loan interest, minus any amount of
your account value that is "restricted" as a result of previously distributed
"living benefits," minus any surrender charge that then remains applicable. The
surrender charge is described on page __ above.
You can choose to receive all or part of this amount under one of our
payment options, rather than as a single sum. Please refer to "Tax Information"
beginning on page __ below for the possible tax consequences of surrendering
your policy.
WHEN THE INSURED PERSON REACHES AGE 100 ("MATURITY")
If the insured person is still living on the policy anniversary closest
to his or her 100th birthday, we will pay you the policy's account value on that
date, reduced by any outstanding loans, by unpaid loan interest, and by any
amounts of the account value that are "restricted" as a result of previously
distributed "living benefits." The policy will then terminate. You can choose to
receive all or part of this amount under one of our payment options, rather than
as a single sum. See "Tax Information" beginning on page __ below for the tax
consequences of maturity.
YOUR OPTION TO RECEIVE A LIVING BENEFIT
Subject to our insurance underwriting guidelines and availability in
your state, your policy will automatically include our living benefit rider.
This feature enables you to receive a portion of the policy's death benefit
(excluding death benefits payable under certain other policy riders), if the
insured person has a terminal illness (as defined in the rider). We make no
additional charge for the rider, but we deduct an administrative charge of up to
$250 from any living benefit payment.
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, there will be a $100 administrative
charge. Also, we will need to evaluate the insurance risk at that time, and we
may decline to issue the rider.
If you receive a living benefit, the remaining benefits under your
policy will also be affected in the manner discussed under "Payments Under Our
Living Benefit Rider" on page __ below.
The receipt of a living benefit payment may qualify for exclusion from
income tax. See "Tax Information" below. Receipt of a living benefit payment may
affect your eligibility for certain government benefits or entitlements.
[Side-bar: You can arrange to receive a "living benefit" if the insured person
becomes terminally ill.]
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TAX INFORMATION
This discussion is based on current federal income tax law and
interpretations. It assumes that the policy owner is a natural person who is a
U.S. citizen and resident. The tax effects on corporate taxpayers, 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 a
qualified tax advisor.
BASIC TAX TREATMENT FOR YOU AND YOUR BENEFICIARY
An IL Protector policy will be treated as "life insurance" for federal
income tax purposes (a) if it meets the definition of life insurance under
Section 7702 of the Internal Revenue Code (the "Code") and (b) as long as the
investments made by the underlying Portfolios satisfy certain investment
diversification requirements under Section 817(h) of the Code. We believe that
the policies will meet these requirements and, therefore, that
o the death benefit received by the beneficiary under your policy will
not be subject to federal income tax; and
o increases in your policy's 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
surrender, a partial withdrawal, loan or a payment to you that we
believe is required to maintain your policy's status as life
insurance under the Code.
There may be different tax consequences if you assign your policy or
designate a new owner. See "Assigning Your Policy" at page __ below.
TAX TREATMENT OF DISTRIBUTIONS TO YOU
The federal income tax consequences of a distribution from your policy
depend on whether your policy is a "modified endowment contract" (sometimes also
referred to as a "MEC"). In all cases, however, the character of any income
described below as being taxable to the recipient will be ordinary income (as
opposed to capital gain).
Testing for modified endowment contract status. Your policy will be a
"modified endowment contract" if, at any time during the first seven years of
your policy, you have paid a cumulative amount of premiums that exceeds the
premiums that would have been paid by that time under a similar fixed-benefit
insurance policy that was designed (based on certain assumptions mandated under
the Code) to provide for paid-up future benefits after the payment of seven
equal annual premiums. This is called the "seven-pay" test.
Whenever there is a "material change" under a policy, the policy will
generally be (a) treated as a new contract for purposes of determining whether
the policy is a modified endowment contract and (b) 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 prescribed formula, the account value of the policy
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at the time of such change. A materially changed policy would be considered a
modified endowment contract if it failed to satisfy the new seven-pay limit at
any time during the new seven-pay period. A "material change" for these purposes
could occur as a result of a change in death benefit option, the selection of
additional rider benefits, an increase in your policy's face amount, and certain
other changes.
If your policy's benefits are reduced during its first seven years (or
within seven years after a material change), the seven-pay limit will be
redetermined based on the reduced level of benefits and applied retroactively
for purposes of the seven-pay test. (Such a reduction in benefits could include,
for example, a requested decrease in face amount, the termination of additional
benefits under a rider or, in some cases, a partial withdrawal.) If the premiums
previously paid are greater than the recalculated seven-pay limit, the policy
will become a modified endowment contract.
A life insurance policy that you receive in exchange for a modified
endowment contract will also be considered a modified endowment contract.
Taxation of pre-death distributions if your policy is not a modified
endowment contract. As long as your policy remains in force as a non-modified
endowment contract, policy loans will be treated as indebtedness, and no part of
the loan proceeds will be subject to current federal income tax. Interest on the
loan will generally not be tax deductible.
If you make a partial withdrawal after the first 15 years of your
policy, the proceeds will not be subject to federal income tax except to the
extent such proceeds exceed your "basis" in your policy. (Your basis generally
will equal the premiums you have paid, less the amount of any previous
distributions from your policy that were not taxable.) During the first 15
years, however, the proceeds from a partial withdrawal could be subject to
federal income tax, under a complex formula, to the extent that your account
value exceeds your basis.
On the maturity date or upon full surrender, any amount by which the
proceeds we pay (including amounts we use to discharge any policy loan and
unpaid loan interest) exceed your basis in the policy will be subject to federal
income tax. IN ADDITION, IF A POLICY TERMINATES AFTER LAPSE, THE EXTINGUISHMENT
OF ANY THEN-OUTSTANDING POLICY LOAN AND UNPAID LOAN INTEREST WILL BE TREATED AS
A DISTRIBUTION AND COULD BE SUBJECT TO TAX UNDER THE FOREGOING RULES. Finally,
if you make an assignment of rights or benefits under your policy, you may be
deemed to have received a distribution from your policy, all or part of which
may be taxable.
Taxation of pre-death distributions if your policy is a modified
endowment contract. Any distribution from your policy will be taxed on an
"income-first" basis if your policy is a modified endowment contract.
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 withdrawal. Any such distributions will be considered taxable
income to you to the extent your account value exceeds your basis in the policy.
(For modified endowment contracts, your basis is similar to the basis described
above for other policies, except that it also would be increased by the amount
of any prior loan under your policy that was considered taxable income to you.)
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For purposes of determining the taxable portion of any distribution,
all modified endowment contracts issued by Equitable (or its affiliate) to the
same owner (excluding certain qualified plans) during any calendar year are
treated as if they were a single contract.
A 10% penalty tax also will apply to the taxable portion of most
distributions from a policy that is a modified endowment contract. The penalty
tax will not, however, apply to (i) taxpayers whose actual age is at least 59
1/2, (ii) distributions in the case of a disability (as defined in the Code) or
(iii) distributions 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 or her beneficiary.
IF YOUR POLICY TERMINATES AFTER A LAPSE, THE EXTINGUISHMENT OF ANY THEN
OUTSTANDING POLICY LOAN AND UNPAID LOAN INTEREST WILL BE TREATED AS A
DISTRIBUTION (to the extent the loan was not previously treated as such) and
could be subject to tax, including the 10% penalty tax, as described above. In
addition, on the maturity date and upon a full surrender, any excess of the
proceeds we pay (including any amounts we use to discharge any loan) over your
basis in the policy, will be subject to federal income tax and, unless an
exception applies, the 10% penalty tax.
Distributions that occur during a year of your policy in which it
becomes a modified endowment contract, and during any subsequent years, will be
taxed as described in the four preceding paragraphs. In addition, distributions
from a policy within two years before it becomes a modified endowment contract
also will be subject to tax in this manner. This means that a distribution made
from a policy that is not a modified endowment contract could later become
taxable as a distribution from a modified endowment contract.
Restoration of a terminated policy. For tax purposes, some restorations
of a policy that terminated after lapse may be treated as the purchase of a new
policy.
TAX TREATMENT OF LIVING BENEFIT PROCEEDS
Amounts received under an insurance policy on the life of an individual
who is terminally ill, as defined by the tax law, are generally excludable from
the payee's gross income. We believe that the benefits provided under our living
benefit rider meet the tax law's definition of terminally ill and can qualify
for this income tax exclusion. This exclusion does not apply to amounts paid to
someone other than the insured person, however, if the payee has an insurable
interest in the insured person's life only because the insured person is a
director, officer or employee of the payee or by reason of the insured person
being financially interested in any trade or business carried on by the payee.
EFFECT OF POLICY ON INTEREST DEDUCTIONS TAKEN BY BUSINESS ENTITIES
Ownership of a policy by a trade or business entity can limit the
amount of any interest on business borrowings that entity otherwise could deduct
for federal income tax purposes, even though such business borrowings may be
unrelated to the policy. To avoid the limit, the insured person must be an
officer, director, employee or 20% owner of the trade or business entity when
coverage on that person commences.
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The limit does not generally apply for policies owned by natural
persons (even if those persons are conducting a trade or business as sole
proprietorships), unless a trade or business entity that is not a sole
proprietorship is a direct or indirect beneficiary under the policy. Entities
commonly have such a beneficial interest, for example, in so-called "split
dollar" arrangements. If the trade or business entity has such an interest in a
policy, it will be treated the same as if it owned the policy for purposes of
the limit on deducting interest on unrelated business income.
The limit generally applies only to policies issued after June 8, 1997
in taxable years ending after such date. However, for this purpose, any material
increase in face amount that you request, or other material change in a policy,
will be treated as the issuance of a new policy.
In cases where the above-discussed limit on deductibility applies, the
non-deductible portion of unrelated interest on business loans is determined by
multiplying the total amount of such interest by a fraction. The numerator of
the fraction is the policy's average account value (excluding amounts we are
holding to secure any policy loans) for the year in question, and the
denominator is the average for the year of the aggregate tax bases of all the
entity's other assets.
Any corporate, trade, or business use of a policy should be carefully
reviewed by your tax adviser with attention to these rules, as well as the other
rules and possible tax law changes that could occur with respect to such
coverage.
REQUIREMENT THAT WE DIVERSIFY INVESTMENTS
Under Section 817(h) of the Code, the Treasury Department has issued
regulations that implement investment diversification requirements. Failure to
comply with these regulations would disqualify your policy as a life insurance
policy under Section 7702 of the Code. If this were to occur, you would be
subject to federal income tax on any income and gains under the policy and the
death benefit proceeds would lose their income tax-free status. These
consequences would continue for the period of the disqualification and for
subsequent periods. Through the Portfolios, we intend to comply with the
applicable diversification requirements.
ESTATE, GIFT, AND GENERATION-SKIPPING TAXES
If the policy's owner is the insured person, the death benefit will
generally be includable in the owner's estate for purposes of federal estate
tax. If the owner is not the insured person, and the owner dies before the
insured person, the value of the policy would be includable in the owner's
estate. If the owner is neither the insured person nor the beneficiary, the
owner will be considered to have made a gift to the beneficiary of the death
benefit proceeds when they become payable.
In general, a person will not owe estate or gift taxes until gifts made
by such person, plus that person's taxable estate, total at least $650,000 (a
figure that is scheduled to rise at periodic intervals to $1 million by the year
2006). For this purpose, however, certain amounts are excludable, such as gifts
and bequests to the person's spouse or charitable institutions and certain gifts
of $10,000 or less.
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As a general rule, if you make a "transfer" to a person two or more
generations younger than you, a generation skipping tax may be payable.
Generation skipping transactions would include, for example, a case where a
grandparent "skips" his or her children and names grandchildren as a policy's
beneficiaries. In that case, the generation-skipping "transfer" would be deemed
to occur when the insurance proceeds are paid. The generation-skipping tax rates
are similar to the maximum estate tax rate in effect at the time. Individuals,
however, are generally allowed an aggregate generation skipping tax exemption of
$1 million.
The particular situation of each policy owner, insured person or
beneficiary will determine how ownership or receipt of policy proceeds will be
treated for purposes of federal estate, gift and generation skipping taxes, as
well as state and local estate, inheritance and other taxes. Because these rules
are complex, you should consult with a qualified tax advisor for specific
information, especially where benefits are passing to younger generations.
PENSION AND PROFIT-SHARING PLANS
There are special limits on the amount of insurance that may be
purchased by a trust or other entity that forms part of a pension or
profit-sharing plan qualified under Section 401(a) or 403 of the Code. In
addition, the federal income tax consequences will be different from those
described in this prospectus. These rules are complex, and you should consult a
qualified tax advisor.
OTHER EMPLOYEE BENEFIT PROGRAMS
Complex rules may also apply when a policy is held by an employer or a
trust, or acquired by an employee, in connection with the provision of other
employee benefits. These policy owners must consider whether the policy was
applied for by or issued to a person having an insurable interest under
applicable state law and with the insured person's consent. The lack of an
insurable interest or consent 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 receive a death benefit.
ERISA
Employers and employer-created trusts may be subject to reporting,
disclosure and fiduciary obligations under the Employee Retirement Income
Security Act of 1974. You should consult a qualified legal advisor.
OUR TAXES
The operations of our Separate Account FP are reported in our federal
income tax return. The separate account's investment income and capital gains,
however, are, for tax purposes, reflected in our variable life insurance policy
reserves. Therefore, we currently pay no taxes on such income and gains and
impose no charge for such taxes. We reserve the right to impose 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 policies.
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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 our separate account or allocable to the policies.
WHEN WE WITHHOLD TAXES FROM POLICY PROCEEDS
Generally, unless you provide us with an election to the contrary prior
to the distribution, we are required to withhold income tax from any proceeds we
distribute as part of a taxable transaction under your policy. If you do not
wish us to withhold tax from the payment, or if we do not withhold enough, you
may have to pay later. In some cases, where generation skipping taxes may apply,
we may also be required to withhold for such taxes unless we are provided
notification that no such taxes are due. Withholding may apply to state, as well
as federal income taxes. Special withholding rules apply if you are not a U.S.
resident or not a U.S. citizen.
POSSIBILITY OF FUTURE TAX CHANGES
The U.S. Congress frequently considers 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 law. State and local tax law or, if you are not a
U.S. citizen and resident, foreign tax law, may also affect the tax consequences
to you, the insured person or your beneficiary, and are subject to change. Any
changes in federal, state, local or foreign tax law or interpretations could
have a retroactive effect. We suggest you consult a qualified tax advisor.
The Treasury Department has stated that it anticipated the issuance of
guidelines prescribing the circumstances in which your ability to direct your
investment to particular Portfolios within a separate account may cause you,
rather than the insurance company, to be treated as the owner of the Portfolio
shares attributable to your policy. In that case, income and gains attributable
to such Portfolio shares would be included in your gross income for federal
income tax purposes. Under current law, however, we believe that Equitable, and
not the owner of a policy, would be considered the owner of the Portfolio
shares.
MORE INFORMATION ABOUT PROCEDURES THAT APPLY TO YOUR POLICY
This section provides further detail about certain subjects that are
addressed in pages __ above. The following discussion generally does not repeat
the information already contained in those pages.
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ALTERNATIVE WAYS TO MAKE PREMIUM AND LOAN PAYMENTS
We prefer that you make each payment to us with a single check drawn on
your business or personal bank account. We also will accept a single money
order, bank draft or cashier's check payable directly to Equitable, although we
must report such "cash equivalent" payments to the Internal Revenue Service
under certain circumstances. Cash and travelers' checks are not acceptable. We
will accept third party checks payable to someone other than Equitable and
endorsed over to Equitable only (1) as a direct payment from a qualified
retirement plan or (2) if it is made out to a trustee who owns the policy and
endorses the entire check (without any refund) as a payment to the policy.
REQUIREMENTS FOR SURRENDER REQUESTS
Your surrender request must include the policy number, your name, the
name of the insured person, and the address where proceeds should be mailed. The
request must be signed by you, as the owner, and by any joint owner, collateral
assignee or irrevocable beneficiary. If you do not want income tax withheld from
the proceeds, you must also include a completed withholding authorization
(I.R.S. Form W-9).
Finally, in order for your surrender request to be complete, you must
return your policy to us.
PROCEEDS PAYMENT OPTIONS
The payee for death benefit or other policy proceeds may name a
successor to receive any amounts that we still owe following the payee's death.
Otherwise, we will pay any such amounts to the payee's estate.
We must approve any payment 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 payment
arrangements will be subject to our rules at the time the arrangements are
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 payees, and the methods for proving the
payee's age and continued survival.
ASSIGNING YOUR POLICY
You may assign (transfer) your rights in a 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 we take before we receive
notice of the assignment or for the validity of the assignment. An absolute
assignment is a change of ownership.
Certain transfers for value may subject you to income tax and penalties
and cause the death benefit to lose its income-tax free treatment. Further, a
gift of a policy that has a loan outstanding
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may be treated as part gift and part transfer for value, which could result in
both gift tax and income tax consequences. You should consult your tax advisor
prior to making a transfer or other assignment.
PAYMENTS UNDER OUR LIVING BENEFIT RIDER
The living benefit rider is discussed on page __ above. We will deduct
the amount of any living benefit we have paid, plus interest, from the death
benefit proceeds that become payable under the policy if and when the insured
person dies. (For this purpose, we charge an adjustable rate of interest equal
to the greater of: (i) the yield on a 90-day Treasury bill and (ii) the maximum
adjustable policy loan interest rate permitted under applicable state law.)
Also, when we pay a living benefit we automatically transfer a
[pro-rata] portion of your policy's net cash surrender value to the policy's
guaranteed interest option. This amount, [together with the interest you earn
thereon,] will be "restricted" - that is, it will not be available for any
loans, transfers or partial withdrawals that you may wish to make. In addition,
we will deduct these restricted amounts from any subsequent surrender or
maturity proceeds that we pay.
DATES AND PRICES AT WHICH POLICY EVENTS OCCUR
We describe below the general rules for when, and at what prices,
events under your policy will occur. Other portions of this prospectus describe
circumstances that give rise to exceptions. We generally do not repeat such
exceptions below.
Date of receipt. Where this prospectus refers to the day when we
receive a payment, request, election, or notice from you, we usually mean the
day on which that item (or the last thing necessary for us to process that item)
arrives in complete and proper form at our Administrative Office or via the
appropriate telephone or fax number if the item is a type we accept by those
means. There are two main exceptions: if the item arrives (1) on a day that is
not a business day or (2) after the close of a business day, then, in each case,
we are deemed to have received that item on the next business day.
Business days. Every day that the New York Stock Exchange is open for
regular trading is a business day for us. Each business day ends at the time
regular trading on the exchange closes (or is suspended) for the day. We compute
unit values for our variable investment options as of the end of each business
day. This usually is 4:00 p.m., Eastern Time.
Payments you make. The following are reflected in your policy as of the
date we receive them:
o premium payments received after the policy's investment start date
(discussed below)
o loan repayments and interest payments
Requests you make. The following transactions occur as of the date we
receive your request:
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o withdrawals o tax withholding elections
o face amount decreases that result o changes of allocation percentages
from a withdrawal for premium payments or monthly
o surrenders deductions
o transfers from a variable investment o changes of beneficiary
option o changes in form of death benefit
payment
o loans
The following transactions occur on your policy's next monthly
anniversary that coincides with or follows the date we approve your request:
o changes in face amount o changes of insured person
o changes in death benefit option o restoration of lapsed policies
Automatic transfer service. Transfers pursuant to our automatic
transfer service occur as of the first day of each month of your policy. We make
the first such transfer, as of your policy's first monthly anniversary that
coincides with or follows the date we receive your request. If you request the
automatic transfer service in your original policy application, however, the
first transfer will occur as of the first day of the second month of your policy
that begins after your policy's initial Allocation date.
Asset rebalancing service. We will effect one-time asset rebalancing
requests, and the initial transaction of a periodic rebalancing program, as of
the later of the date we receive the request and your initial Allocation Date.
Subsequent periodic rebalancings occur on each monthly, quarterly, annual or
semi-annual anniversary of your policy, as you have requested.
Delay in certain cases. We may delay allocating any payment you make to
our variable investment options, or any transfer, for the same reasons stated in
"Delay of variable investment option proceeds" on page __ below. We may also
delay such transactions for any other legally permitted purpose.
Prices applicable to policy transactions. If a transaction will
increase or decrease the amount you have in a variable investment option as of a
certain date, we process the transaction using the unit values for that option
computed as of that day's close of business, unless that day is not a business
day. In that case, we use unit values computed as of the next business day's
close.
Effect of death or surrender. You may not make any surrender or partial
withdrawal request after the insured person has died. Also, all insurance
coverage ends at the time as of which we process any request for a surrender.
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POLICY ISSUANCE
Register date. When we issue a policy, we assign it a "register date,"
which will be noted on page __ of the policy. We measure the months, years, and
anniversaries of your policy from your policy's register date.
o If you submit the full minimum initial premium to your Equitable
associate 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 you signed part I of the policy application or (b) the
date a medical professional signed part II of the policy application.
o If we do not receive your full minimum initial premium at our
Administrative Office before the issue date or, if we issue the policy
on a different basis than you applied for, the register date will be
the same as the date we actually issue the policy (the "issue date").
Policies that would otherwise receive a register date of the 29th, 30th or 31st
of any month will receive a register date of the 28th of that month.
We may also permit an earlier than customary register date (a) for
employer-sponsored cases, to accommodate a common register date for all
employees or (b) to provide a younger age at issue. (A younger age at issue
reduces the charges that we deduct under a policy.) The charges and deductions
commence as of the register date, even when we have permitted an early register
date. We may also permit policyowners to delay a register date (up to three
months) in employer-sponsored cases.
Investment start date. This is the date your investment first begins to
earn a return for you in our Alliance Money Market option (prior to the
Allocation Date). Generally, this is the register date, or, if later, the date
we receive your full minimum initial premium at our Administrative Office.
Commencement of insurance coverage. You must have given the full
minimum initial premium to your Equitable associate on or before the day the
policy is delivered to you. No insurance under your policy will take effect
unless (1) the insured person is still living at the time such payment and
delivery are completed and (2) unless the information in the application
continues to be true and complete, without material change, as of the time of
such payment. 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 person. You may review a copy of our
temporary insurance agreement, on request, for more information about the terms
and conditions of that coverage.
Non-issuance. If, after considering your application, we decide not to
issue a policy, we will refund any premium you have paid, without interest.
Age; age at issue. Unless the context in this prospectus requires
otherwise, we consider the insured person's "age" on any date to be his or her
age at the beginning of the policy year that
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includes that date. The insured person's age at the beginning of the first
policy year ("age at issue") is that person's age on whichever birthday (i.e.,
before or after) is closer to the policy's register date.
GENDER-NEUTRAL POLICIES
Congress and various states have from time to time considered
legislation that would require insurance rates to be the same for males and
females. 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 IL Protector 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.
There will be no distinctions based on sex in the cost of insurance
rates for IL Protector policies sold in Montana. We will also make such
gender-neutral policies available on request in connection with certain employee
benefit plans. Cost of insurance rates applicable to a gender-neutral policy
will not be greater than the comparable male rates under a gender specific IL
Protector policy.
MORE INFORMATION ABOUT OTHER MATTERS
YOUR VOTING PRIVILEGES
Voting of Portfolo shares. As the legal owner of any Portfolio shares
that support a variable investment option, we will attend (and have the right to
vote at) any meeting of shareholders of the Portfolio (or the Trust of which
that Portfolio is a part). To satisfy currently-applicable legal requirements,
however, we will give you the opportunity to tell us how to vote the number of
each Portfolio's shares that are attributable to your policy. We will vote
shares attributable to policies for which we receive no instructions in the same
proportion as the instructions we do receive from all policies that participate
in our Separate Account FP (discussed below). With respect to any Portfolio
shares that we are entitled to vote directly (because we do not hold them in a
separate account or because they are not attributable to policies), we will vote
in proportion to the instructions we have received from all holders of variable
annuity and variable life insurance policies who are using that Portfolio.
Under current legal requirements, we may disregard the voting
instructions we receive from policy owners only in certain narrow circumstances
prescribed by SEC regulations. If we do, we will advise you of the reasons in
the next annual or semi-annual report we send to you.
Voting as policy owner. In addition to being able to instruct voting of
Portfolio shares as discussed above, owners that use our variable investment
options may in a few instances be called upon to vote on matters that are not
the subject of a shareholder vote being taken by any Portfolio. If so, you will
have one vote for each $100 of account value in any such option; and we will
vote our interest in Separate Account FP in the same proportion as the
instructions we receive from holders of IL Protector and other policies that
Separate Account FP supports.
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HOW WE SUPPORT THE POLICIES' INVESTMENT OPTIONS
Our Separate Account FP. Each variable investment option is a part (or
"subaccount") of our Separate Account FP. We established Separate Account FP
under special provisions of the New York Insurance Law that prevent creditors
from any other business we conduct from reaching the assets we hold in our
variable investment options for owners of our variable life insurance policies.
Policy owners do not, however, have any similar preferred claim on any amounts
we have in Separate Account FP that exceed our reserves and other liabilities
with respect to variable investment options under our policies. Furthermore, we
are the legal owner of all of the assets in Separate Account FP.
Separate Account FP's predecessor was established on April 19, 1985 by
our then wholly-owned subsidiary, Equitable Variable Life Insurance Company. We
established our Separate Account FP under New York Law on September 21, 1995.
When Equitable Variable Life Insurance Company merged into Equitable, as of
January 1, 1997, our Separate Account FP succeeded to all the assets,
liabilities and operations of its predecessor.
Separate Account FP is registered under the Investment Company Act of
1940 and is classified by that act as a "unit investment trust." The SEC,
however, does not manage or supervise Equitable or Separate Account FP.
Each subaccount (variable investment option) within Separate Account FP
invests solely in one class of shares issued by the corresponding Portfolio. For
Portfolios that are part of The Hudson RiverTrust, these are class IA shares;
and for Portfolios that are part of EQ Advisors Trust, these are class IB
shares. Separate Account FP immediately reinvests all dividends and other
distributions it receives from a Portfolio in additional shares of that
Portfolio.
The EQ Advisors Trust sells its shares to Equitable separate accounts
in connection with Equitable's variable life insurance and annuity products. The
Hudson River Trust sells its shares to separate accounts of insurance companies,
both affiliated and unaffiliated with Equitable. We currently do not foresee any
disadvantages to our policy owners arising out of this. However, the Board of
Trustees of The Hudson River Trust intends to monitor events to identify any
material irreconcilable conflicts that may arise and to determine what action,
if any, should be taken in response. If we believe that the Board's response
insufficiently protects our policy owners, we will see to it that appropriate
action is taken to do so. Also, if we ever believe that any of the Trusts'
Portfolios is so large as to materially impair the investment performance of the
Portfolio the Trust involved, we will examine other investment alternatives.
Our general account. Our general account assets support all of our
obligations, (including those under the IL Protector policies and, more
specifically, the guaranteed interest option). Our general assets consist of all
of our assets as to which no class or classes of our annuity or life insurance
policies have any preferential claim. You will not share in the investment
experience of our general account assets, however; and we have full discretion
about how we invest those assets (subject only to any requirements of law).
39
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Because of applicable exemptions and exclusions, we have not registered
interests in the general account under the Securities Act of 1933 or registered
the general account as an investment company with the SEC. Accordingly, neither
the general account, the guaranteed interest option, nor any interests therein,
are subject to regulation under those acts. The staff of the SEC has not
received the material that we have included in this prospectus for your
information about the general account and the guaranteed interest option. These
disclosures, however, may be subject to generally applicable provisions of the
federal securities law relating to the accuracy and completeness of statements
made in prospectuses.
We declare the rate of interest for each year of your policy at the
beginning of that year, but it will not be less than 4%. We credit and compound
the interest daily at an effective annual rate that equals the declared rate for
the year. The rates we are at any time declaring on outstanding policies may
differ from the rates we are then declaring for newly issued policies.
TRANSFERS OF YOUR ACCOUNT VALUE
Transfers not implemented. When we cannot process part of a transfer
request, we will not process any other part of the request. This could occur,
for example, where the request does not comply with our transfer limitations, or
where you request transfer of an amount greater than that currently allocated to
an investment option.
Similarly, the automatic transfer service will terminate immediately
if: (1) your amount in the Alliance Money Market option is insufficient to cover
the automatic transfer amount; (2) your policy is in a grace period; or (3) we
receive notice of the insured person's death.
TELEPHONE REQUESTS
If you are a properly authorized person, you may make telephone
transfers as described above on page __.
Also, if you are both the owner and the insured person under your
policy, you may call 1-888-855-5100 (toll free) from a touch tone phone to make
the following additional types of requests:
o Policy loans o changes of premium
o changes of address o allocation percentages
All telephone requests are automatically tape-recorded and are invalid
if the information given is incomplete or any portion of the request is
inaudible. We have established procedures reasonably designed to confirm that
telephone instructions are genuine. These include: requiring personal
identification information from the caller and providing subsequent written
confirmation of the instructions. If we do not employ reasonable procedures to
confirm the genuineness of telephone instructions, we may be liable for any
losses arising out of any act or omission that constitutes negligence, lack of
good faith, or willful misconduct. In light of our procedures, we will not be
liable for following telephone instructions that we reasonably believe to be
genuine.
40
<PAGE>
Any telephone transaction request that you make after the close of our
business day (which is usually 4:00 p.m. Eastern Time) will be processed as of
the next business day. During times of extreme market activity, or for other
reasons, you may be unable to contact us to make a telephone request. If this
occurs, you should submit a written transactions request to our Administrative
Office. We reserve the right to discontinue telephone transactions, or modify
the procedures and conditions for such transactions, at any time.
DEDUCTING POLICY CHARGES
Charge for taxes. This charge is the approximate rate of premium taxes
or similar assessments we are required to pay in the applicable state of
residence. If the applicable state or rate changes, we will modify the charge,
if appropriate. You should also let us know if the insured person moves, so we
can consider whether we need to modify the charge. You cannot deduct these
amounts as state or local taxes on your federal income tax return.
Monthly cost of insurance charge. The monthly cost of insurance charge
is determined by multiplying the cost of insurance rate that is then applicable
to your policy by the amount we have at risk under your policy. Our amount at
risk on any date is the difference between (a) the death benefit that would be
payable if the insured person died on that date and (b) the then total account
value under the policy. A greater amount at risk, or a higher cost of insurance
rate, will result in a higher monthly charge.
As a general rule, the cost of insurance rate increases each year that
you own your policy. This happens automatically because of the insured person's
increasing age. On the other hand, for policies that have been outstanding for
more than nine years, we reduce the current monthly insurance charge. The dollar
amount by which we reduce each month's charge is a percentage of the total
amount you then have in our investment options. The percentage reduction begins
at an annual rate of .05% for the policy's tenth year and increases by .05% in
each subsequent year, until it is .65% in the 25th and all subsequent years.
These charge reductions are not guaranteed, however. Because IL Protector was
first offered only in 1996, no such reduction has yet been attained under any
outstanding policy.
Our cost of insurance rates are guaranteed not to exceed those that
will be specified in your policy. For most insured persons at most ages,
however, our current rates are lower than those maximums. Therefore, we have the
ability at any time to raise these rates (including by reducing or eliminating
the current monthly charge reduction that otherwise would begin in the tenth
year) up to the guaranteed maximum.
Our cost of insurance rates will generally be lower (except in Montana
and in connection with certain employee benefit plans) if the insured person is
a female than if a male. They also will generally be lower for non-smokers than
smokers and lower for persons that have other highly favorable health
characteristics, as compared to those that do not. On the other hand, insured
persons who present particular health, occupational or avocational risks may be
charged higher cost of insurance rates and other additional charges as specified
in their policies.
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The guaranteed maximum cost of insurance rates for gender neutral IL
Protector policies are based on the Commissioner's 1980 Standard Ordinary SB
Smoker and NB Non-Smoker Mortality Table. For all other policies, the guaranteed
maximum cost of insurance rates are based on the Commissioner's 1980 Standard
Ordinary Male and Female Smoker and Non-Smoker Mortality Tables. In addition,
the current rates also vary depending on the duration of the policy (i.e., the
length of time since the policy was issued).
We offer lower rates for non-tobacco users only if they are at least
age 20. You may ask us to review a younger insured person's tobacco habits
following the policy anniversary on which such person is age 20.
Date of monthly deductions. We make the regular monthly deductions as
of the first day of each month of the policy.
Surrender charge. In theory, it could be possible to reduce the amount
of surrender charges by minimizing the amount of premiums you pay in any of the
first 15 years of your policy. We do not recommend this, however, because (1)
your policy would be more likely to lapse, thereby depriving you of insurance
coverage, and (2) you would minimize your possibility of accumulating cash value
on a tax-deferred basis (which is, of course, one of the policy's principal
advantages).
If you increase your face amount above the highest previous face amount
that your policy has ever had, we will establish an additional amount of
surrender charge. (For these purposes, however, we disregard any face amount
changes that we make automatically as a result of any change in your death
benefit option.) To calculate the amount of any additional surrender charge, we
will deem a portion of any premiums you pay at or after the time of the increase
to have been paid for the increase. We do this in the manner prescribed by SEC
regulations for such premium allocations.
Purposes of policy charges. The charges under the policies are designed
to cover, in the aggregate, our direct and indirect costs of selling,
administering and providing benefits under the policies. They are also designed,
in the aggregate, to compensate us for the risks of loss we assume pursuant to
the policies. If, as we expect, the charges that we collect from the policies
exceed our total costs in connection with the policies, we will earn a profit.
Otherwise, we will incur a loss.
The current and maximum rates of certain of our charges have been set
with reference to estimates of the amount of specific types of expenses or risks
that we will incur. In most cases, this prospectus identifies such expenses or
risks in the name of the charge: e.g., the administrative charge, cost of
insurance charge, and mortality and expense risk charge. However, the fact that
any charge bears the name of a particular expense or risk does not mean that the
amount we collect from that charge will never be more than the amount of such
expense or risk, or that we may not also be compensated for such expense or risk
out of any other charges we are permitted to deduct by the terms of the
policies.
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<PAGE>
SUICIDE AND CERTAIN MISSTATEMENTS
If an insured person commits suicide within certain time periods, the
amount of death benefit we pay will be limited as described in the policy. Also,
if an application misstated the age or gender of an insured person, we will
adjust the amount of any death benefit (and certain rider benefits), as
described in the policy (or rider).
WHEN WE PAY POLICY PROCEEDS
General. We will generally pay any death benefit, surrender,
withdrawal, or loan within seven days after we receive the request and any other
required items. In the case of a death benefit, however, if we do not have
information about the desired manner of payment within 60 days after the date we
receive notification of the insured person's death, we will pay the proceeds as
a single sum, normally within seven days thereafter. Similarly, we pay maturity
proceeds within seven days after the maturity date.
Clearance of checks. We reserve the right to defer payment of that
portion of your account value that is attributable to a premium payment made by
check for a reasonable period of time (not to exceed 15 days) to allow the check
to clear the banking system.
Delay of guaranteed interest option proceeds. We also have the right to
defer payment or transfers of amounts out of our guaranteed interest option for
up to six months. If we delay more than 30 days in paying you such amounts, we
will pay interest of at least 3% per year from the date we receive your request.
Delay of variable investment option proceeds. We reserve the right to
defer payment of any death benefit, transfer, loan or other distribution that is
derived from a variable investment option if (a) the New York Stock Exchange is
closed (other than customary weekend and holiday closings) or trading on that
exchange is restricted; (b) the SEC has declared that an emergency exists, as a
result of which disposal of securities is not reasonably practicable or it is
not reasonably practicable to fairly determine the account value; or (c) the law
permits the delay for the protection of owners. If we need to defer calculation
of values for any of the foregoing reasons, all delayed transactions will be
processed at the next values that we do compute.
Delay to challenge coverage. We may challenge the validity of your
insurance policy or any rider based on any material misstatements in an
application you have made to us. We cannot make such challenges, however, beyond
certain time limits set forth in the policy or rider. If the insured person dies
within one of these limits, we may delay payment of any proceeds until we decide
whether to challenge the policy.
43
<PAGE>
CHANGES WE CAN MAKE
In addition to any of the other changes described in this prospectus,
we have the right to modify how we or Separate Account FP 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 combine two or more variable investment options or withdraw assets
relating to IL Protector from one investment option and put them into
another;
o End the registration of, or re-register, Separate Account FP under the
Investment Company Act of 1940;
o operate Separate Account FP under the direction of a "committee" or
discharge such a committee at any time;
o restrict or eliminate any voting rights or privileges of policyowners
(or other persons) that affect Separate Account FP.
o Operate Separate Account FP, or one or more of the variable investment
options, in any other form the law allows. This includes any form that
allows us to make direct investments, in which case we may charge
Separate Account FP an advisory fee. We may make any legal investments
we wish for Separate Account FP. In addition, we may disapprove any
change in investment advisers or in investment policy unless a law or
regulation provides differently.
If we take any action that results in a material change in the
underlying investments of a variable investment option, we will notify you as
required by law. We may, for example, cause the variable investment option to
invest in a mutual fund other than, or in addition to, The Hudson River Trust or
Equitable Advisors Trust. If you then wish to transfer the amount you have in
that option to another investment option, you may do so.
We may make any changes in the policy or its riders, require additional
premium payments, or make distributions from the policy to the extent we deem
necessary to ensure that your policy qualifies or continues to qualify as life
insurance for tax purposes. Any such change will apply uniformly to all policies
that are affected. We will give you written notice of such changes. We also may
make other changes in the policies that do not reduce any net cash surrender
value, death benefit, account value, or other accrued rights or benefits.
44
<PAGE>
REPORTS WE WILL SEND YOU
Shortly after the end of each year of your policy, we will send you a
report that includes information about your policy's current death benefit,
account value, cash surrender value (i.e., account value minus any current
surrender charge), policy loans, and amounts of charges deducted. We will send
you individual notices to confirm premium payments (except premiums paid through
an automated arrangement), transfers and certain other policy transactions.
ILLUSTRATIONS OF POLICY BENEFITS
In order to help you understand how your policy values would vary over
time under different sets of assumptions, we will provide you with certain
illustrations upon request. These will be based on the age and insurance risk
characteristics of the insured person under your policy and such factors as the
face amount, death benefit option, premium payment amounts, and rates of return
(within limits) that you request. You can request such illustrations at any
time. We have filed an example of such an illustration as an exhibit to the
registration statement referred to below.
SEC REGISTRATION STATEMENT
We have on file with the SEC a registration statement under the
Securities Act of 1933 that relates to the IL Protector policies. The
registration statement contains additional information that is not required to
be included in this prospectus. You may obtain this information, for a fee, from
the SEC's Public Reference Section at 450 5th Street, N.W., Washington, D.C.
20549 or, without charge, from the SEC's web-site (www.sec.gov).
HOW WE MARKET THE POLICIES
We offer variable life insurance policies (including IL Protector) and
variable annuity contracts through EQ Financial Consultants, Inc. ("EQF"). The
Investment Company Act of 1940, therefore, classifies EQF as the "principal
underwriter" of those policies and contracts. EQF also serves as manager and a
principal underwriter of EQ Advisors Trust and as the principal underwriter of
The Hudson River Trust. EQF is a wholly-owned subsidiary of Equitable, with its
address at 1290 Avenue of the Americas, New York, NY 10104. EQF is registered
with the SEC as a broker-dealer and is a member of the National Association of
Securities Dealers, Inc. In 1997 and 1998, EQF was paid a fee of $325,380 and
$_____ , respectively, for its services as principal underwriter of our
policies.
We sell IL Protector through licensed insurance agents who are also
registered representatives of EQF. The agent who sells you this policy receives
sales commission from Equitable. The commissions don't cost you anything above
the charges and expenses already discussed elsewhere in this prospectus.
Generally, the agents will receive maximum commissions of 50% of the amount of
the target premium you pay in your policy's first year, plus 6% of the amount of
the target premium you pay in the second through the tenth years, plus 3% of all
other premiums you pay in any year. We pay comparable commissions on the amount
of premiums you pay that we
45
<PAGE>
deem attributable to any face amount increase that you request. The agent may
be required to return to us any commissions on premiums that we have
refunded to a policy owner.
We also sell the policies through licensed independent insurance
brokers. They will also be registered representatives either of EQF or of
another SEC registered broker-dealer. The commissions for independent brokers
will be no more than those for agents. The commissions will be paid through the
registered broker-dealer and will be subject to our above-noted return policy if
premiums are refunded.
INSURANCE REGULATION THAT APPLIES TO EQUITABLE
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 state where we sell policies. We submit annual reports on our operations
and finances to insurance officials in all of these states. The officials are
responsible for reviewing our reports to see that we are financially sound. Such
regulation, however, does not guarantee or provide absolute assurance of our
soundness.
YEAR 2000 PROGRESS
[Copy to come based on Form 10-K disclosure that Equitable will provide.]
DIRECTORS AND PRINCIPAL OFFICERS
Set forth below is information about our directors and, to the extent
they are responsible for variable life insurance operations, our principal
officers. Unless otherwise noted, their address is 1290 Avenue of the Americas,
New York, New York 10104.
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------
NAME AND PRINCIPAL BUSINESS EXPERIENCE
BUSINESS ADDRESS WITHIN PAST FIVE YEARS
- ------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------
DIRECTORS
- ------------------------------------------------------------------------------------------------------------------------
<S> <C>
Francoise Colloc'h Director of Equitable since July 1992. Senior Executive Vice President, Human
AXA-UAP Resources and Communications of AXA-UAP ("AXA-UAP"), and various positions
23, Avenue Matignon with AXA-UAP affiliated companies. Director of the Holding Company.
75008 Paris, France
- ------------------------------------------------------------------------------------------------------------------------
Henri de Castries Director of Equitable since September 1993. Director and Chairman of the
AXA-UAP Board of the Holding Company since April 1998. Prior thereto, Vice Chairman
23, Avenue Matignon of the Board of the Holding Company since February 1996. Senior Executive
75008 Paris, France Vice President, Financial Services and Life Insurance Activities of AXA-UAP
since 1996. Also Director or Officer of various subsidiaries and affiliates of
the AXA-UAP Group (formerly known as the AXA Group). Director of other Equitable
affiliates. Previously held other officerships with the AXA Group.
- ------------------------------------------------------------------------------------------------------------------------
Joseph L. Dionne Director of Equitable since May 1982. Chairman and Chief Executive of The
The McGraw-Hill Companies McGraw-Hill Companies. Director of the Holding Company.
1221 Avenue of the Americas
New York, NY 10020
- ------------------------------------------------------------------------------------------------------------------------
46
<PAGE>
- ------------------------------------------------------------------------------------------------------------------------
Denis Duverne Director of Equitable since February 1998. Senior Vice President of AXA-UAP.
AXA-UAP Director since February 1996, Alliance. Director since February 1997,
23, Avenue Matignon Donaldson Lufkin & Jenrette ("DLJ").
75008 Paris, France
- ------------------------------------------------------------------------------------------------------------------------
William T. Esrey Director of Equitable since July 1986. Chairman and Chief Executive Officer
Sprint Corporation of Sprint Corporation. Director of the Holding Company.
P.O. Box 11315
Kansas City, MO 64112
- ------------------------------------------------------------------------------------------------------------------------
Jean-Rene Fourtou Director of Equitable since July 1992. Chairman and Chief Executive Officer
Rhone-Poulenc S.A. of Rhone-Poulenc S.A. Member of the Supervisory Board of AXA-UAP since
25, Quai Paul Doumer January 1997. Director of the Holding Company.
92408 Courbevoie Cedex
France
- ------------------------------------------------------------------------------------------------------------------------
Norman C. Francis Director of Equitable since March 1989. President of Xavier University of
Xavier University of Louisiana Louisiana.
7325 Palmetto Street
New Orleans, LA 70125
- ------------------------------------------------------------------------------------------------------------------------
Donald J. Greene Director of Equitable since July 1991. Partner, LeBoeuf, Lamb, Greene &
LeBouef, Lamb, Greene & MacRae MacRae. Director of the Holding Company.
125 West 55th Street
New York, NY 10019-4513
- ------------------------------------------------------------------------------------------------------------------------
John T. Hartley Director of Equitable since August 1987. Currently a Director and retired
Harris Corporation Chairman and Chief Executive Officer of Harris Corporation (retired July
1025 NASA Boulevard 1995); previously held other officerships with Harris Corporation. Director
Melbourne, FL 32919 of the Holding Company.
- ------------------------------------------------------------------------------------------------------------------------
John H.F. Haskell, Jr. Director of Equitable since July 1992. Managing Director of SBC Warburg
SBC Warburg Dillon Read, Inc. Dillon Read, Inc. and member of its Board of Directors. Director of the
535 Madison Avenue Holding Company.
New York, NY 10028
- ------------------------------------------------------------------------------------------------------------------------
Mary R. (Nina) Henderson Director of Equitable since December 1996. President of Bestfoods Grocery
Bestfoods Grocery (formerly CPC Specialty Markets Group) of BESTFOODS (formerly CPC
BESTFOODS International, Inc.) since 1993. Prior thereto, President of CPC Specialty
International Plaza Products and Best Foods Exports. Director of the Holding Company.
700 Sylvan Avenue
Englewood Cliffs, NJ 07632-9976
- ------------------------------------------------------------------------------------------------------------------------
W. Edwin Jarmain Director of Equitable since July 1992. President of Jarmain Group Inc.; also
Jarmain Group Inc. an Officer or Director of several affiliated companies. Chairman and Director
121 King Street West of FCA International Ltd. Director of various AXA affiliated companies.
Suite 2525 Previously held other officerships with FCA International. Director of the
Toronto, Ontario M5H 3T9 Holding Company.
Canada
- ------------------------------------------------------------------------------------------------------------------------
G. Donald Johnston, Jr. Director of Equitable since January 1986. Retired Chairman and Chief
184-400 Ocean Road Executive Officer of JWT Group, Inc. and J. Walter Thompson Company.
John's Island
Vero Beach, FL 32963
- ------------------------------------------------------------------------------------------------------------------------
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- ------------------------------------------------------------------------------------------------------------------------
George T. Lowy Director of Equitable since July 1992. Partner, Cravath, Swaine & Moore.
Cravath, Swaine & Moore
825 Eighth Avenue
New York, NY 10019
- ------------------------------------------------------------------------------------------------------------------------
Didier Pineau-Valencienne Director of Equitable since February 1996. Chairman and Chief Executive
Schneider S.A. Officer of Schneider S.A. and Chairman or Director of numerous subsidiaries
64/70, Avenue Jean-Baptiste Clement and affiliated companies of Schneider. Director of AXA-UAP and the Holding
92646 Boulogne-Billancourt Cedex Company.
France
- ------------------------------------------------------------------------------------------------------------------------
George J. Sella, Jr. Director of Equitable since May 1987. Retired Chairman and Chief Executive
P.O. Box 397 Officer of American Cyanamid Company (retired April 1993); previously held
Newton, NJ 07860 other officerships with American Cyanamid. Director of the Holding Company.
- ------------------------------------------------------------------------------------------------------------------------
Dave H. Williams Director of Equitable since March 1991. Chairman and Chief Executive Officer
Alliance Capital Management of Alliance and Chairman or Director of numerous subsidiaries and affiliated
Corporation companies of Alliance. Director of the Holding Company.
1345 Avenue of the Americas
New York, NY 10105
- ------------------------------------------------------------------------------------------------------------------------
OFFICER-DIRECTORS
- ------------------------------------------------------------------------------------------------------------------------
Michael Hegarty Director of Equitable since January 1998. President since January 1998 and
Chief Operating Officer since February 1998, Equitable. Vice Chairman since
April 1998, Senior Executive Vice President (January 1998 to April 1998), and
Director and Chief Operating Officer (both since January 1998), the Holding
Company. Vice Chairman (from 1996 to 1997), Chase Manhattan Corporation. Vice
Chairman (from 1995 to 1996) and Senior Executive Vice President (from 1991
to 1995), Chemical Bank. Executive Vice President, Chief Operating Officer
and Director since March 1998, Equitable Investment Corporation ("EIC"),
ACMC, Inc. ("ACMC") and Equitable Capital Management Corporation ("ECMC").
- ------------------------------------------------------------------------------------------------------------------------
Edward D. Miller Director of Equitable since August 1997. Chairman of the Board since January
1998, Chief Executive Officer since August 1997, President (August 1997 to
January 1998), Equitable. Director, President and Chief Executive Officer,
all since August 1997, the Holding Company. Senior Vice Chairman, Chase
Manhattan Corporation (March 1996 to April 1997). President (January 1994 to
March 1996) and Vice Chairman (December 1991 to January 1994), Chemical Bank.
Director, Alliance (since August 1997), DLJ (since November 1997), ECMC
(since March 1998) and ACMC (since March 1998). Director, Chairman, President
and Chief Executive Officer since March 1998, EIC.
- ------------------------------------------------------------------------------------------------------------------------
Stanley B. Tulin Director of Equitable since February 1998. Vice Chairman of the Board since
February 1998 and Chief Financial Officer since April 1996, Equitable.
Executive Vice President since May 1996 and Chief Financial Officer since May
1997, the Holding Company. Vice President since March 1997, EQ ADVISORS
TRUST. Director since July 1997, Alliance. Director, Executive Vice President
and Chief Financial Officer since June 1997, EIC. Director, Chairman,
President and Chief Executive Officer since July 1997, ACMC. Prior thereto,
Chairman, Insurance Consulting and Actuarial Practice, Coopers & Lybrand,
L.L.P.
- ------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------
OTHER OFFICERS
- ------------------------------------------------------------------------------------------------------------------------
48
<PAGE>
Leon B. Billis Executive Vice President and Chief Information Officer (since February 1998),
Equitable. Previously held other officerships with Equitable.
- ------------------------------------------------------------------------------------------------------------------------
Harvey Blitz Senior Vice President and Deputy Chief Financial Officer, Equitable. Senior
Vice President, the Holding Company. Vice President and Chief Financial
Officer since March 1997, EQ ADVISORS TRUST. Chairman, Frontier Trust Company
("Frontier"). Executive Vice President since November 1996 and Director, EQ
Financial Consultants, Inc. ("EQF"). Director until May 1997, Equitable
Distributors, Inc. ("EDI") and Director and Officer of various Equitable
affiliates. Previously held other officerships with Equitable and its
affiliates.
- ------------------------------------------------------------------------------------------------------------------------
Kevin R. Byrne Senior Vice President and Treasurer, Equitable and the Holding Company.
Treasurer, EquiSource and Frontier. Vice President and Treasurer, Equitable
Casualty Insurance Company ("Casualty") and EQ ADVISORS TRUST (since March 1997).
Previously held other officerships with Equitable and
- ------------------------------------------------------------------------------------------------------------------------
Judy A. Faucett Senior Vice President and Actuary, Equitable, since September 1996. Partner
and Senior Actuarial Consultant, Coopers & Lybrand L.L.P. (January 1989 to
August 1996).
- ------------------------------------------------------------------------------------------------------------------------
Alvin H. Fenichel Senior Vice President and Controller, Equitable and the Holding Company.
Previously held other officerships with Equitable and its affiliates.
- ------------------------------------------------------------------------------------------------------------------------
Paul J. Flora Senior Vice President and Auditor, Equitable. Vice President and Auditor, the
Holding Company, since September 1994. Vice President/Auditor, National
Westminster Bank (November 1984 to June 1993).
- ------------------------------------------------------------------------------------------------------------------------
Mark A. Hug Senior Vice President since April 1997, Equitable. Prior thereto, Vice
President, Aetna.
- ------------------------------------------------------------------------------------------------------------------------
Robert E. Garber Executive Vice President and General Counsel, Equitable and the Holding
Company. Previously held other officerships with Equitable and its affiliates.
- ------------------------------------------------------------------------------------------------------------------------
Jerome S. Golden Executive Vice President since November 1997, Equitable. Prior thereto,
President, Income Management Group (May 1994 to November 1997), Equitable.
Chairman and Chief Executive Officer (February 1995 to December 1997), EDI.
Owner (November 1993 to May 1994), JG Resources.
- ------------------------------------------------------------------------------------------------------------------------
Donald R. Kaplan Vice President and Chief Compliance Officer, Equitable. Previously held other
officerships with Equitable.
- ------------------------------------------------------------------------------------------------------------------------
Michael S. Martin Senior Vice President, and Chief Marketing Officer since January 1997,
Equitable. Prior thereto, Senior Vice President. Chairman and Chief Executive
Officer, EQF. Vice President, EQ ADVISORS TRUST (since March 1997) and THE
HUDSON RIVER TRUST (until March 1998). Director, Equitable Underwriting and
Sales Agency (Bahamas), Ltd. (since May 1996) and Colorado (since January
1995). Previously held other officerships with Equitable and its affiliates.
- ------------------------------------------------------------------------------------------------------------------------
Douglas Menkes Senior Vice President and Corporate Actuary since June 1997, Equitable. Prior
thereto, Consulting Actuary, Milliman & Robertson, Inc.
- ------------------------------------------------------------------------------------------------------------------------
Peter D. Noris Executive Vice President and Chief Investment Officer, Equitable. Executive
Vice President since May 1995 and Chief Investment Officer since July 1995,
the Holding Company. Trustee, THE HUDSON RIVER TRUST, and Chairman, President
and Trustee since March 1997, EQ ADVISORS TRUST. Director, Alliance, since
July 1995. Executive Vice President, EQF, since November 1996. Prior to May
1995, Vice President/Manager, Insurance Companies Investment Strategies
Group, Salomon Brothers, Inc.
- ------------------------------------------------------------------------------------------------------------------------
49
<PAGE>
- ------------------------------------------------------------------------------------------------------------------------
Anthony C. Pasquale Senior Vice President, Equitable. Director, Chairman and Chief Operating
Officer, Casualty, since September 1997. Previously held other officerships
with Equitable and its affiliates.
- ------------------------------------------------------------------------------------------------------------------------
Pauline Sherman Vice President, Secretary and Associate General Counsel, Equitable and the
Holding Company, both since September 1995. Previously held other officerships
with Equitable.
- ------------------------------------------------------------------------------------------------------------------------
Richard V. Silver Senior Vice President since February 1995 and Deputy General Counsel since
June 1996, Equitable. Director, EQF. Previously held other officerships with
Equitable and its affiliates.
- ------------------------------------------------------------------------------------------------------------------------
Jose S. Suquet Senior Executive Vice President since August 1994, Chief Distribution Officer
since December 1997 and Chief Agency Officer (August 1994 to December 1997),
Equitable. Prior thereto, Agency Manager. Executive Vice President since May
1996, the Holding Company. Vice President since March 1998, THE HUDSON RIVER
TRUST.
- ------------------------------------------------------------------------------------------------------------------------
</TABLE>
FINANCIAL STATEMENTS OF EQUITABLE AND SEPARATE ACCOUNT FP
The financial statements of Separate Account FP and Equitable included in
this prospectus have been audited for the years ended December 31, 1998, 1997
and 1996 by PricewaterhouseCoopers LLP, independent accountants, as stated in
their reports. These financial statements have been so included in reliance on
the reports of PricewaterhouseCoopers, given on the authority of such firm as
experts in accounting and auditing. The financial statements of Equitable have
relevance for the policies only to the extent that they bear upon the ability of
Equitable to meet its obligations under the policies.
50
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[Financial Statements to be filed by amendment]
51
<PAGE>
APPENDIX I: INVESTMENT PERFORMANCE RECORD
The tables below show performance information for the variable investment
options. The performance shown for each option equals the performance of the
Portfolio corresponding to that option, reduced by the rate of the policies'
mortality and expense risk charge (.80% annual rate). You can find more
information about the performance of the Portfolios under the heading
"__________" in the Trust prospectuses attached at the end of this prospectus.
The performance figures on which the tables are based is after deduction of all
fees and expenses paid by the Trusts or any of the Portfolios.
The tables below, however, do not take into account the following
additional changes that we will deduct under your policy: (1) the 6% sales
charge and the tax charge that we deduct from each premium payment you make; (2)
the monthly cost of insurance charge; (3) the monthly administrative charge
(currently $25 for your policy's first 12 months and $6 per month thereafter);
(4) the surrender charge; or (5) any charge for optional rider benefits you may
select. For more information about these charges, see "Charges and Expenses You
Will Pay" beginning on page __ of this prospectus. If we reflected these
charges, the performance shown below would be reduced. We have not done so,
however, because the actual impact of these charges on a particular policy
varies considerably based on such factors as the insurance risk characteristics
of the insured person; the face amount and other options you select for your
policy; the state of policy issuance; the amount and timing of your premium
payments; and whether you make transfers or withdrawals, take policy loans, or
surrender your policy. In order to better understand how the charges we have
omitted from the below tables will affect your policy's value, you should refer
to your Illustrations of Policy Benefits that your Equitable associate will
provide. You can request Equitable or your Equitable associate to provide you
with such illustrations at any time, whether before or after you purchase a
policy.
<TABLE>
<CAPTION>
AVERAGE ANNUAL RATE OF RETURN FOR PERIODS ENDING
DECEMBER 31, 1998
SINCE PORTFOLIO
VARIABLE INVESTMENT OPTION 1 YR. 3 YRS. 5 YRS. 10 YRS. 20 YRS. INCEPTION (DATE*)
<S> <C> <C> <C> <C> <C> <C>
FIXED INCOME OPTIONS
Alliance Money Market x.x% x.x% x.x% x.x% -- x.x% (7/31/81)
Alliance Intermediate Gov't
Securities (4/1/91)
Alliance Quality Bond (10/1/93)
Alliance High Yield (1/2/87)
EQUITY OPTIONS
T. Rowe Price Equity Income (5/1/97)
EQ/Putnam Growth & Income
Value (5/5/97)
Alliance Growth & Income (10/1/93)
52
<PAGE>
Alliance Equity Index (3/1/94)
Merrill Lynch Basic Value
Equity (5/1/97)
Alliance Common Stock (11/13/76)
MFS Research (5/1/97)
Alliance Global (8/27/87)
Alliance International (4/3/95)
T. Rowe Price International
Stock (5/1/97)
Morgan Stanley Emerging
Markets Equity (8/20/97)
Alliance Aggressive Stock (1/27/86)
Warburg Pincus Small
Company Value (5/1/97)
Alliance Small Cap Growth (5/1/97)
MFS Emerging Growth
Companies (5/1/97)
ASSET ALLOCATION OPTIONS
Alliance Conservative
Investors (10/2/89)
EQ/Putnam Balanced (5/1/97)
Alliance Balanced (1/27/86)
Alliance Growth Investors (10/2/89)
Merrill Lynch World Strategy (5/1/97)
</TABLE>
- ------------------
* The inception date shown is the date that the relevant Portfolio (or its
predecessor) received its initial funding.
In some cases, the return information shown above includes a period of time
prior to when Separate Account FP first offered a corresponding variable
investment option under any form of variable life insurance policy. Therefore,
the below table provides additional performance information from the date that
those investment options actually received initial funding.
<TABLE>
<CAPTION>
AVERAGE ANNUAL RATES OF RETURN FOR PERIODS ENDING
VARIABLE INVESTMENT OPTION DECEMBER 31, 1998
-------------------------- -------------------------
SINCE VARIABLE INVESTMENT
OPTION INCEPTION (DATE)
<S> <C>
Alliance Money Market x.x% (__/__/__)
Alliance Common Stock
</TABLE>
53
<PAGE>
Unlike the rate of return tables above, the following yield information
does not include capital gains and losses that the Portfolio's corresponding to
the indicated variable investment options may have experienced.
<TABLE>
<CAPTION>
ANNUALIZED YIELD FOR PERIODS
VARIABLE INVESTMENT OPTION ENDING DECEMBER 31, 1998
--------------------------
7 DAYS 30 DAYS
------ -------
<S> <C> <C>
Alliance Money Market --% --
Alliance Intermediate Government Securities
Alliance Quality Bond
Alliance High Yield
</TABLE>
The information in the tables above is not a guarantee, a prediction, or
necessarily an indication of future performance.
54
<PAGE>
APPENDIX II: OUR DATA ON MARKET PERFORMANCE
In reports or other communications to policy owners or in advertising
material, we may describe general economic and market conditions affecting our
variable investment options and the Portfolios and may compare the performance
or ranking of those options and the Portfolios with:
o those 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;
o other appropriate indices of investment securities and averages for
peer universes of mutual funds; or
o data developed by us derived from such indices or averages.
We also may furnish to present or prospective policyowners advertisements
or other communications that include evaluations of a variable investment option
or Portfolio by nationally recognized financial publications. Examples of such
publications are:
Barron's Money Management Letter
Morningstar's Variable Annuities/Life Investment Dealers Digest
Business Week National Underwriter
Forbes Pension & Investments
Fortune USA Today
Institutional Investor Investor's Daily
Money The New York Times
Kiplinger's Personal Finance The Wall Street Journal
Financial Planning The Los Angeles Times
Investment Adviser The Chicago Tribune
Investment Management Weekly
Lipper Analytical Services, Inc. (Lipper) compiles performance data for
peer universes of Portfolios with similar investment objectives in its Lipper
Variable Insurance Products Performance Analysis Service (Lipper Survey).
Morningstar, Inc. compiles similar data in the Morningstar Variable Annuity/Life
Report (Morningstar Report).
The Lipper Survey records performance data as reported to it by over 800
mutual funds underlying variable annuity and life insurance products. It divides
these actively managed portfolios into 25 categories by portfolio objectives.
The Lipper Survey contains two different universes, which reflect different
types of fees in performance data:
55
<PAGE>
o 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; and
o The "Mutual Fund" universe reports performance net only of investment
management fees and direct operating expenses, and therefore reflects
only charges that relate to the underlying mutual fund.
The Morningstar Report consists of nearly 700 variable life and annuity
portfolios, all of which report their data net of investment management fees,
direct operating expenses and separate account level charges.
LONG-TERM MARKET TRENDS
The following chart presents historical return trends for various types of
securities. The information presented does not directly relate to the
performance of our variable investment options or the Trusts. Nevertheless, it
may help you gain 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 IL Protector 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.
However, common stocks have also experienced dramatic changes in value over
short periods of time. One of our variable investment options that invests
primarily in common stocks may, therefore, be a desirable selection for owners
who are willing to accept such risks. If, on the other hand, you wish to limit
your short-term risk, you may find it preferable to allocate a smaller
percentage of net premiums to those options that invest primarily in common
stock. All investments in securities, whether equity or debt, involve varying
degrees of risk. They also offer varying degrees of potential reward.
The chart on page ___ illustrates the average annual compound rates of
return over selected time periods between December 31, 1926 and December 31,
1998 for the types of securities indicated in the chart. These rates of return
assume the reinvestment of dividends, capital gains and interest. The Consumer
Price Index is also shown as a measure of inflation for comparison purposes. The
investment return information presented is an historical record of unmanaged
categories of securities. In addition, the rates of return shown do not reflect
either (1) investment management fees and expenses, or (2) costs and charges
associated with ownership of a variable life insurance policy.
The rates of return illustrated do not represent returns of our variable
investment options or the Portfolios and do not constitute a representation that
the performance of those options or the Portfolios will correspond to rates of
return such as those illustrated in the chart.
56
<PAGE>
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------------------------------------
Average Annual Rates of Return
Long-Term U.S.
For the following periods ending Common Long-Term Corporate Intermediate-Term Treasury Consumer
December 31, 1998 Stocks Government Bonds Bonds Gov't Bonds Bills Price Index
- -----------------------------------------------------------------------------------------------------------------------------------
<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 1998
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 1969-1997, 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
1969-1997; 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.
57
<PAGE>
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.
Consumer Price Index - Measured by the Consumer Price Index for all Urban
Consumers (CPI-U), not seasonally adjusted.
58
<PAGE>
APPENDIX III: AN INDEX OF KEY WORDS AND PHRASES
This index should help you locate more information on the terms used in
this prospectus.
<TABLE>
<CAPTION>
PAGE TO SEE IN PAGE TO SEE IN
THIS PROSPECTUS THIS PROSPECTUS
--------------- ---------------
<S> <C>
account value monthly processing day
Administrative Office net cash surrender value
age no-lapse guarantee
Allocation Date no-lapse guarantee premium
alternative death benefit option A, B
amount at risk our
anniversary owner
assign; assignment partial withdrawal
automatic transfer service payment option
basis planned periodic premium
beneficiary policy
business day Portfolio
Code premium payments
Collateral prospectus
cost of insurance rates receive
Day restore, restoration
EQ Advisers Trust rider
Equitable SEC
Equitable Access Account Separate Account FP
face amount state
grace period subaccount
Guaranteed interest option surrender
Hudson River Trust surrender charge
IL Protector target premium
insured person telephone transfers
Investment option transfers
issue date Trust(s)
Lapse units
loan, loan interest unit values
matures, maturity, maturity date us
Modified endowment contract variable investment option
month, year we
monthly deduction withdrawal
monthly insurance charge you, your
</TABLE>
59
64350v4
<PAGE>
Part II
REPRESENTATION REGARDING REASONABLENESS OF
AGGREGATE POLICY FEES AND CHARGES
Equitable represents that the fees and charges deducted under the Policies
described in this Registration Statement, in the aggregate, are reasonable in
relation to the services rendered, the expenses to be incurred, and the risks
assumed by Equitable under the Policies, Equitable bases its representation on
its assessment of all of the facts and circumstances, including such relevant
factors as: the nature and extent of such services, expenses and risks, the need
for Equitable to earn a profit, the degree to which the Policies include
innovative features, and regulatory standards for the grant of exemptive relief
under the Investment Company Act of 1940 used prior to October 1996, including
the range of industry practice. This representation applies to all policies sold
pursuant to this Registration Statement, including those sold on the terms
specifically described in the prospectuses contained herein, or any variations
therein, based on supplements, data pages or riders to any policies or
prospectuses, or otherwise.
CONTENTS OF REGISTRATION STATEMENT
This Registration Statement comprises the following papers and documents:
The facing sheet.
Reconciliation and Tie, previously filed with this Registration Statement
No. 333-17639 on December 11, 1996.
The Prospectus dated May 1, 1999 consisting of 59 pages.
Representation regarding reasonableness of aggregate policy fees and charges.
Undertaking to file reports, previously filed with this Registration Statement
No. 333-17639 on December 11, 1996.
Undertaking pursuant to Rule 484(b)(1) under the Securities Act of 1933,
previously filed with this Registration Statement No. 333-17639 on December
11, 1996.
The signatures.
Written Consents of the following persons:
Barbara Fraser, F.S.A., M.A.A.A., Vice President of Equitable
(see exhibit 2(b)) [To be filed by Amendment.]
Independent Public Accountants (see exibit 6) [To be filed by Amendment.]
The following exhibits: Exhibits required by Article IX, paragraph A of Form
N-8B-2:
<TABLE>
<S> <C>
1-A(1)(a)(i) Certified resolutions re Authority to Market Variable Life Insurance and
Establish Separate Accounts, previously filed with this Registration Statement
No. 333-17639 on December 11, 1996.
1-A(2) Inapplicable.
1-A(3)(a) See Exhibit 1-A(8).
</TABLE>
II-1
<PAGE>
<TABLE>
<S> <C> <C>
1-A(3)(b) Broker-Dealer and General Agent Sales Agreement, previously filed with this
Registration Statement No. 333-17639 on December 11, 1996.
1-A(3)(c) See Exhibit 1-A(8)(i).
1-A(4) Inapplicable.
1-A(5)(a)(i) Flexible Premium Variable Life Insurance Policy (96-400) (IL Protector) (Equitable
Variable), previously filed with this Registration Statement No.
333-17639 on December 11, 1996.
1-A(5)(a)(ii) Flexible Premium Variable Life Insurance Policy (96-400) (IL Protector)
(Equitable), previously filed with this Registration Statement No. 333-17639
on December 11, 1996.
1-A(5)(b) Name Change Endorsement (S.97-1), previously filed with this Registration
Statement No. 333-17639 on December 11, 1996.
+ 1-A(5)(c) Option to Purchase Additional Insurance Rider (R94-204)
(Equitable Variable), previously filed with this Registration Statement No.
333-17639 on December 11, 1996.
+ 1-A(5)(d) Option to Purchase Additional Insurance Rider (R94-204) (Equitable),
previously filed with this Registration Statement No. 333-17639 on
December 11, 1996.
+ 1-A(5)(e) Disability Rider - Waiver of Monthly Deductions (R94-216)
(Equitable Variable), previously filed with this Registration Statement No.
333-17639 on December 11, 1996.
+ 1-A(5)(f) Disability Rider - Waiver of Monthly Deductions (R94-216) (Equitable),
previously filed with this Registration Statement No. 333-17639 on
December 11, 1996.
+ 1-A(5)(g) Term Insurance Rider on Additional Insured (R90-217) (Equitable Variable),
previously filed with this Registration Statement No. 333-17639 on
December 11, 1996.
+ 1-A(5)(h) Term Insurance Rider on Additional Insured (R90-217) (Equitable),
previously filed with this Registration Statement No. 333-17639 on
December 11, 1996.
+ 1-A(5)(i) Children's Term Insurance Rider (R94-218) (Equitable Variable), previously filed
with this Registration Statement No. 333-17639 on December 11, 1996.
+ 1-A(5)(j) Children's Term Insurance Rider (R94-218) (Equitable), previously filed with this
Registration Statement No. 333-17639 on December 11, 1996.
+ 1-A(5)(k) Accidental Death Benefit Rider (R94-219) (Equitable Variable), previously filed
with this Registration Statement No. 333-17639 on December 11, 1996.
+ 1-A(5)(l) Accidental Death Benefit Rider (R94-219) (Equitable), previously filed with this
Registration Statement No. 333-17639 on December 11, 1996.
1-A(5)(m) Accelerated Death Benefit Rider (R94-102) (Equitable Variable), previously filed
with this Registration Statement No. 333-17639 on December 11, 1996.
1-A(5)(n) Accelerated Death Benefit Rider (R94-102) (Equitable), previously filed with this
Registration Statement No. 333-17639 on December 11, 1996.
+ 1-A(5)(o) Cost of Living Rider (R96-101) (Equitable Variable), previously filed with this
Registration Statement No. 333-17639 on December 11, 1996.
+ 1-A(5)(p) Cost of Living Rider (R96-101) (Equitable), previously filed with this
Registration Statement No. 333-17639 on December 11, 1996.
+ 1-A(5)(q) Substitution of Insured Rider (R94-212) (Equitable Variable), previously filed
with this Registration Statement No. 333-17639 on December 11, 1996.
+ 1-A(5)(r) Substitution of Insured Rider (R94-212) (Equitable), previously filed with this
Registration Statement No. 333-17639 on December 11, 1996.
1-A(6)(a) Declaration and Charter of Equitable, as amended January 1, 1997, previously filed
with this Registration Statement No. 333-17639 on April 30, 1997.
1-A(6)(b) By-Laws of Equitable, as amended November 21, 1996, previously filed with this
Registration Statment No. 333-17639 on April 30, 1997.
1-A(7) Inapplicable.
1-A(8) Distribution and Servicing Agreement among EQ Financial Consultants, Inc.
(formerly known as Equico Securities, Inc.), Equitable and Equitable Variable
dated as of May 1, 1994, previously filed with this Registration Statement No.
333-17639 on December 11, 1996.
1-A(8)(i) Schedule of Commissions, previously filed with this Registration Statement
No. 333-17639 on December 11, 1996.
1-A(9)(a) Agreement and Plan of Merger of Equitable Variable with and into
Equitable dated September 19, 1996, previously filed with this Registration
Statement No. 333-17639 on December 11, 1996.
1-A(9)(b) Form of Participation Agreement among EQ Advisors Trust, Equitable,
Equitable Distributors, Inc. and EQ Financial Consultants, Inc.,
incorporated by reference to the Registration Statement of EQ Advisors
Trust on Form N-1A ( Nos. 333-17217 and 811-07953).
</TABLE>
- -------------------------------
+ State variations not included
II-2
<PAGE>
<TABLE>
<S> <C> <C>
1-A(10)(i) Application EV4-200Y (Equitable Variable), previously filed with this
Registration Statement No. 333-17639 on December 11, 1996.
1-A(10)(ii) Application EV4-200Y (Equitable), previously filed with this Registration
Statement No. 333-17639 on December 11, 1996.
</TABLE>
Other Exhibits:
<TABLE>
<S> <C>
2(a)(i) Opinion and Consent of Mary P. Breen, Vice President and Associate General
Counsel of Equitable (policy form 96-400), previously filed with this Registration
Statement No. 333-17639 on December 11, 1996.
2(a)(ii) Opinion and Consent of Mary P. Breen, Vice President and Associate General
Counsel of Equitable (policy form 96-400), previously filed with this Registration
Statement No. 333-17639 on April 30, 1997.
2(b)(i) Opinion and Consent of Barbara Fraser, F.S.A., M.A.A.A.,
Vice President of Equitable, previously filed with this Registration Statement
No. 333-17639 on December 11, 1996.
2(b)(ii) Consent of Barbara Fraser, F.S.A., M.A.A.A.,
Vice President of Equitable, relating to Exhibit 2(b)(i), previously filed with
this Registration Statement No. 333-17639 on December 11, 1996.
2(b)(iii) Opinion and Consent of Barbara Fraser, F.S.A., M.A.A.A.,
Vice President of Equitable, previously filed with this
Registration Statement No. 333-17639 on December 11, 1996.
2(b)(iv) Opinion and Consent of Barbara Fraser, F.S.A., M.A.A.A., Vice President of
Equitable, previously filed with this Registration Statement No. 333-17639 on April 30, 1997.
2(b)(v) Opinion and Consent of Barbara Fraser, F.S.A., M.A.A.A., Vice President of Equitable. [To be
filed by Amendment.]
3 Inapplicable.
4 Inapplicable.
6 Consent of Independent Public Accountant. [To be filed by Amendment.]
7 Powers-of-Attorney, previously filed with this registraiton Statement No. 333-17639 on
April 29, 1998.
</TABLE>
II-3
<PAGE>
<TABLE>
<S> <C>
8 Description of Equitable'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, previously filed with this Registration Statement No.
333-17639 on December 11, 1996.
</TABLE>
II-4
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant
has duly caused this amendment to the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, and its seal to be
hereunto affixed and attested, in the City and State of New York, on the 23rd
day of December, 1998.
SEPARATE ACCOUNT FP OF THE EQUITABLE
LIFE ASSURANCE SOCIETY OF THE UNITED STATES
By: THE EQUITABLE LIFE
ASSURANCE SOCIETY OF
THE UNITED STATES,
DEPOSITOR
By: /s/ Mark Hug
------------------------------
(Mark Hug)
Senior Vice President
Attest: /s/ Linda Galasso
------------------------
(Linda Galasso)
Assistant Secretary
December 23, 1998
II-5
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Depositor
has duly caused this amendment to the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City and State of
New York, on the 23rd day of December, 1998.
THE EQUITABLE LIFE ASSURANCE
SOCIETY OF THE UNITED STATES
By: /s/ Mark Hug
--------------------------------
(Mark Hug)
Senior Vice President
Pursuant to the requirements of the Securities Act of 1933, this amendment
to the Registration Statement has been signed by the following persons in the
capacities and on the date indicated:
PRINCIPAL EXECUTIVE OFFICERS:
*Edward D. Miller Chairman of the Board and
Chief Executive Officer
*Michael Hegarty President and Chief Operating Officer
PRINCIPAL FINANCIAL OFFICER:
*Stanley B. Tulin Vice Chairman of the Board
and Chief Financial Officer
PRINCIPAL ACCOUNTING OFFICER:
/s/ Alvin H. Fenichel
- --------------------------
Alvin H. Fenichel Senior Vice President and Controller
December 23, 1998
*DIRECTORS:
Francoise Colloc'h Donald J. Greene George T. Lowy
Henri de Castries John T. Hartley Edward D. Miller
Joseph L. Dionne John H.F. Haskell, Jr. Didier Pineau-Valencienne
Denis Duverne Michael Hegarty George J. Sella, Jr.
William T. Esrey Mary R. (Nina) Henderson Stanley B. Tulin
Jean-Rene Fourtou W. Edwin Jarmain Dave H. Williams
Norman C. Francis G. Donald Johnston, Jr.
*By: /s/ Mark Hug
-----------------------
(Mark Hug)
Attorney-in-Fact
December 23, 1998
II-6
