AMERITAS VARIABLE LIFE INSURANCE CO SEPARATE ACCOUNT V
497, 1996-05-06
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PROSPECTUS   
                                                                    COMPANY LOGO
                                        AMERITAS VARIABLE LIFE INSURANCE COMPANY

FLEXIBLE PREMIUM                               One Ameritas Way/5900 "O" Street
VARIABLE UNIVERSAL LIFE                      P.O. Box  82550/Lincoln, NE  68501
- --------------------------------------------------------------------------------

This Prospectus  describes a flexible premium variable  universal life insurance
policy ("Policy") offered by Ameritas Variable Life Insurance Company ("AVLIC"),
a stock life  insurance  company.  The Policy is designed  to provide  insurance
protection until the Policy Anniversary  nearest the Insured's 95th birthday and
at the same time provide flexibility to vary the frequency and amount of premium
payments and to increase or decrease the level of death  benefits  payable under
the Policy.  This  flexibility  allows a  Policyowner  to provide  for  changing
insurance needs under a single insurance policy.

The Policy  guarantees the Death Benefit as long as the Policy remains in force.
The  Policyowner  may choose death benefit Option A (generally,  a level benefit
that equals the Specified  Amount of the Policy) or Option B (a variable benefit
that  generally  equals the  Specified  Amount  plus the  Policy's  accumulation
value). The specified amount for a policy is generally $100,000, lower specified
amounts may be requested.  The Policy provides for a surrender value that can be
obtained through partial withdrawals, surrender of the Policy, or through policy
loans. There is no minimum guaranteed  accumulation  value. AVLIC agrees to keep
the Policy in force during the first three years and provide a Guaranteed  Death
Benefit  during that time, so long as the  cumulative  pro rata monthly  minimum
Guaranteed Death Benefit Premium is paid even though, in certain instances,  the
minimum  payments allowed by the contract will not generate  positive  surrender
values,  after payment of insurance and other charges,  during the first several
policy  months.  AVLIC also offers an Extended  Guaranteed  Death  Benefit Rider
which extends this benefit for 10 years and up to 30 years, depending on the age
of the Insured.

The  Policyowner  has the right to examine the Policy and return it for a refund
for a limited time (see page 22). The initial  premium payment will be allocated
to the Money Market portfolio of the Variable Insurance Products Fund, as of the
issue date, for 13 days. After the 13-day period (see page 24), the accumulation
value  will  be  allocated  to the  Subaccounts  of  AVLIC  Separate  Account  V
("Account")  or  the  Fixed  Account  as  selected  by  the   Policyowner.   The
accumulation  value,  the  duration  of the death  benefit  and,  if Option B is
selected,  the amount of the death benefit above the Specified Amount, will vary
with the investment experience of the selected Subaccounts or the Fixed Account.
The  accumulation  value will also be adjusted for other factors,  including the
amount of charges  imposed  and the  premium  payments  made.  The  Policy  will
continue in force so long as the  surrender  value is  sufficient to pay certain
monthly charges  imposed in connection with the Policy.  This Policy may also be
acquired in exchange for another policy (Form #4002) previously offered by AVLIC
(See Exchange Offer, page 30).

The  assets  of each  Subaccount  are  invested  in  shares  of a  corresponding
portfolio of the  Variable  Insurance  Products  Fund,  the  Variable  Insurance
Products Fund II, the Alger  American  Fund,  and/or the MFS Variable  Insurance
Trust  (collectively the "Funds").  The Variable  Insurance  Products Fund is a
mutual fund with five  portfolios:  Money  Market,  High Income,  Equity-Income,
Growth and Overseas  Portfolios.  The Variable  Insurance  Products Fund II is a
mutual fund with five  portfolios:  the Asset  Manager,  Investment  Grade Bond,
Index 500, Contrafund,  and Asset Manager: Growth Portfolios. The Alger American
Fund is a mutual fund with six  portfolios:  Alger American  Income and Growth,
Alger  American  MidCap  Growth,  Alger  American  Small  Capitalization,  Alger
American  Balanced,  Alger American  Leveraged AllCap, and Alger American Growth
Portfolios.  MFS Variable Insurance Trust is a Massachusetts business trust. The
Trust has twelve separate  portfolios or series,  of which,  MFS Emerging Growth
Series, MFS Utilities Series, and MFS World Governments Series are offered.  The
accompanying   prospectuses  for  the  various  funds  describe  the  investment
objectives  and policies and the risks of each of the  portfolios  of the Funds.
The  investment  gains or losses of the monies  placed in the various  portfolio
Subaccounts will be experienced by the policyowner.

Replacing  existing insurance with a Policy or purchasing a Policy as a means to
obtain  additional  insurance  protection if the purchaser  already owns another
flexible premium variable life insurance policy may not be advantageous.

This  Prospectus  Must Be  Accompanied or Preceded By Current  Prospectuses  For
Variable  Insurance  Products Fund,  Variable  Insurance Products Fund II, Alger
American Fund, and MFS Variable Insurance Trust.

These  securities  are not deposits  with, or  obligations  of, or guaranteed or
endorsed by, any financial  institution;  and the  securities are not insured by
the Federal  Deposit  Insurance  Corporation,  the Federal Reserve Board, or any
other agency.  These securities involve investment risk,  including the possible
loss of principal.

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

Please Read This Prospectus Carefully And Retain It For Future Reference.

The Date of This Prospectus is  May 1, 1996.
<PAGE>
<TABLE>
<CAPTION>
TABLE OF CONTENTS
<S>                                                                         <C> 
Definitions............................................................       3
Summary................................................................       5
Ameritas Variable Life Insurance Company and the Account ..............       9
         Ameritas Variable Life Insurance Company......................       9
         Ameritas Variable Life Insurance Company Separate Account V...       9
         The Funds.....................................................      10
         Investment Objectives and Policies Of The Funds' Portfolios...      11
         Fund Management Fees .........................................      13
         Addition, Deletion or Substitution of Investments.............      14
         Fixed Account.................................................      15
Policy Benefits........................................................      15
         Purposes of the Policy........................................      15
         Death Benefit Proceeds........................................      16
         Death Benefit Options.........................................      16
         Methods of Affecting Insurance Protection.....................      18
         Duration of Policy............................................      18
         Accumulation Value............................................      18
         Benefits at Maturity..........................................      19
         Payment of Policy Benefits....................................      19
Policy Rights..........................................................      20
         Loan Benefits.................................................      20
         Surrenders....................................................      20
         Partial Withdrawals...........................................      21
         Transfers.....................................................      21
         Systematic Programs...........................................      21
         Refund Privilege..............................................      22
         Exchange Privilege............................................      22
Payment and Allocation of Premiums.....................................      22
         Issuance of a Policy..........................................      22
         Premiums......................................................      23
         Allocation of Premiums and Accumulation Value.................      23
         Policy Lapse and Reinstatement................................      24
Charges and Deductions.................................................      25
         Deductions From Premium Payment...............................      25
         Charges from Accumulation Value...............................      25
         Surrender Charge..............................................      26
         Daily Charges Against the Account.............................      27
General Provisions.....................................................      27
Exchange Offer.........................................................      30
Distribution of the Policies...........................................      31
Federal Tax Matters....................................................      31
Safekeeping of the Account's Assets....................................      33
Voting Rights..........................................................      33
State Regulation of AVLIC..............................................      33
Executive Officers and Directors of AVLIC..............................      34
Legal Matters..........................................................      36
Legal Proceedings......................................................      36
Experts................................................................      36
Additional Information.................................................      36
Financial Statements...................................................      36
Ameritas Variable Life Insurance Company Separate Account V............      37
Ameritas Variable Life Insurance Company...............................      44
Appendices.............................................................      56
</TABLE>

The  Policy,  certain  funds,  and/or  certain  riders are not available in all
States.

THIS  PROSPECTUS  DOES NOT CONSTITUTE AN OFFERING IN ANY  JURISDICTION  IN WHICH
SUCH OFFERING MAY NOT BE LAWFULLY MADE. NO DEALER,  SALESMAN, OR OTHER PERSON IS
AUTHORIZED TO GIVE ANY  INFORMATION  OR MAKE ANY  REPRESENTATIONS  IN CONNECTION
WITH THIS OFFERING OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS,  AND, IF GIVEN
OR MADE, SUCH OTHER INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED UPON.
<PAGE>
DEFINITIONS

ACCOUNT -  Ameritas  Variable  Life  Insurance  Company  Separate  Account  V, a
separate  investment account  established by AVLIC to receive and invest the net
premiums paid under the Policy and allocated by the Policyowner to the Account.

ACCRUED EXPENSE CHARGES - Any monthly deductions that are due and unpaid.

ACCUMULATION  VALUE - The total amount that a Policy  provides for investment at
any  time.  It is  equal  to the  total of the  accumulation  value  held in the
Account,  the Fixed  Account,  and any  accumulation  value held in the  general
account which secures policy loans.

ATTAINED AGE - The Issue Age of the Insured  plus the number of complete  Policy
Years that the policy has been in force.

AVLIC -  Ameritas Variable Life Insurance Company, a Nebraska stock company.

BENEFICIARY - The person or persons designated in the application,  unless later
changed,  to  receive  the Death  Benefit  (see page 27  for  "Beneficiary"  and
"Change of Beneficiary").

DECLARED  RATES - The interest rate declared by AVLIC to be earned on amounts in
the Fixed Account, which AVLIC guarantees to be no less than 4.5%.

DEATH BENEFITS - The amount of insurance coverage provided under the Policy.

DEATH BENEFIT PROCEEDS - The proceeds payable to the beneficiary upon receipt by
AVLIC of the proof of the death of the Insured while the Policy is in force.  It
is equal to: (l) the Death Benefit;  (2) plus additional life insurance proceeds
provided by any riders;  (3) minus any  outstanding  policy debt;  (4) minus any
unpaid monthly deduction due, including the deduction for the month of death.

EXTENDED  GUARANTEED  DEATH BENEFIT PREMIUMS - A specified  premium which,  when
paid,  will extend the  Guaranteed  Death Benefit  beyond the first three policy
years to a period of 10 to 30 policy years,  depending on the age of the Insured
on the Issue Date (See Additional Insurance Benefits,  page 28). This benefit is
provided without an additional policy charge.

FIXED  ACCOUNT - An account that is a part of AVLIC's  General  Account to which
all or a portion of net premiums and transfers may be allocated for accumulation
at fixed rates of interest.

GENERAL  ACCOUNT - The General  Account of AVLIC  includes all of AVLIC's assets
except those assets segregated into separate accounts.

GUARANTEED DEATH BENEFIT PREMIUM - A specified premium for the first three years
which, if paid in advance on a monthly or yearly  prorated basis,  will keep the
Policy in force  during the first  three  policy  years so long as other  policy
provisions are met, even if the surrender value is zero or less. This benefit is
provided without an additional policy charge.

INSURED - The person whose life is insured under the Policy.

ISSUE AGE - The age of the Insured at the Insured's  birthday nearest the policy
date.

ISSUE  DATE - The  date  that  all  financial,  contractual  and  administrative
requirements have been met and processed for the Policy.

MATURITY DATE - The date AVLIC pays any surrender value, if the Insured is still
living.

MONTHLY  ACTIVITY  DATE - The same date in each  succeeding  month as the policy
date  except  should  such  monthly  activity  date fall on a date  other than a
valuation date, the monthly activity date will be the next valuation date.

NET  PREMIUM - Premium  paid less the sales load  charge and  premium tax charge
(See page 23).

OUTSTANDING  POLICY  DEBT - The  sum of all  unpaid  policy  loans  and  accrued
interest on policy loans.

PLANNED  PERIODIC  PREMIUMS - A selected  schedule of equal premiums  payable at
fixed  intervals.  The Policyowner is not required to follow this schedule,  nor
does following this schedule  ensure that the Policy will remain in force unless
the payments meet the  requirements  of the Guaranteed  Death Benefit Premium or
the Extended Guaranteed Death Benefit Premium.

POLICY - The Flexible Premium  Variable  Universal Life Insurance Policy offered
by AVLIC and described in this Prospectus.
<PAGE>
POLICYOWNER - The owner of the Policy,  as designated in the  application  or as
subsequently changed. If a Policy has been absolutely assigned,  the assignee is
the Policyowner. A collateral assignee is not the Policyowner.

POLICY  ANNIVERSARY  DATE - The same day as the  policy  date for each  year the
Policy remains in force.

POLICY DATE - As set forth in the Policy,  the  effective  date for all coverage
provided  in the  application.  The  policy  date is used  to  determine  policy
anniversary dates, policy years and monthly activity dates. Policy anniversaries
are measured  from the policy  date.  The policy date and the issue date will be
the same unless: 1) an earlier policy date is specifically requested, or 2) when
additional premiums or application  amendments are required at time of delivery.
(See Issuance of a Policy, page 22).

POLICY YEAR - The period from one policy  anniversary date until the next policy
anniversary date.

REDUCED  LOAN RATE - After  reaching  the  later of age 55 or the  tenth  policy
anniversary  (the reduced loan rate start date), the Policyowner may borrow each
year  approximately 10% of the accumulation  value at the reduced loan rate (See
page 20 for "Loan Benefits").

SATISFACTORY PROOF OF DEATH - Means all of the following must be submitted:  (1)
A certified copy of the death  certificate;  (2) A Claimant  Statement;  (3) The
Policy;  and (4) Any other  information  that  AVLIC may  reasonably  require to
establish the validity of the claim.

SPECIFIED  AMOUNT - The minimum death  benefit under the Policy,  as selected by
the Policyowner, which generally must be $100,000 or more at issue date.

SUBACCOUNT - A subdivision of the Account.  Each Subaccount invests  exclusively
in the shares of a specified portfolio of the Funds.

SURRENDER VALUE - The policy  accumulation value on the date of surrender,  less
any  outstanding  policy debt,  any surrender  charge,  and any accrued  expense
charges.

VALUATION  DATE - Any day on  which  the New  York  Stock  Exchange  is open for
trading.

VALUATION PERIOD - The period between two successive valuation dates, commencing
at the close of the New York Stock  Exchange  ("NYSE") on one valuation date and
ending at the close of the NYSE on the next succeeding valuation date.
<PAGE>
SUMMARY

The following summary of Prospectus information and diagram of the Policy should
be read in conjunction with the detailed information appearing elsewhere in this
Prospectus.  Unless otherwise indicated, the description of the Policy contained
in  this  Prospectus  assumes  that the Policy is in force and that there is no
outstanding indebtedness.


                               DIAGRAM OF POLICY

                                PREMIUM PAYMENTS

                       You can vary amount and frequency.


                            DEDUCTIONS FROM PREMIUMS

                    Sales load and distribution expense - 5%.
                               Premium Tax - 2.5%


                                   NET PREMIUM

You direct  the net  premium to be  invested  in  the  Fixed  Account or  to the
separate  account  which  offers  nineteen  different subaccounts.  The nineteen
subaccounts  invest in the corresponding  portfolios  (Funds) of the Fidelity
Variable  Insurance Product Funds, the Fidelity Variable  Insurance  Products
Fund II, the Alger American Fund, or the MFS Variable Insurance Trust.

                             DEDUCTIONS FROM ASSETS

Monthly charge for cost of insurance and cost of any riders.

Monthly  charge for  administrative  expenses $9.00 per month the first year,
$4.50 per month thereafter.

Daily  charge,  at an annual rate of 0.90% for Policy  Years 1-20,  and 0.65%
thereafter, from the subaccounts for mortality and expense risks. This charge
is not deducted from Fixed Account assets.


    LIVING BENEFITS              RETIREMENT BENEFITS           DEATH BENEFITS

Partial  withdrawals  can    Loans may be taken at a net    Income  tax  free to
be   made   (subject   to    zero  interest  rate  after    beneficiary.
certain    restrictions).    ten   years   or   when the
The  death  benefit  will    policyholder   reaches   55    Available   as  lump
be reduced  by the amount    (whichever   occurs later).    sum  or   under  the
of the partial withdrawal.                                  five  payment  meth-
                             Should  the   policy  lapse    ods   available   as
                             while loans are outstanding    retirement benefits.
Up to fifteen free trans-    the  portion  of  the  loan
fers  can  be  made  each    attributable  to   earnings
year  between the invest-    will  become  taxable dist-
ment portfolio.              ributions. (See page 20 and
                             Appendix B).
Accelerated payment of up
to  50%  of  the   lowest    Payments can be taken under
scheduled  death  benefit    one  or  more  of five dif-
is  available  under cer-    ferent payment options.
tain conditions to insur-
eds suffering from termi-
nal illness.

The  policy  may  be sur-
rendered  at any time for
its   surrender    value.

Because    the    company
incurs   expenses   imme-
diately upon the issuance
of  the  policy  that are
recovered  over  a period
of years,  a  policy sur-
render  prior to the fif-
teenth  anniversary  date
will be assessed  a  sur-
render charge  consisting
of the contingent  defer-
red  sales charge and the
contingent   deferred ad-
ministrative      charge.
After  the  fifth  policy
year the charge decreases
each year  until  no sur-
render charge is  applied
after   the     fifteenth
policy year.(See pages 20
and 26).
<PAGE>
THE ISSUER

The Policy is issued by Ameritas  Variable Life Insurance Company  ("AVLIC"),  a
Nebraska stock life insurance  company.  A separate  account of AVLIC,  Separate
Account V ("Account"),  has been  established to hold the assets  supporting the
Policy.  The Account  has  nineteen  Subaccounts  which  correspond  to, and are
invested  in,  the  portfolios  of the Funds  discussed  at page 10 herein. (See
Ameritas Variable Life Insurance Company and the Account, page 9, and The Funds,
page 10).  The  financial  statements  for  AVLIC  and the  Account can be found
beginning on page 37.

THE POLICY

This flexible premium variable universal life insurance policy ("Policy") allows
the Policyowner,  within limitations, to choose: (a) the amount and frequency of
premium payments;  (b) the manner in which the Policyowners  accumulation values
are invested;  and (c) a choice of two death benefit options unless the Extended
Maturity Rider is in effect.

As long as the Policy remains in force,  it will provide for: (1) life insurance
coverage on the Insured up to age 95; (2) an accumulation  value;  (3) surrender
rights (including  partial  withdrawals and total  surrenders);  (4) policy loan
privileges;  and (5) a variety of optional benefits and riders that may be added
to the Policy for an  additional  charge or  without  charge if certain  minimum
premiums are paid.

PREMIUMS

This Policy differs in two important respects from a conventional life insurance
policy.  First, the failure to pay a planned periodic premium will not in itself
cause the Policy to lapse.

Second,  a Policy  can lapse even if planned  periodic  premiums  have been paid
unless the Guaranteed Death Benefit and/or the Extended Guaranteed Death Benefit
Premium  requirements  have been met.  (See Payment and  Allocation of Premiums,
page 22).

AMOUNTS.  An initial premium of at least 1/12 of the first year Guaranteed Death
Benefit  Premium,  charges for riders and any substandard  risk adjustment times
the number of months  between the policy date and issue date,  plus one, must be
paid in order to put the  Policy in force.  After the  initial  premium is paid,
unscheduled  premiums  may be paid in any amount and at any  frequency,  subject
only to the  maximum  and  minimum  limitations  set by  AVLIC  and the  maximum
limitations  set by  Federal  Income Tax Law. A  Policyowner  may also  choose a
planned  periodic  premium  which may include the  minimum  cumulative  premiums
necessary  to keep in force  the  Guaranteed  Death  Benefit  provision  and the
Extended Guaranteed Death Benefit Rider.

A Policy will lapse when the surrender  value is insufficient to pay the monthly
deduction unless the Guaranteed or Extended  Guaranteed Death Benefit Riders are
in effect.  A period of 61 days from the date written  notice of lapse is mailed
to the  Policyowner's  last known address will be allowed for the Policyowner to
make sufficient  payment to keep the Policy in force for the Policyowner  (grace
period).


ALLOCATION OF NET PREMIUMS

The  Policyowner  may select the manner in which the new premiums are  allocated
between the Fixed Account (See Fixed Account, page 15) and to one or more of the
Subaccounts.

Net premiums,  which equal the premiums paid less the premium charges, are first
allocated  for 13 days, as of the issue date,  to the  Subaccount  for the Money
Market Portfolio of the Variable  Insurance  Products Fund. After the expiration
of the refund period,  the  accumulation  value will be allocated as selected by
the  Policyowner.  The  Policyowner may change the allocation  instructions  for
premiums  and may also  make a special  designation  for  unscheduled  premiums.
Subject to certain  charges and  restrictions,  a Policyowner  may also transfer
amounts among the Subaccounts and the Fixed Account. (See Allocation of Premiums
and Accumulation Value, page 23).

The various  subaccounts  available  invest in a corresponding  portfolio of the
Funds.  Variable  Insurance Products Fund ("Fidelity Fund") has five portfolios:
the  Money  Market,  High  Income,  Equity-Income,   Growth,  and  the  Overseas
Portfolios.  Variable  Insurance  Products Fund II ("Fidelity Fund II") has five
portfolios: the Asset Manager,  Investment Grade Bond, Index 500, Contrafund and
Asset  Manager:  Growth  Portfolios.  (Fidelity Fund and Fidelity Fund II may be
collectively  referred to as the  "Fidelity  Funds").  The Alger  American  Fund
("Alger  American  Fund") has six  portfolios:  Alger American Income and Growth
("Income and Growth"), Alger American Small Capitalization ("Small-Cap"),  Alger
American  MidCap Growth  ("MidCap"),  Alger  American  Growth  ("Alger  American
Growth"), Alger American Leveraged AllCap
<PAGE>
("Leveraged AllCap") and Alger American Balanced  ("Balanced")  portfolios.  MFS
Variable Insurance Trust ("MFS Fund" or "MFS") has twelve separate portfolios or
series,  of which, MFS Emerging Growth Series,  MFS Utiltities  Series,  and MFS
World Governments Series are offered. A summary of the investment objectives for
these  portfolios  is set  forth  at page 11 of this  Prospectus,  and  detailed
objectives of these  portfolios are described in the  accompanying  prospectuses
for the Funds.  There is no  assurance  that these  objectives  will be met. The
Policyowner  bears the  entire  investment  risk for  amounts  allocated  to the
Subaccounts.

POLICY BENEFITS

The rights and  benefits  under the Policy are  summarized  in this  prospectus;
however prospectus  disclosure regarding the policy is qualified in its entirety
by the policy itself, a copy of which is available upon request from AVLIC.

DEATH BENEFIT  PROCEEDS AND DEATH BENEFIT  OPTIONS.  While the Policy remains in
force, AVLIC will pay the Death Benefit to the Beneficiary upon receipt of Proof
of  Death  of the  Insured.  These  proceeds  may be  paid  in a lump  sum or in
accordance with an optional payment plan.

The Policy provides for two death benefit  options unless the Extended  Maturity
Rider is in effect. Under either option, so long as the Policy remains in force,
the death  benefit  will not be less than the  current  Specified  Amount of the
Policy  adjusted for any policy  indebtedness.  The death benefit may,  however,
exceed the Specified  Amount,  depending upon the  investment  experience of the
Policy. Death Benefit Option A provides for a level benefit equal to the current
Specified Amount of the Policy,  unless the accumulation  value of the Policy on
the date of the Insured's  death  multiplied by the  applicable  percentage  set
forth in the Policy is greater, in which case the death benefit is equal to that
larger amount.  Death Benefit Option B provides for a variable  benefit equal to
the current Specified Amount of the Policy plus the Policy's  accumulation value
on the date of the Insured's death, or if greater, the accumulation value of the
Policy  on the  date  of  the  Insured's  death  multiplied  by  the  applicable
percentage set forth in the Policy. (See Death Benefit Options, page 16)

If the  Extended  Maturity  Rider is in effect,  the Death  Benefit  will be the
Accumulation Value.

Optional insurance  benefits offered under the Policy include:  Guaranteed Death
Benefit provision;  Extended Guaranteed Death Benefit rider;  Accelerated Living
Benefits Rider for Terminal  Illness;  Accidental  Death Benefit rider;  Covered
Insured rider;  Disability Benefit rider;  Guaranteed  Insurability rider; Payor
Disability rider; and Children's  Protection  rider.  (See Additional  Insurance
Benefits, page 28). These riders are not all available in every state. The cost,
if any,  of  these  additional  insurance  benefits  will be  deducted  from the
Policy's  accumulation value as a part of the monthly deduction.  The Guaranteed
Death  Benefit and Extended  Guaranteed  Death Benefit  provisions  are provided
without cost but require the described premium payments.

BENEFITS AT MATURITY

On the  maturity  date of the  Policy,  if the  Insured  is  still  living,  the
Policyowner  will  be  paid  the  accumulation  value  of the  Policy  less  any
outstanding policy debt and accrued interest charges.

ACCUMULATION VALUE BENEFITS

The  Policy's  accumulation  value in the  Account  will  reflect the amount and
frequency  of  premium  payments,   the  investment  experience  of  the  chosen
Subaccounts and the Fixed Account,  policy loans, any partial  withdrawals,  and
any charges imposed in connection with the Policy. The entire investment risk of
the  Account is borne by the  Policyowner.  AVLIC does not  guarantee  a minimum
accumulation  value in the Account.  (See Accumulation  Value, page 18). It does
guarantee the Fixed Account.

The  Policyowner  may surrender the Policy at any time and receive its surrender
value. Subject to certain  limitations,  the Policyowner may also make a partial
withdrawal  from the Policy and obtain a portion of the  surrender  value at any
time prior to the  maturity  date.  Partial  withdrawals  will  reduce  both the
accumulation value and the death benefit payable under the Policy.  (See Partial
Withdrawals,  page 21). A charge  will be  deducted  from the  amount  paid upon
partial withdrawal. (See Partial Withdrawal Charge, page 27).

POLICY LOANS. Policy loans, secured by the accumulation value of the Policy, are
available. After the first policy anniversary, the Policyowner may obtain a loan
at "regular" loan interest rates, which shall not exceed 8% annually.

After the later of age 55 or the tenth policy  anniversary,  the Policyowner can
borrow  against a limited  amount of the  accumulation  value of the Policy at a
"reduced"  interest  rate,  which  reduced rate is currently  4.5% and shall not
exceed 5% annually  ("reduced rate loan").  While the loan is  outstanding,  the
Policyowner  earns 4.5% interest on the accumulation  values securing the loans.
(For details concerning policy loan provisions, see page 20).

Policy  loans may have tax  consequences  and will  affect  earnings  and policy
accumulation  values.  Should the policy lapse while loans are  outstanding  the
portion of the loans attributable to earnings will become taxable distributions.
Should the Policy become a modified endowment  contract,  loans (including loans
to pay loan  interest)  will be  taxable  to the  extent  of any gain  under the
Policy.  Further,  a 10% penalty tax also applies to the taxable  portion of any
distribution  prior to the Insured's age 59 1/2. (See Federal Tax Matters,  page
31).
<PAGE>
CHARGES

SALES AND PREMIUM TAX CHARGES  Generally,  a sales  charge of 5% of each premium
will  be  deducted  to  compensate  AVLIC  for  its  expenses   associated  with
distributing the Policy and a premium tax charge of 2.5% of each premium will be
deducted  from each premium  before  placing any amount in a  Subaccount  or the
Fixed Account. (See Deductions From Premium Payments, page 25).

MONTHLY CHARGES AGAINST THE ACCUMULATION VALUE.

a) A monthly  maintenance  charge of up to $9.00  [currently  AVLIC is  charging
$9.00 per month  ($108.00  per year)  during the first policy year and $4.50 per
month  ($54.00 per year)  thereafter],  to compensate  AVLIC for the  continuing
administrative costs of the Policy, plus

b)  A monthly  charge  for  the  cost  of  insurance including the cost for any 
riders. (See Charges from Accumulation Value, page 25).

SURRENDER CHARGE. If a Policy is surrendered prior to the 15th anniversary date,
AVLIC will assess a surrender charge consisting of the Contingent Deferred Sales
Charge ("DSC") and the Contingent Deferred  Administrative Charge ("DAC"). After
the fifth  Policy  Year,  the  surrender  charge  decreases  each year  until no
surrender  charge is applied after the  fifteenth  Policy Year.  (See  Surrender
Charge, page 26).

The DSC is equal to 25% of the  premiums  received in the first two Policy Years
up to the Guaranteed  Death Benefit Premium plus 5% of the premiums  received in
those years in excess of the Guaranteed Death Benefit Premium. In no event shall
the  surrender  charge exceed  $12.00 for every  $1000.00 of insurance  obtained
under the Policy.

The DAC is an amount per $1,000 of  insurance  that varies by issue age and sex.
(See Contingent Deferred Administrative Charges, page 26).

TRANSFER CHARGE. Fifteen transfers of accumulation value per policy year will be
permitted free of charge. A $10  administrative  charge may be assessed for each
additional  transfer.  The  transfer  charge  will be  deducted  from the amount
transferred. (See Transfer Charge, page 26).

PARTIAL  WITHDRAWAL CHARGE. A maximum charge, not to exceed the lesser of $50 or
2% of the  amount  withdrawn  may  be  deducted  for  each  partial  withdrawal.
(Currently,  the charge is the lesser of $25 or 2%). The charge will be deducted
from the amount paid as a result of the withdrawal and will compensate AVLIC for
the administrative costs of partial withdrawals. No surrender charge is assessed
on a partial  withdrawal and a partial  withdrawal charge is not assessed when a
Policy is surrendered. (See Partial Withdrawal Charge, page 27).

DAILY  CHARGES  AGAINST  THE  ACCOUNT.  A daily  charge at an annual rate not to
exceed .90%  (currently  .90% for policy years 1-20 and .65%  thereafter) of the
average daily net assets of each  Subaccount,  but not the Fixed  Account.  (See
Daily Charges Against the Account, page 27).

No charges are  currently  made against the Account for federal,  state or local
taxes  (which are  charged in addition to state  premium  taxes).  If there is a
material  change from the expected  treatment of AVLIC under  federal,  state or
local tax laws,  AVLIC may determine to make  deductions from the Account to pay
those taxes. (See Taxes, page 27).

In addition, because the Account purchases shares of the Funds, the value of the
units in each  Subaccount  will  reflect  the net  asset  value of shares of the
various Funds held therein, and therefore, the management fee and other expenses
incurred by the Funds. (See The Funds, page 10).

TAX TREATMENT OF THE POLICY

Like death benefits payable under  conventional  life insurance  policies,  life
insurance  proceeds  payable  under the Policy are  excludable  from the taxable
income of the  Beneficiary.  Should the  Policy be deemed a  modified  endowment
contract (see Federal Tax Matters-Tax Status of the Policy, page 32), partial or
full surrenders, assignments, policy pledges, and loans under the Policy will be
taxable  to the  Policyowner  to  the  extent  of any  gain  under  the  Policy.
Generally,  a 10%  penalty  tax  also  applies  to the  taxable  portion  of any
distribution  prior to the Insured  reaching  age 59 1/2.  (For  further  detail
regarding taxation, see Federal Tax Matters, page 31).

REFUND PRIVILEGE

The  Policyowner is granted a period of time (a "free look period") to examine a
Policy and return it for a refund.  The Policyowner may cancel the Policy within
45 days after  Part I of the  application  is  signed,  within 10 days after the
Policyowner  receives  the  Policy,  or 10 days  after  AVLIC  delivers a notice
concerning  cancellation,  whichever  is later.  The amount of the refund is the
greater of the premiums paid or the premium paid  adjusted by  investment  gains
and losses. (See Refund Privilege, page 22).

EXCHANGE PRIVILEGE

During  the first 24 months  after the  policy  date of the  Policy,  subject to
certain  restrictions,  the  Policyowner  may exchange the Policy for a flexible
premium  adjustable life insurance policy issued and made available for exchange
by AVLIC or Ameritas Life. The policy provisions and applicable  charges for the
new  Policy  will be based on the same  policy  date and  issue age as under the
Policy. (See Exchange Privilege, page 22).
<PAGE>
EXCHANGE OFFER

On June 13, 1990, the Securities and Exchange Commission approved a request from
AVLIC and the Account that they be permitted to offer to exchange the Policy for
a life  insurance  policy  previously  issued  by  AVLIC.  That  exchange  offer
continues as of the date of this Prospectus.  (For additional details concerning
the exchange offer, see Exchange Offer, page 30).



AVLIC AND THE ACCOUNT
AMERITAS VARIABLE LIFE INSURANCE COMPANY

Ameritas  Variable Life  Insurance  Company  ("AVLIC") is a stock life insurance
company  organized in the State of Nebraska.  AVLIC was incorporated on June 22,
1983 and commenced  business  December 29, 1983. AVLIC is currently  licensed to
sell  life  insurance  in 46  states,  and the  District  of  Columbia.  AVLIC's
financial statements may be found at page 44.

AVLIC  is a  wholly-owned  subsidiary  of AMAL  Corporation,  a  Nebraska  stock
company.  AMAL  Corporation is a joint venture of Ameritas Life Insurance  Corp.
(Ameritas  Life),  which  owns a  majority  interest  in AMAL  Corporation;  and
American Mutual Life Insurance Company ("American Mutual"),  an Iowa mutual life
insurance company, which owns a minority interest in AMAL Corporation.  The Home
Offices  of both  AVLIC and  Ameritas  Life are at One  Ameritas  Way,  5900 "O"
Street, P.O. Box 82550, Lincoln, Nebraska 68501.

On April 1, 1996 Ameritas Life  consummated  an agreement  with American  Mutual
whereby  AVLIC  became  a  wholly-owned  subsidiary  of a newly  formed  holding
company,  AMAL  Corporation.  The agreement was  announced  March 11, 1996.  The
holding company will contribute  approximately $18 million of additional paid-in
capital  to  AVLIC.  Under  terms of the  agreement  the AMAL  Corporation  will
initially  be 66%  owned by  Ameritas  Life and 34%  owned by  American  Mutual.
American Mutual has options to purchase an additional 15% interest over the next
five years if certain production requirements are met.

Ameritas Life and its subsidiaries had total assets at December 31, 1995 of over
$2.4  billion.  American  Mutual  and its  subsidiaries  had total  assets as of
December 31, 1995 of over $3.9 billion.

AVLIC has a rating of A (Excellent) from A.M. Best Company, a firm that analyzes
insurance carriers,  and a rating of AA ("Excellent") from Standard & Poor's for
claims-paying ability. Ameritas Life enjoys a long standing A+ (Superior) rating
from A.M. Best.

Ameritas Life, American Mutual and AMAL Corporation guarantee the obligations of
AVLIC.  This  guarantee  will  continue  until AVLIC is recognized by a National
Rating  Agency as having a financial  rating equal to or greater  than  Ameritas
Life,  or  until  AVLIC is  acquired  by  another  insurance  company  who has a
financial  rating by a National  Rating Agency equal to or greater than Ameritas
Life and who  agrees to assume  the  guarantee;  provided  that if AML sells its
interest in AMAL  Corporation to another  insurance  company who has a financial
rating by a National Rating Agency equal to or greater than that of AML, and the
purchaser  assumes the guarantee,  AML will be relieved of its obligations under
the Guarantee.

Effective January 1, 1996, with the approval of the State of Nebraska  Insurance
Department,  AVLIC changed  reserving  methods used for most  existing  products
resulting in an increase in statutory surplus of approximately $23.4 million.

On February 28, 1996 the Board of Directors declared a return of paid-in capital
of $15 million paid by a note due on or before August 15, 1996.  This action was
approved by the State of Nebraska Insurance Department  (Insurance  Department).
Any additional distributions of capital or surplus would require approval of the
Insurance Department.

Ameritas Investment Corp., the principal underwriter of the policies may publish
in advertisements and reports to Policyowners, the ratings and other information
assigned to Ameritas Life and AVLIC by one or more  independent  rating services
and charts and other  information  concerning  dollar cost averaging,  portfolio
rebalancing,  earnings sweep,  tax-deference and other investment  methods.  The
purpose  of  the  ratings  are  to  reflect  the   financial   strength   and/or
claims-paying  ability of AVLIC. The ratings do not relate to the performance of
the separate account.

AMERITAS VARIABLE LIFE INSURANCE COMPANY
SEPARATE ACCOUNT V

Ameritas  Variable Life Insurance Company Separate Account V ("the Account") was
established under Nebraska law on August 28, 1985. The assets of the Account are
held by AVLIC  segregated  from all of AVLIC's other assets,  are not chargeable
with liabilities arising out of any other business which AVLIC may conduct,  and
income, gains, or losses of AVLIC. Although the assets maintained in the Account
will not be charged with any liabilities  arising out of AVLIC's other business,
all  obligations  arising under the Policies are  liabilities  of AVLIC who will
maintain  assets in the  Account of a total  market  value at least equal to the
reserve and other contract  liabilities of the Account.  The Account will at all
times  contain  assets equal to or 
<PAGE>
greater than account values invested in the separate account.  Nevertheless,  to
the extent assets in the Account exceed AVLIC's liabilities in the Account,  the
assets are available to cover the liabilities of AVLIC's General Account.  AVLIC
may, from time to time,  withdraw assets  available to cover the General Account
obligations.

The Account is registered  with the Securities and Exchange  Commission  ("SEC")
under the  Investment  Company  Act of 1940  ("1940  Act") as a unit  investment
trust,  which is a type of  investment  company.  This does not  involve any SEC
supervision  of the  management  or  investment  policies  or  practices  of the
Account. For state law purposes, the Account is treated as a Division of AVLIC.

PERFORMANCE INFORMATION

Performance  information  for the  Subaccounts  of the  Account  and  the  funds
available  for  investment  by the Account may appear in  advertisements,  sales
literature,  or reports to Policyowners or prospective  purchasers.  We may also
provide a hypothetical  illustration of Accumulation Value, Cash Surrender Value
and Death  Benefit  based on  historical  investment  returns of the Funds for a
sample insured based on  assumptions  as to age, sex, and other policy  specific
assumptions.

We may also provide  individualized  hypothetical  illustrations of Accumulation
Value,  Cash  Surrender  Value and Death Benefit based on historical  investment
returns of the Funds.  These  illustrations  will  reflect  deductions  for fund
expenses  and Policy and  Account  charges,  including  the  Monthly  Deduction,
Premium  Payment  Deductions,  and  the  Surrender  Charge.  These  hypothetical
illustrations will be based on the actual historical  experience of the funds as
if the  Subaccounts  had  been in  existence  and a Policy  issued  for the same
periods as those indicated for the funds.

THE FUNDS

There are  currently  nineteen  Subaccounts  within  the  Account  available  to
Policyowners  for new  allocations.  Each  Subaccount of the Account will invest
only in the  shares of a  corresponding  portfolio  of the  Fidelity  Fund,  the
Fidelity Fund II, the Alger  American  Fund, or the MFS Fund  (collectively  the
"Funds"). Each fund is registered with the SEC under the 1940 Act as an open-end
management investment company.

As of May 1, 1996,  The  Dreyfus  Stock  Index  Fund is no longer an  investment
option under the contract. Funds allocated to the Dreyfus Stock Index Fund as of
April 30, 1996 may remain invested in that portfolio.  If transferred out of the
Dreyfus Stock Index portfolio,  however,  reinvestment  into that portfolio will
not be an  option.  AVLIC  eventually  intends to file an  application  with the
Securities and Exchange Commission to substitute the shares of another portfolio
for shares of the Dreyfus Stock Index Fund.

The assets of each  portfolio of the Funds are held  separate from the assets of
the other  portfolios.  Thus, each portfolio  operates as a separate  investment
portfolio, and the income or losses of one portfolio generally have no effect on
the investment performance of any other portfolio.

The investment  objectives and policies of each portfolio are summarized  below.
There is no  assurance  that any of the  portfolios  will  achieve  their stated
objectives.  More detailed  information,  including a description  of investment
objectives, policies,  restrictions,  expenses and risks, is in the prospectuses
for each of the Funds,  which must  accompany  or precede this  Prospectus.  All
underlying fund information,  including Fund prospectuses,  has been provided to
AVLIC  by the  underlying  Funds.  AVLIC  has not  independently  verified  this
information. One or more of the Portfolios may employ investment techniques that
involve certain risks,  including  investing in non-investment  grade, high risk
debt  securities,  entering into  repurchase  agreements and reverse  repurchase
agreements,  lending portfolio securities,  engaging in "short sales against the
box,"  investing in  instruments  issued by foreign  banks,  entering  into firm
commitment agreements and investing in warrants and restricted  securities.  The
Alger American  Leveraged  AllCap  Portfolio may employ  "leverage" by borrowing
money to increase its portfolio of securities,  and may purchase or sell options
and enter into futures  contracts on  securities  indexes to increase gain or to
hedge  the  value of the  Portfolio.  The High  Income,  Equity-  Income,  Asset
Manager,  and Asset  Manager:  Growth  Portfolios  may invest in  non-investment
grade, high risk debt securities.  These  Prospectuses  should be read carefully
together with this Prospectus and retained.

Each  Policyowner  should   periodically   consider  the  allocation  among  the
Subaccounts  in light of current  market  conditions  and the  investment  risks
attendant to investing in the Funds' various portfolios.

The Account will  purchase and redeem  shares from the Funds at net asset value.
Shares will be redeemed to the extent  necessary  for AVLIC to collect  charges,
pay the  surrender  values,  partial  withdrawals,  and make policy  loans or to
transfer  assets from one  Subaccount to another,  or to the Fixed  Account,  as
requested by Policyowners.  Any dividend or capital gain  distribution  received
from a portfolio of the Funds will be reinvested  immediately at net asset value
in  shares  of that  portfolio  and  retained  as  assets  of the  corresponding
Subaccount.

Since the Fidelity  Fund, The Fidelity Fund II, the Alger American Fund, and the
MFS Fund are each designed to provide  investment  vehicles for variable annuity
and variable life insurance contracts of various insurance companies and will be
sold to separate  accounts of other insurance  companies as investment  vehicles
for various  types of variable  life  insurance  policies and  variable  annuity
contracts, there is a possibility that a material conflict may arise between the
interests  of the  Account and one or more of the  separate  accounts of another
participating  insurance  company.  In the  event of a  material  conflict,  the
affected  insurance  companies  agree to take  any  necessary  steps,  including
removing its separate accounts from the Funds, to resolve the matter.  The risks
of such mixed and shared funding are described  further in the  prospectuses  of
the Funds.
<PAGE>
INVESTMENT OBJECTIVES AND POLICIES OF THE FUNDS' PORTFOLIOS

FIDELITY FUNDS
- --------------

PORTFOLIO              INVESTMENT POLICY               OBJECTIVES
- ------------------     ---------------------------     -------------------------
Money Market1          High-quality  U.S.   dollar     Seeks  to  obtain as high
                       denominated  money   market     a level of current income
                       instruments of domestic and     as  is  consistent   with
                       foreign Issuers.(Commercial     preserving   capital  and
                       Paper,    Certificate    of     providing liquidity.
                       Deposit).

High Income1           At  least  65%  in   income     Seeks  to  obtain  a high
                       producing  debt  securities     level  of  current income
                       and preferred stocks, up to     by  investing   in   high
                       20%  in  common  stocks and     income  producing  lower-
                       other   equity  securities,     rated   debt   securities
                       and up to 15% in securities     (sometimes  called  "junk
                       subject  to  restriction on     bonds"), preferred stocks
                       resale.                         including     convertible
                                                       securities and restricted
                                                       securities.

Equity-Income1         At  least  65%  in   income     Seeks  reasonable  income
                       producing common or prefer-     by investing primarily in
                       red  stock.  The  remainder     income  producing  equity
                       will  normally  be invested     securities.  The goal  is
                       in  convertible   and  non-     to  achieve  a  yield  in
                       convertible debt obligations.   excess  of  the composite
                                                       yield  of  the Standard &
                                                       Poor's   500    Composite
                                                       Stock Price Index.

Growth1                Portfolio purchases normally    Seeks  to achieve capital
                       will  be  common  stocks of     appreciation.
                       both well-known established
                       companies and smaller, less-
                       known  companies,  although
                       the  investments  are   not
                       restricted to  any one type
                       of    security.    Dividend
                       income will only be consid-
                       ered  if  it  might have an
                       effect on stock values.

Overseas1              At  least  65%  invested in     Seeks  long-term  growth
                       securities    of    issuers     of  capital    primarily
                       outside  of  North America.     through  investments  in
                       Most   issuers   will    be     foreign securities.
                       located  in developed coun-
                       tries in  the Americas, the
                       Far East and Pacific Basin,
                       Scandinavia  and    Western
                       Europe.  While  the primary
                       purchases  will  be  common
                       stocks,   all   types    of
                       securities may be purchased.

Asset Manager2         Equities (Growth, High Div-     Seeks   to   obtain  high
                       idends,   Utility),   bonds     total     return     with
                       (Government,  Agency, Mort-     reduced  risk   over  the
                       gage  backed,   Convertible     long  term  by allocating
                       and Zero Coupon)  and money     its  assets  among domes-
                       market instruments.             tic  and  foreign stocks,
                                                       bonds,   and   short-term
                                                       fixed-income  securities.
Investment
Grade Bond2            A  portfolio  of investment     Seeks as high  a level of
                       grade  fixed-income   secu-     current income as is con-
                       rities with an average mat-     sistent with  the preser-
                       urity of ten years or less.     vation of capital.

Index 500 2            At least  80%  (65% if fund     Seeks investment  results
                       assets   are   below    $20     that  correspond  to  the
                       million)  in  equity  secu-     total  return  of  common
                       rities  of  companies  that     stocks publicly traded in
                       compose   the   Standard  &     the  United  States,   as
                       Poor's 500.  Also purchases     represented     by    the
                       short-term  debt securities     Standard & Poor's 500.
                       for  cash  management  pur-
                       poses  and uses various in-
                       vestment  techniques,  such
                       as  futures  contracts,  to
                       adjust  its exposure to the
                       Standard & Poor's 500.

Contrafund2            Portfolio   purchases  will     Seeks  long-term  capital
                       normally be common stock or     appreciation.
                       securities convertible into
                       common  stock  of companies
                       believed  to be undervalued
                       due to an overly  pessimis-
                       tic appraisal by the public.

Asset Manager:
Growth2                Focuses on stocks  for high     Seeks  to  maximize total
                       potential returns  but also     return by  allocating its
                       purchases bonds  and short-     assets    among   stocks,
                       term  instruments.              bonds, short-term instru-
                                                       ments  and  other invest-
                                                       ments.
<PAGE>
ALGER AMERICAN
- --------------
FUNDS
- -----

PORTFOLIO              INVESTMENT POLICY               OBJECTIVES
- ------------------     ---------------------------     -------------------------
Income and             The  Portfolio  attempts to     Seeks to provide  a  high
Growth                 invest 100% of  its assets,     level  of dividend income
                       except   during   temporary     to  the extent consistent
                       defensive periods,  and  it     with  prudent  investment
                       is a fundamental  policy of     management.   Capital ap-
                       the  Portfolio to invest at     preciation is a secondary
                       least   65%   of  its total     objective  of  the  Port-
                       assets   dividend    paying     folio.
                       equity securities  that are 
                       listed   on    a   national 
                       exchange or  in  securities
                       convertible  into  dividend
                       paying equity securities.

Balanced               The  Portfolio  will invest     Seeks  current income and
                       its assets in common stocks     long-term capital apprec-
                       and  investment grade  pre-     iation by  investing   in
                       ferred  stock and debt sec-     common  stocks  and fixed
                       urities   as  well  as sec-     income  securities,  with
                       urities  convertible   into     emphasis  on  income pro-
                       common  stocks. Except dur-     ducing  securities  which
                       ing  defensive  periods, it     appear  to   have    some
                       is anticipated  that 25% of     potential   for   capital
                       the  portfolio  assets will     appreciation.
                       be invested in fixed income
                       senior  securities.

Small-Cap              Except   during   temporary     Seeks  long-term  capital
                       defensive   periods,    the     appreciation.
                       Portfolio invests  at least
                       65% of its total  assets in
                       equity     securities    of
                       companies that, at the time
                       of  purchase  of the secur-
                       ities,  have   total market
                       capitalization  within  the
                       range of companies included
                       in  the Russell 2000 Growth
                       Index,   updated quarterly.
                       The   Russell  2000  Growth
                       Index is  designed to track
                       the  performance  of  small
                       capitalization   companies.
                       The Portfolio may invest up
                       to  35% of its total assets
                       in   equity   securities of
                       companies that, at the time
                       of  purchase,  have   total
                       market       capitalization
                       outside   the range of com-
                       panies   included   in  the
                       Russell 2000  Growth  Index
                       and in excess of that amount
                       (up  to 100% of  its assets)
                       during  temporary defensive
                       periods.

MidCap                 Except    during  temporary     Seeks  long-term  capital
Growth                 defensive    periods,   the     appreciation.
                       Portfolio invests  at least
                       65% of its total  assets in
                       equity    securities     of
                       companies that, at the time
                       of  purchase  of  the  sec-
                       urities, have  total market
                       capitalization  within  the
                       range of companies included
                       in   the  S&P  Mid  Cap 400
                       Index,   updated quarterly.
                       The   S&P  MidCap 400 Index
                       is   designed  to track the
                       performance  of medium cap-
                       italization companies.  The
                       Portfolio may invest  up to
                       35% of its total  assets in
                       equity  securities  of com-
                       panies that, at the time of
                       purchase, have total market
                       capitalization outside  the
                       range of companies included
                       in the S&P MidCap 400 Index
                       and in excess of that amount
                       (up  to  100% of its assets)
                       during  temporary defensive
                       periods.
<PAGE>
Growth                 The  Portfolio  will invest     Seeks  long-term  capital
                       its  assets  in   companies     appreciation.
                       whose securities are traded
                       on  domestic stock exchange
                       or in the  over-the-counter
                       market. The  Portfolio will
                       invest at least  85% of its
                       net assets  in  equity sec-
                       urities  and at  least  65%
                       of its total assets  in the
                       securities    of  companies
                       that  have  a  total market
                       capitalization     of    $1
                       billion or greater.

Leveraged              Invests at least 85% of net     Seeks  long-term  capital
All Cap                assets in equity securities     appreciation.
                       of  companies  of any size,
                       except   during   defensive
                       periods.  May purchase  put
                       and  call  options and sell
                       covered options to increase
                       gain  and hedge.  May enter
                       into  futures contracts and
                       purchase  and  sell options
                       on these futures contracts.
                       May  also   borrow    money
                       for purchase  of additional
                       securities.

MFS FUNDS
- ---------

PORTFOLIO              INVESTMENT POLICY               OBJECTIVES
- ------------------     ----------------------------    -------------------------

Emerging Growth        At least 80%  normally will     Seeks  to  provide  long-
Series                 be   invested   in   equity     term capital growth. Div-
                       securities  of     emerging     idend and interest income
                       growth companies. Up to 25%     is incidental.
                       may be invested in  foreign
                       securities  not   including
                       ADR's.

Utilities Series       At  least  65%,  but  up to     Seeks capital  growth and
                       100%, normally  will be in-     current   income   (above
                       vested  in  equity and debt     that   available  from  a
                       securities of both domestic     portfolio   invested  en-
                       and  foreign  companies  in     tirely  in  equity secur-
                       the  utilities    industry.     ities).
                       Normally, not more than 35%
                       will be invested in  equity
                       and   debt   securities  of
                       issuers in other industries,
                       including   foreign securi-
                       ties,  emerging market sec-
                       urities and non-dollar den-
                       ominated  securities.

World Governments      At  least 80% normally will     Seeks   capital   preser-
Series                 be invested in debt secur-      vation   and  growth with
                       ities.  May  invest  up  to     moderate  current income.
                       100%  of  assets in foreign
                       securities,       including
                       emerging   markets   secur-
                       ities.

1 Variable Insurance Products Fund Portfolio.
2 Variable Insurance Products Fund II Portfolio.

FUND MANAGEMENT FEES

Fee  information  relating to the underlying  funds was provided to AVLIC by the
underlying funds. AVLIC has not independently  verified the information received
from the underlying funds.

Fidelity  Management  & Research  Company  (FMR) is the Manager for the Fidelity
Funds.  Each  portfolio  pays FMR a monthly fee for managing its  investment and
business affairs.

Fred Alger  Management Inc.  ("Alger  Management")  serves as the Alger American
Fund  investment  manager.  Each portfolio pays Alger  Management a separate fee
computed  daily and paid monthly at annual rates based upon a percentage  of the
value of the relevant portfolio's daily net assets.

Massachusetts Financial Services Company ("MFS Co."), a Delaware Corporation, is
the investment adviser to each series of the MFS Variable Insurance Trust.
<PAGE>
EXPENSE SUMMARY

The  amount of  expenses  borne by each  portfolio  for the  fiscal  year  ended
December 31, 1995, was as follows:
<TABLE>
<CAPTION>

                                Investment Advisory
Portfolio                          and Management                     Other Expense                     Total
- ------------------             ---------------------                 ---------------                --------------                 
Fidelity
- ------------------
<S>                                   <C>                                <C>                            <C>   
Money Market                           .24%                               .09%                           .33%
High Income                            .60%                               .11%                           .71%(1)
Equity-Income                          .51%                               .10%                           .61%
Growth                                 .61%                               .09%                           .70%
Overseas                               .76%                               .15%                           .91%
Asset Manager                          .71%                               .08%                           .79%(1)
Investment Grade Bond                  .45%                               .14%                           .59%
Index 500                              .00%                               .28%                           .28%(2)
Contrafund                             .61%                               .11%                           .72%(1)
Asset Manager Growth                   .71%                               .29%                          1.00%(1, 2)

Alger American (3)
- ------------------
Income and Growth                     .625%                              .125%                           .75%
Balanced                               .75%                               .25%                          1.00%
Small Cap                              .85%                               .07%                           .92%
MidCap Growth                          .80%                               .10%                           .90%
Growth                                 .75%                               .10%                           .85%
Leveraged AllCap                       .85%                               .71%                          1.56%

MFS
- ---
Emerging Growth Series                 .75%                               .25%                          1.00%  (4)
Utilities Series                       .75%                               .25%                          1.00%  (4)
World Governments Series               .75%                               .25%                          1.00%  (5)
</TABLE>


(1)    A portion of the brokerage  commissions  the fund paid was used to reduce
       its expenses.  Without this reduction total operating expenses would have
       been  (for  High  Income:   0.71%  (please  note  there  were   brokerage
       commissions  paid,  but it did not affect the ratio);  for Asset  Manager
       0.81%; for Asset Manager: Growth 1.13% ; and for Contrafund: 0.73%)

(2)    The fund's  expenses were  voluntarily  reduced by the fund's  investment
       adviser. Absent reimbursement,  management fee, other expenses, and total
       expenses  would have been (Index 500 Portfolio)  0.28%,  0.19% and 0.47%,
       respectively;  and  (Asset  Manager:  Growth)  0.71%,  0.42%  and  1.13%,
       respectively.

(3)    Alger  Management  has agreed to reimburse  the  portfolios to the extent
       that the annual operating expenses (excluding  interest,  taxes, fees for
       brokerage services and extraordinary expenses) exceed respectively; Alger
       American Income and Growth,  and Alger American  Balanced,  1.25%;  Alger
       American Small-Cap,  Alger American MidCap,  Alger American Leveraged All
       Cap,  and the  Alger  American  Growth,  1.50%.  As  long as the  expense
       limitations continue for a portfolio,  if a reimbursement  occurs, it has
       the  effect  of lowering the portfolio's expense ratio and increasing its
       total return.

(4)    MFS Co. has agreed to bear,  subject to reimbursement,  expenses for each
       of the Emerging  Growth  Series and the  Utilities  Series such that each
       Series' aggregate  operating  expenses shall not exceed, on an annualized
       basis,  1.00% of the average daily net assets of the Series from November
       2, 1994 through December 31, 1996, 1.25% of the average daily  net assets
       of the Series from January 1, 1997 through  December 31, 1998,  and 1.50%
       of  the  average  daily  net  assets  of  the Series from January 1, 1999
       through December 31, 2004; provided however, that this obligation may  be
       terminated or revised at  any  time.   Absent  this  expense arrangement,
       "Other Expenses" and "Total Operating Expenses" would be 2.16% and 2.91%,
       respectively,  for  the  Emerging  Growth  Series   and  2.33% and 3.08%,
       respectively, for the Utilities Series.

(5)    MFS Co. has agreed to bear, subject to reimbursement,  until December 31,
       expenses  of the World Governments Series such that the Series' aggregate
       operating expenses do not exceed  1.00%,  on an annualized basis,  of its
       average  daily  net  assets.   Absent  this  expense arrangement,  "Other
       Expenses" and "Total Operating Expenses" for the World Governments Series
       would be 1.24% and 1.99%, respectively.

ADDITION, DELETION OR SUBSTITUTION OF INVESTMENTS

AVLIC reserves the right,  subject to applicable  law, and, if necessary,  after
notice to and prior approval from the SEC and/or state insurance  authorities to
make additions to, deletions from, or substitutions for the shares that are 
<PAGE>
held in the Account or that the Account may  purchase.  The Account  may, to the
extent permitted by law, purchase other securities for other contracts or permit
a conversion between contracts upon request by the Policyowners.

AVLIC may, in its sole discretion,  also establish additional Subaccounts of the
Account,  each of which would invest in shares  corresponding to a new portfolio
of the Funds or in shares  of  another  investment  company  having a  specified
investment  objective.  AVLIC  may,  in  its  sole  discretion,   establish  new
Subaccounts  or  eliminate  one or more  Subaccounts  if  marketing  needs,  tax
considerations or investment conditions warrant. Any new Subaccounts may be made
available to existing Policyowners on a basis to be determined by AVLIC.

If any of these  substitutions  or changes  are made,  AVLIC may by  appropriate
endorsement  change the Policy to reflect the  substitution or change.  If AVLIC
deems  it to be in  the  best  interest  of  Policyowners,  and  subject  to any
approvals that may be required under applicable law, the Account may be operated
as a management  company under the 1940 Act, it may be  deregistered  under that
Act if  registration  is no longer  required,  or it may be combined  with other
AVLIC separate  accounts.  To the extent  permitted by applicable law, AVLIC may
also transfer the assets of the Account  associated with the Policies to another
separate  account.  In addition,  AVLIC may, when permitted by law,  restrict or
eliminate  any voting  rights of  Policyowners  or other persons who have voting
rights as to the Account.

The Policyowner will be notified of any material change in the investment policy
of any portfolio in which the Policyowner has an interest.

FIXED ACCOUNT

Policyowners may elect to allocate all or a portion of their premium payments to
the Fixed Account, and they may also transfer monies between the Account and the
Fixed Account. (See Transfers, page 21).

Payments  allocated to the Fixed Account and transferred from the Account to the
Fixed  Account  are  placed in the  General  Account  of AVLIC,  which  supports
insurance and annuity  obligations.  The General Account includes all of AVLIC's
assets,  except those assets segregated in the separate accounts.  AVLIC has the
sole  discretion  to  invest  the  assets of the  General  Account,  subject  to
applicable  law.  AVLIC bears an  investment  risk for all amounts  allocated or
transferred  to the  Fixed  Account  and  interest  credited  thereto,  less any
deduction for charges and expenses, whereas the Policyowner bears the investment
risk that the declared rate described below, will fall to a lower rate after the
expiration  of a declared  rate period.  Because of exemptive  and  exclusionary
provisions,  interests in the General Account have not been registered under the
Securities Act of 1933 (the "1933 Act") nor is the General Account registered as
an investment company under "the Investment  Company Act of 1940".  Accordingly,
neither the General Account nor any interest therein is generally subject to the
provisions of the 1933 or 1940 Act. We understand  that the staff of the SEC has
not reviewed the  disclosures in this  Prospectus  relating to the Fixed Account
portion of the Policy; however,  disclosures regarding the Fixed Account portion
of the Policy may be subject to generally  applicable  provisions of the Federal
Securities  Laws regarding the accuracy and  completeness  of statements made in
prospectuses.

AVLIC  guarantees that it will credit interest at an effective annual rate of at
least 4.5%.  AVLIC may, at its discretion,  declare higher interest  rate(s) for
amounts  allocated or transferred to the General Account  ("Declared  Rate(s)").
Each month AVLIC will establish the declared rate from the monies transferred or
allocated to the Fixed Account that month. The Policyowner will earn interest on
the amount  transferred or allocated at the rate declared for a 12-month  period
effective  the month of transfer or  allocation.  After the end of the  12-month
period,  the monies will earn interest at the rate established by AVLIC for each
month.

POLICY BENEFITS

The rights and  benefits  under the Policy are  summarized  in this  prospectus;
however prospectus  disclosure regarding the policy is qualified in its entirety
by the policy itself, a copy of which is available upon request from AVLIC.

PURPOSES OF THE POLICY

The Policy is designed to provide the Policyowner  with both lifetime  insurance
protection to the policy  anniversary  nearest the  Insured's  95th birthday and
flexibility in connection with the amount and frequency of premium  payments and
with the level of life insurance proceeds payable under the Policy.

The  Policyowner  is not required to pay scheduled  premiums to keep a Policy in
force, but may, subject to certain limitations, vary the frequency and amount of
premium payments.  Moreover, the Policy allows a Policyowner to adjust the level
of death  benefits  payable  under the Policy  without  having to purchase a new
Policy by increasing (with evidence of insurability) or decreasing the Specified
Amount.  An increase in the Specified  Amount will increase the Guaranteed Death
Benefit and the Extended  Guaranteed  Death Benefit premium  required.  Thus, as
insurance  needs  or  financial  conditions  change,  the  Policyowner  has  the
flexibility to adjust life insurance benefits and vary premium payments.
<PAGE>
The death benefit may, and the accumulation value will, vary with the investment
experience  of the  chosen  Subaccounts  of the  Account.  Thus the  Policyowner
benefits from any appreciation in value of the underlying  assets, but bears the
investment  risk of any  depreciation  in value.  As a result,  whether or not a
Policy  continues in force may depend in part upon the investment  experience of
the chosen  Subaccounts.  The failure to pay a planned periodic premium will not
necessarily  cause the  Policy to lapse,  but the  Policy  could  lapse  even if
planned  periodic  premiums  have  been  paid,  depending  upon  the  investment
experience  of the Account.  AVLIC agrees to keep the Policy in force during the
first three years and provide a Guaranteed  Death Benefit  during that period so
long as the cumulative pro rata monthly minimum Guaranteed Death Benefit premium
is paid even  though,  in certain  instances,  the  minimum  payment  allowed by
contract will not,  after the payment of monthly  insurance  and  administrative
charges,  generate  positive  surrender  values during the first several  policy
months.  AVLIC also  offers an Extended  Guaranteed  Death  Benefit  rider which
extends  this benefit to between 10 and 30 years  depending  upon the age of the
insured at the date of issue.

DEATH BENEFIT PROCEEDS

As long as the Policy remains in force,  AVLIC will, upon satisfactory  proof of
the Insured's  death,  pay the death benefit  proceeds of a Policy in accordance
with the death benefit option in effect at the time of the Insured's  death. The
amount  of the  death  benefits  payable  will be  determined  at the end of the
valuation  period during which the Insured's death  occurred.  The death benefit
proceeds  may be paid in a lump sum or under one or more of the payment  options
set forth in the Policy. (See Payment Options, page 19).

Death  benefit   proceeds  will  be  paid  to  the  surviving   beneficiary   or
beneficiaries  specified in the  application or as subsequently  changed.  If no
beneficiary is chosen, the proceeds will be paid to the Policyowners estate.

DEATH BENEFIT OPTIONS

The Policy  provides two death  benefit  options,  unless the Extended  Maturity
Rider is in  effect,  and the  Policyowner  selects  one of the  options  in the
application.  The death  benefit under either option will never be less than the
current  Specified  Amount of the Policy as long as the Policy  remains in force
(see Policy Lapse and Reinstatement, page 24).

The minimum initial Specified Amount is currently $50,000.  Defined differences,
assisted by graphic illustrations are as follows:

OPTION A.

Omitted graph illustrates payout under Death Benefit  Option A, specifically by
showing the  relationships  over  time,  between  the  Specified Amount and the 
Accumulation Value.










Death  Benefit  Option  A.  Pays a Face  Amount  of death  benefit  equal to the
Specified Amount or the accumulation value multiplied by the Death Benefit Ratio
(as illustrated at Point A) whichever is greater.

Under Option A, the death benefit is the current  Specified Amount of the Policy
or, if greater,  the applicable  percentage of accumulation value on the date of
death. The applicable percentage is 250% for Insureds with an attained age 40 or
younger on the policy  anniversary prior to the date of death. For Insureds with
an attained age over 40 on that policy anniversary, the percentage declines. For
example, the percentage at age 40 is 250%, at age 50 is 185%, at age 60 is 130%,
at age 70 is 115%, at age 80 is 105%, and at age 90 is 100%. Accordingly,  under
Option A the death benefit will remain level at the Specified  Amount unless the
applicable  percentage  of  accumulation  value  exceeds the  current  Specified
Amount,  in  which  case  the  amount  of the  death  benefit  will  vary as the
accumulation value varies.  Policyowners who prefer to have favorable investment
performance,  if any,  reflected  in  higher  accumulation  value,  rather  than
increased insurance coverage, generally should select Option A.
<PAGE>
OPTION B.


Omitted graph illustrates payout under Death Benefit  Option B,  specifically by
showing  the   relationships  over  time,  between  the Specified Amount and the
Accumulation Value.











Death  Benefit  Option  B.  Pays  a  Face Amount  of  death benefit equal to the
Specified   Amount   plus  the   Policy's accumulation value or the accumulation
value  multiplied  by the  Death  Benefit Ratio, whichever is greater.

Under Option B, the death benefit is equal to the current  Specified Amount plus
the accumulation value of the Policy or, if greater,  the applicable  percentage
of the accumulation value on the date of death. The applicable percentage is the
same as under Option A: 250% for Insureds  with an attained age 40 or younger on
the policy  anniversary  prior to the date of death,  and for  Insureds  with an
attained  age  over 40 on  that  policy  anniversary  the  percentage  declines.
Accordingly,  under Option B the amount of the death benefit will always vary as
the  accumulation  value  varies  (but  will  never be less  than the  Specified
Amount).  Policyowners who prefer to have favorable investment  performance,  if
any, reflected in increased insurance coverage,  rather than higher accumulation
values, generally should select Option B.

EXTENDED MATURITY

If the  Extended  Maturity  Rider is in effect,  the Death  Benefit  will be the
Accumulation Value.

CHANGE IN DEATH BENEFIT OPTION. The death benefit option may be changed once per
year  after the first  policy  year by  sending  AVLIC a  written  request.  The
effective  date  of  such a  change  will  be the  monthly  activity  date on or
following  the date the change is approved by AVLIC.  A change may have  Federal
Tax consequences.

If the death  benefit  option is  changed  from  Option A to Option B, the death
benefit after the change will equal the Specified  Amount before the change plus
the  accumulation  value on the  effective  date of the change and will  require
evidence of insurability  before the change is made. If the death benefit option
is changed from Option B to Option A, the Specified  Amount under Option A after
the change will equal the death benefit under Option B on the effective  date of
change.

No charges will be imposed upon a change in death benefit option,  nor will such
a change  in and of  itself  result in an  immediate  change in the  amount of a
Policy's  accumulation value.  However, a change in the death benefit option may
affect the monthly  cost of insurance  charge since this charge  varies with the
net amount at risk, which is the amount by which the death benefit that would be
payable on a monthly activity date exceeds the accumulation  value on that date.
Changing from Option B to Option A will generally decrease in the future the net
amount at risk,  and  therefore  the cost of insurance  charges.  Changing  from
Option A to Option B  generally  will not  change a net  amount at risk.  Such a
change,  however,  will result in an increase in the cost of  insurance  charges
over time,  since the cost of insurance  rates  increase with the Insured's age.
If,  however,  the change was from  Option A to Option B, the cost of  insurance
rate  may be  different  for the  increased  death  benefit.  (See  Charges  and
Deductions, page 25 and Federal Tax Matters, page 31).

CHANGE IN  SPECIFIED  AMOUNT.  Subject to certain  limitations,  after the first
policy year, a Policyowner  may increase or decrease the  Specified  Amount of a
Policy.  A change in Specified  Amount may affect the cost of insurance rate and
the net  amount  at risk,  both of which  may  affect  a  Policyowner's  cost of
insurance charge and have Federal Tax consequences. (See Charges and Deductions,
page 25 and Federal Tax Matters, page 31).

Any increase or decrease in the  Specified  Amount will become  effective on the
monthly  activity date on or following the date a written request is approved by
AVLIC.  The  Specified  Amount of a Policy may be changed only once per year and
AVLIC  may limit the size of a change in a policy  year.  The  Specified  Amount
remaining in force after any requested decrease may not be less than $35,000. In
addition,  if following the decrease in Specified  Amount,  the Policy would not
comply with the  maximum  premium  limitations  required by Federal Tax Law (See
<PAGE>
Premiums,  page 23), the decrease  may be limited or  accumulation  value may be
returned  to  the  Policyowner  at the  Policyowner's  election,  to the  extent
necessary to meet these requirements.

Increases in the  Specified  Amount will be allowed after the first policy year.
For an increase in the Specified Amount, a written supplemental application must
be  submitted.  AVLIC may also  require  additional  evidence  of  insurability.
Although  an increase  need not  necessarily  be  accompanied  by an  additional
premium,  in certain cases an additional  premium will be required to effect the
requested increase.  (See Premiums upon Increases in Specified Amount, page 23).
The minimum amount of any increase is $25,000, and an increase cannot be made if
the Insured's  attained age is over 75. An increase in the Specified Amount will
result  in  certain  increased   charges,   which  will  be  deducted  from  the
accumulation  value of the Policy on each monthly  activity date. An increase in
the Specified  Amount may also increase  surrender  charges.  An increase in the
Specified  Amount during the time the Guaranteed and Extended  Guaranteed  Death
Benefit  provision or rider are in effect will increase the  respective  premium
requirements. (See Charges and Deductions, page 25).

METHODS OF AFFECTING INSURANCE PROTECTION

A Policyowner may increase or decrease the pure insurance protection provided by
a Policy - the difference between the death benefit and the accumulation value -
in several ways as insurance  needs  change.  These ways include  increasing  or
decreasing  the  Specified  Amount of  insurance,  changing the level of premium
payments,  and making a partial withdrawal of the Policy's  accumulation  value.
Certain of these changes may have Federal Tax consequences.  The consequences of
each of these methods will depend upon the individual circumstances.

DURATION OF THE POLICY

The duration of the Policy generally  depends upon the  accumulation  value. The
Policy will remain in force so long as the surrender  value is sufficient to pay
the monthly  deduction.  (See Charges from Accumulation  Value, page 25). Where,
however,  the surrender value is  insufficient to pay the monthly  deduction and
the grace period expires  without an adequate  payment by the  policyowner,  the
Policy  will  lapse  and  terminate   without  value.   (See  Policy  Lapse  and
Reinstatement,  page 24).  AVLIC  agrees to keep the policy in force  during the
first  three  years  and  provide  a  Guaranteed  Death  Benefit  so long as the
cumulative pro rata monthly  minimum  Guaranteed  Death Benefit premium is paid.
AVLIC also offers an Extended  Guaranteed Death Benefit rider which extends this
benefit up to 30 years. (See Additional Insurance Benefits, page 28)

ACCUMULATION VALUE

The Policy's accumulation value in the Account or the Fixed Account will reflect
the investment performance of the chosen Subaccounts of the Account or the Fixed
Account,  the net  premiums  paid,  any  partial  withdrawals,  and the  charges
assessed in connection with the Policy.  A Policyowner may at any time surrender
the Policy and receive the Policy's surrender value. (See Surrenders,  page 20).
There is no guaranteed minimum accumulation value.

DETERMINATION OF ACCUMULATION  VALUE.  Accumulation  value is determined on each
valuation date. On the policy issue date, the accumulation value in a Subaccount
will equal the portion of any net premium  allocated to the Subaccount,  reduced
by the portion of the first  monthly  deductions  allocated to that  Subaccount.
(See Allocation of Premiums and Accumulation  Value,  page 23).  Thereafter,  on
each valuation date, the accumulation value of a Policy will equal:

(a)  The  aggregate  of the  values  attributable  to the  Policy in each of the
     Subaccounts  on the  valuation  date,  determined  for each  Subaccount  by
     multiplying the  Subaccount's  unit value by the number of Subaccount units
     allocated to the Policy; plus

(b)  The value of the Fixed Account; plus

(c)  Any accumulation value impaired by policy debt held in the general account;
     plus

(d)  Any net premiums received on that valuation date; less

(e)  Any partial withdrawal, and its charge, made on that valuation date; less

(f)  Any monthly deduction to be made on that valuation date; less

(g)  Any federal or state income taxes charged against the accumulation value.
<PAGE>
In computing the Policy's  accumulation  value,  the number of Subaccount  units
allocated to the Policy is determined after any transfers among Subaccounts,  or
the Fixed  Account,  (and  deduction  of transfer  charges) but before any other
Policy transactions, such as receipt of net premiums and partial withdrawals, on
the valuation date. Because the accumulation value is dependent upon a number of
variables, a Policy's accumulation value cannot be predetermined.


THE UNIT  VALUE.  The unit  value of each  Subaccount  reflects  the  investment
performance  of that  Subaccount.  The unit  value of each  Subaccount  shall be
calculated by (i) multiplying the per share net asset value of the corresponding
Fund  portfolio  on the  valuation  date times the number of shares  held by the
Subaccount,  before the purchase or redemption of any shares on that date; minus
(ii) a charge not  exceeding  an annual rate of .90% for  mortality  and expense
risk;  and (iii)  dividing  the result by the total  number of units held in the
Subaccount on the valuation date, before the purchase or redemption of any units
on that date. (See Daily Charges Against the Account, page 27).

VALUATION DATE AND VALUATION  PERIOD.  A valuation date is each day on which the
New York Stock Exchange ("NYSE") is open for trading.  A valuation period is the
period between two successive  valuation  dates,  commencing at the close of the
NYSE on each  valuation  date and  ending  at the  close of the NYSE on the next
succeeding valuation date.

BENEFITS AT MATURITY

If the Insured is living,  AVLIC will pay the accumulation  value of the Policy,
less  outstanding  policy debt,  on the maturity  date to the  Policyowner.  The
Policy  will  mature  on the  policy  anniversary  nearest  the  Insured's  95th
birthday,  if living,  unless the maturity has been  extended by election of the
Extended Maturity Rider.

PAYMENT OF POLICY BENEFITS

Death benefit  proceeds  under the Policy will usually be paid within seven days
after AVLIC receives  Satisfactory  Proof of Death.  Accumulation value benefits
will  ordinarily  be paid  within  seven days of  receipt of a written  request.
Payments  may be  postponed  in  certain  circumstances.  (See  Postponement  of
Payments,  page 28). The  Policyowner  may decide the form in which the benefits
will be paid. During the Insured's lifetime, the Policyowner may arrange for the
death  benefit  proceeds  to be paid in a lump sum or  under  one or more of the
optional methods of payment described below. Changes must be in writing and will
revoke all prior  elections.  These choices are also  available if the Policy is
surrendered or matures. If no election is made, AVLIC will pay the benefits in a
lump sum.  When death  benefits are payable in a lump sum and no election for an
optional  method  of  payment  is in force  at the  death  of the  Insured,  the
beneficiary may select one or more of the optional methods of payment.  Further,
if the Policy is assigned, any amounts due to the assignee will first be paid in
one sum. The  balance,  if any, may be applied  under any payment  option.  Once
payments have begun, the payment option may not be changed.

PAYMENT  OPTIONS.  The minimum amount of each payment is $25. If a payment would
be less than $25,  AVLIC has the right to make  payments  less often so that the
amount of each payment is at least $25. Once a payment option is in effect,  the
proceeds will be transferred to AVLIC's  general  account.  AVLIC may make other
payment options available in the future. For additional  information  concerning
these  options,  see the  Policy  itself.  The  following  payment  options  are
currently available:

OPTION  AI--INTEREST  PAYMENT  OPTION.  AVLIC will hold any amount applied under
this option.  Interest on the unpaid balance will be paid or credited each month
at a rate determined by AVLIC.

OPTION  AII--FIXED  AMOUNT  PAYABLE  OPTION.  Each payment will be for an agreed
fixed amount. Payments continue until the amount AVLIC holds runs out.

OPTION  B--FIXED  PERIOD  PAYMENT  OPTION.  Equal  payments will be made for any
period selected up to 20 years.

OPTION C--LIFETIME PAYMENT OPTION.  Equal monthly payments are based on the life
of  a  named  person.   Payments  will continue for the lifetime of that person.
Variations provide for guaranteed payments for a period of time.

OPTION D--JOINT LIFETIME PAYMENT OPTION. Equal monthly payments are based on the
lives of two named persons. While both are living, one payment will be made each
month.  When one dies,  the same payment  will  continue for the lifetime of the
other.

As an alternative to the above payment options,  the proceeds may be paid in any
other manner  approved by AVLIC.  Further,  one of AVLIC's  affiliates  may make
payments under the above payment options.  If an affiliate makes the payment, it
will do so according to the request of the  Policyowner  using the rules set out
above.
<PAGE>
POLICY RIGHTS

LOAN BENEFITS

LOAN PRIVILEGES.  After the first policy anniversary, the Policyowner may borrow
up to 90% of the accumulation  value less any surrender  charges and any accrued
expenses as of the date of the policy loan at regular and, as  described  below,
reduced loan  interest  rates.  Loans usually are funded within seven days after
receipt  of a written  request.  The loan may be  repaid  at any time  while the
Insured is living,  prior to the maturity date.  Policyowners  in certain states
may borrow 100% of the  surrender  value  after  deducting  interest  and policy
charges for the remainder of the policy year.  Loans may have a tax consequence.
(See Federal Tax Matters, page 31).

INTEREST.  AVLIC charges  interest to Policyowners at regular and reduced rates.
After the later of age 55 or the tenth policy  anniversary,  the Policyowner may
borrow each year a limited amount of the  accumulation  value of the Policy at a
reduced interest rate.  Interest will accrue on a daily basis at a rate of up to
5% per year.  AVLIC is currently  charging  4.5% interest on reduced rate loans.
The amount available at the reduced rate is 10% of the accumulation  value as of
the later of age 55 or the 10th  policy  anniversary  (the start date) times the
number of years since the start date,  increased by the accrued interest charges
on the reduced loan amount.  Regular loans will accrue interest on a daily basis
at a rate of up to 8% per year.  AVLIC is  currently  charging  6.5% on  regular
loans.

If  unpaid   when   due,   interest   will   be   added  to  the  amount  of the
loan and bear interest at the same rate. The Policyowner  earns 4.5% interest on
the accumulation values securing the loans.

EFFECT OF POLICY  LOANS.  When a loan is made,  accumulation  value equal to the
amount of the loan will be transferred from the Account and/or the Fixed Account
to  the  General  Account  of  AVLIC  as  security  for  the  indebtedness.  The
accumulation  value  transferred  out of the Account will be allocated among the
Subaccounts or the Fixed Account in accordance with the instructions  given when
the loan is  requested.  The minimum  amount which can remain in a Subaccount or
the Fixed  Account as a result of a loan is $100. If no  instructions  are given
the amounts will be withdrawn in proportion to the various  accumulation  values
in the  Subaccounts or the Fixed Account.  If loan interest is not paid when due
in any policy year, on the policy  anniversary  thereafter,  AVLIC will loan the
interest and allocate the amount  transferred to secure the excess  indebtedness
among the  Subaccounts  and the Fixed  Account as set out just above.  No charge
will be imposed for these transfers.  A policy loan will permanently  affect the
accumulation  value of a Policy,  and may  permanently  affect the amount of the
Death Benefits, even if the loan is repaid.

Interest  earned on amounts held in the general account will be allocated to the
Subaccounts  and the  Fixed  Account  on each  policy  anniversary  in the  same
proportion  that net premiums are being  allocated to those  Subaccounts and the
Fixed Account at the time.  Upon repayment of  indebtedness,  the portion of the
repayment  allocated in accordance with the repayment of indebtedness  provision
(see  below) will be  transferred  to increase  the  accumulation  value in that
Subaccount or the Fixed Account.

OUTSTANDING  POLICY DEBT.  The  outstanding  policy debt equals the total of all
policy loans and accrued  interest on policy  loans.  If the policy debt exceeds
the accumulation  value less any surrender charge and any accrued expenses,  the
Policyowner  must pay the excess.  AVLIC will send a notice of the amount  which
must be paid. If the Policyowner  does not make the required  payment within the
61 days after AVLIC sends the notice,  the Policy will terminate  without value.
Should the policy lapse while policy  loans are  outstanding  the portion of the
loans  attributable to earnings will become taxable. A policyowner may lower the
risk of a policy lapsing while loans are  outstanding as a result of a reduction
in the market value of investments in the various  subaccounts by investing in a
diversified group of lower risk investment  portfolios  and/or  transferring the
funds to the fixed account and receiving a guaranteed  rate of return.  Should a
substantial  reduction  be  experienced,  the  policyowner  may  need  to  lower
anticipated   withdrawals  and  loans,  repay  loans,  make  additional  premium
payments,  or take other action to avoid policy lapse (See Appendix B). A lapsed
Policy may later be reinstated. (See Policy Lapse and Reinstatement, page 24).

REPAYMENT  OF  INDEBTEDNESS.  Unscheduled  premiums  paid while a policy loan is
outstanding are treated as repayment of indebtedness  only if the Policyowner so
requests.  As  indebtedness  is repaid,  the  accumulation  value in the general
account securing the indebtedness repaid will be allocated among the Subaccounts
and the  Fixed  Account  in the same  proportion  that net  premiums  are  being
allocated at the time of repayment.

SURRENDERS

At any time during the lifetime of the Insured and prior to the  maturity  date,
the  Policyowner  may  partially  withdraw  or totally  surrender  the Policy by
sending a written  request to AVLIC.  The amount  available for 
<PAGE>
surrender is the surrender value at the end of the valuation period during which
the  surrender  request is  received at AVLIC's  Home  Office.  Surrenders  will
generally  be paid  within  seven days of receipt of the written  request.  (See
Postponement of Payments,  page 28). Surrenders may have tax consequences.  (See
Tax Treatment of Policy Proceeds, page 32).

TOTAL SURRENDERS. If the Policy is being totally surrendered,  the Policy itself
must be returned to AVLIC along with the request.  AVLIC will pay the  surrender
value.  Coverage  under  the  Policy  will  terminate  as of the date of a total
surrender.  A  Policyowner  may elect to have the  amount  paid in a lump sum or
under a payment option. (See Payment Options, page 19).


PARTIAL WITHDRAWALS

Partial  withdrawals  are  irrevocable.   During  policy  years  1-5  a  partial
withdrawal may be obtained if the accumulation value is at least three times the
annual Guaranteed Death Benefit premiums. The amount of a partial withdrawal may
not exceed the  surrender  value on the date the request is received and may not
be less than $500.  The surrender  value after a partial  withdrawal  must be at
least $1,000 and further  during policy years 1-5 the  accumulation  value after
surrender must equal two times the annual Guaranteed Death Benefit Premium.

The amount  paid will be  deducted  from the  Subaccounts  or the Fixed  Account
according  to the  instructions  of  the  Policyowner  when  the  withdrawal  is
requested,  provided  that the minimum  amount  remaining in a  Subaccount  as a
result of the allocation is $100. If no instructions are given, the amounts will
be withdrawn in proportion to the various accumulation values in the Subaccounts
and/or Fixed Account.

The Death  Benefit will be reduced by the amount of any partial  withdrawal  and
may affect the way in which the cost of insurance  charge is calculated  and the
amount of pure insurance  protection under the Policy.  (See Monthly Deduction -
Cost  of  Insurance,  page  25;  Death  Benefit  Options--Methods  of  Affecting
Insurance  Protection,  page 18). If Option B is in effect, the Specified Amount
will not change, but the accumulation value will be reduced.

The Specified  Amount  remaining in force after a partial  withdrawal may not be
less than $35,000.  Any request for a partial  withdrawal  that would reduce the
Specified Amount below this amount will not be implemented.  A fee not to exceed
the lesser of $50.00 or 2% of the amount withdrawn is deducted from each partial
withdrawal amount paid. Currently,  the charge is the lesser of $25 or 2% of the
amount withdrawn. (See Partial Withdrawal Charge, page 27).


TRANSFERS

Accumulation  value may be transferred  among the Subaccounts of the Account and
to the Fixed  Account  as often as  desired.  The  transfers  may be  ordered in
person, by mail or by telephone.  The total amount transferred each time must be
at least $250, or the balance of the  Subaccount,  if less.  The minimum  amount
that may remain in a Subaccount  or the Fixed  Account after a transfer is $100.
One  hundred  percent of the  amount  deposited  plus  interest  thereon  may be
transferred  out of the Fixed  Account  during the 30-day  period  following the
yearly policy anniversary date.

The first fifteen  transfers  per policy year will be permitted  free of charge.
Thereafter, a transfer charge of $10 may be imposed each additional time amounts
are transferred and will be deducted from the amount transferred.  (See Transfer
Charge,  page 26).  Transfers  resulting  from  policy  loans or exercise of the
exchange  privilege will not be subject to a transfer  charge.  AVLIC may at any
time revoke or modify the  transfer  privilege,  including  the  minimum  amount
transferable.

The privilege to initiate  transactions  by telephone  will be made available to
Policyowners  automatically.  AVLIC will employ reasonable procedures to confirm
that  instructions  communicated  by telephone are genuine,  and if it does not,
AVLIC  may  be  liable  for  any  losses  due  to   unauthorized  or  fraudulent
instructions.  The  procedures  AVLIC  follows  for  transactions  initiated  by
telephone include,  but are not limited to, requiring the Policyowner to provide
the policy  number at the time of giving  transfer  instructions;  AVLIC's  tape
recording of all telephone transfer instructions;  and the provision,  by AVLIC,
of written confirmation of telephone transactions.

Transfers may be subject to additional restrictions at the fund level.

SYSTEMATIC PROGRAMS

AVLIC  may  offer  systematic   programs  as  discussed   below.   Transfers  of
Accumulation  Value  made  pursuant  to these  programs  will not be  counted in
determining  whether  the  transfer  fee  applies.  All  other  normal  transfer
restrictions, as described above, apply.

PORTFOLIO  REBALANCING.  Under the Portfolio  Rebalancing program, the Owner can
instruct  AVLIC to  allocate  Accumulation  Value among the  Subaccounts  of the
Account  and the Fixed  Account,  on a  systematic  basis,  in  accordance  with
allocation instructions specified by the Owner.
<PAGE>
DOLLAR COST AVERAGING.  Under the Dollar Cost Averaging  program,  the owner can
instruct AVLIC to automatically transfer, on a systematic basis, a predetermined
amount or percentage specified by the Owner from any one Subaccount or the Fixed
Account to any Subaccount(s) of the Separate Account.

EARNINGS SWEEP. Permits systematic redistribution of earnings among Subaccounts.

The Owner can request  participation  in the available  programs when purchasing
the Policy or at a later date. The Owner can change the allocation percentage or
discontinue  any program by sending  written  notice or calling the Home Office.
Other  scheduled  programs may be made  available.  AVLIC  reserves the right to
modify,  suspend or terminate such programs at any time.  There is no charge for
participation in these programs at this time.

REFUND PRIVILEGE

The  Policyowner  may  cancel the  Policy  within 10 days after the  Policyowner
receives it,  within 10 days after AVLIC  delivers a notice of the  Policyowners
right  of  cancellation,  or  within  45  days  of  completing  Part  I  of  the
application,  whichever  is later.  If a Policy is  cancelled  within  this time
period the refund will be the greater of the  premium  paid or the premium  paid
adjusted by investment gains or losses.

To cancel the Policy,  the Policyowner should mail or deliver it to AVLIC at the
Home Office.  A refund of premiums  paid by check may be delayed until the check
has cleared the Policyowner's bank. (See Postponement of Payments, page 28).


EXCHANGE PRIVILEGE

During the first 24 policy  months  after the  policy  date of the  Policy,  the
Policyowner  may  exchange  the Policy for a flexible  premium  adjustable  life
insurance  policy  approved for  exchange  and issued by AVLIC or Ameritas  Life
Insurance Corp. No new evidence of insurability will be required.

The policy date, issue age and risk  classification  for the Insured will be the
same under the new Policy as under the old. In addition,  the policy  provisions
and  applicable  charges  for the new Policy and its riders will be based on the
same policy date and issue age as under the Policy.  Accumulation values for the
exchange  and  payments  will  be  established  after  making   adjustments  for
investment  gains or losses  and after  recognizing  variance,  if any,  between
payment or charges, dividends or accumulation values under the flexible contract
and under the new Policy.  The  Policyowner  may elect either the same Specified
Amount or the same net amount at risk for the new Policy as under the old.

To make the change,  the Policy,  a completed  application  for exchange and any
required  payment must be received by AVLIC.  The exchange  will be effective on
the valuation date when all financial and contractual  arrangements  for the new
Policy have been completed.


PAYMENT AND ALLOCATION OF PREMIUMS

ISSUANCE OF A POLICY

Individuals wishing to purchase a Policy must complete an application and submit
it to AVLIC's Home Office (One Ameritas  Way,  5900 "O" Street,  P.O. Box 82550,
Lincoln,  Nebraska 68501). A Policy will generally be issued only to individuals
80  years of age or less on  their  nearest  birthday  who  supply  satisfactory
evidence of insurability to AVLIC.  AVLIC may, at its sole  discretion,  issue a
Policy to an  individual  above the age of 80.  Acceptance is subject to AVLIC's
underwriting  rules,  and AVLIC reserves the right to reject an application  for
any reason.

The policy date is the effective  date of coverage for all coverage  applied for
in the  original  application.  The  policy  date is used  to  determine  policy
anniversary dates, policy years and policy months. The policy date and the issue
date  will be the  same  unless:  1) an  earlier  policy  date  is  specifically
requested,  or 2) when additional premiums or application amendments are needed.
When there are additional  requirements before issue (see below) the policy date
will be when it is sent for  delivery  and the  issue  date will be the date the
requirements are met.

The issue date is the date that all financial,  contractual  and  administrative
requirements  have been met and  processed  for the  Policy.  When all  required
premiums  and  application  amendments  have been  received by AVLIC in its Home
Office,  the issue date will be the date the Policy is mailed to the Policyowner
or  sent  to the  agent  for  delivery  to  the  Policyowner.  When  application
amendments  or  additional  premiums  need to be obtained  upon  delivery of the
Policy,  the issue date will be when the policy  receipt and  Federal  Funds are
received;  and the  application  amendments are received and reviewed in AVLIC's
Home Office.  The initial  premium payment will be allocated to the Money Market
Portfolio of the Variable Products  Insurance Fund, as of the issue date, for 13
days. After the expiration of the refund period,  the accumulation value will be
allocated  to  the   Subaccounts  or  the  Fixed  Account  as  selected  by  the
Policyowner.

Interim  conditional  insurance coverage may be issued prior to the policy date,
provided that certain  conditions are met, upon the completion of an application
and the payment of a specified amount at the time of the application. 
<PAGE>
The amount of the interim  coverage is limited to the smaller of; (a) the amount
of insurance  applied for, (b) $100,000,  or (c) $25,000 if the proposed Insured
is under age 10 or over age 60 at his nearest birthday. 

PREMIUMS

No insurance will take effect before the initial premium is received by AVLIC in
Federal  Funds.  The  initial  premium  must be at least  1/12 of the first year
Guaranteed Death Benefit Premium,  including any riders and any substandard risk
adjustment,  times the number of months  between  the policy  date and the issue
date,  plus one.  Subsequent  premiums are payable at AVLIC's  Home Office.  The
Directors and employees of AVLIC and its  affiliates may purchase this Policy in
transactions  that involve  lower sales costs to AVLIC.  In those  instances the
initial sales load, the contingent  deferred sales load,  and/or initial premium
may be  lowered.  In no event will this be  permitted  where it will be unfairly
discriminatory to any person. Subject to certain limitations,  a Policyowner has
flexibility in determining the frequency and amount of premiums. However, unless
the Policyowner has paid sufficient  premiums to pay the cost of insurance,  the
monthly maintenance and mortality and expense risk charges,  the Policy may have
a zero  surrender  value and  lapse.  AVLIC  agrees to keep the  Policy in force
during the first three years and provide a Guaranteed  Death  Benefit so long as
the cumulative prorated monthly minimum Guaranteed Death Benefit Premium is paid
even though,  in certain  instances,  these minimum premiums will not, after the
payment of monthly  insurance  and  administrative  charges,  generate  positive
surrender  values during the first several policy  months.  AVLIC also offers an
Extended  Guaranteed  Death  Benefit  rider which  extends this benefit up to 30
years. (See Additional Insurance Benefits (Riders), page 28).

PLANNED PERIODIC PREMIUMS. At the time the Policy is issued each Policyowner may
determine a planned  periodic  premium schedule that provides for the payment of
level premiums at selected intervals.  The planned periodic premium schedule may
include the  Guaranteed  Death Benefit  Premium  and/or the Extended  Guaranteed
Death  Benefit  Premium.  The  Policyowner  is not  required to pay  premiums in
accordance with this schedule.  The Policyowner has considerable  flexibility to
alter the amount and frequency of premiums paid. AVLIC does reserve the right to
limit the number and amount of additional or unscheduled premium payments.

Policyowners  can also  change the  frequency  and  amount of  planned  periodic
premiums  by  sending a  written  request  to the Home  Office,  although  AVLIC
reserves the right to limit any increase.  Premium  payment notices will be sent
annually,  semi-annually  or  quarterly,  depending  upon the  frequency  of the
planned periodic  premiums.  Payment of the planned  periodic  premiums does not
guarantee that the Policy  remains in force unless the Guaranteed  Death Benefit
provision  and/or the  Extended  Guaranteed  Death  Benefit  Rider is in effect.
Instead,  the duration of the Policy depends upon the Policy's  surrender value.
(See Duration of the Policy,  page 18).  Unless the Guaranteed  Death Benefit or
Extended  Guaranteed  Death Benefit  provisions  are in effect,  even if planned
periodic  premiums are paid by the  Policyowner,  the Policy will lapse any time
surrender  value is insufficient  to pay certain  monthly  charges,  and a grace
period   expires   without  a   sufficient   payment.   (See  Policy  Lapse  and
Reinstatement, page 24).

PREMIUM  LIMITATIONS.  In no event  may the  total of all  premiums  paid,  both
planned  and  unscheduled,   exceed  the  current  maximum  premium  limitations
established by federal tax laws.

If at any time a premium is paid which would result in total premiums  exceeding
the current maximum premium  limitation,  AVLIC will only accept that portion of
the premium which will make total  premiums  equal the maximum.  Any part of the
premium in excess of that amount will be returned or applied as otherwise agreed
and no further  premiums will be accepted  until allowed by the current  maximum
premium limitations  prescribed by law. AVLIC may require additional evidence of
insurability  if any premium payment would result in an increase in the Policy's
net amount at risk on the date the premium is received.

PREMIUMS UPON INCREASES IN SPECIFIED  AMOUNT.  Depending  upon the  accumulation
value of the Policy at the time of an  increase in the  Specified  Amount of the
Policy  and  the  amount  of  the  increase  requested  by the  Policyowner,  an
additional premium payment may be required. AVLIC will notify the Policyowner of
any premium required to fund the increase, this required premium must be made as
a single  payment.  The  accumulation  value of the Policy  will be  immediately
increased by the amount of the payment, less the applicable premium charge.


ALLOCATION OF PREMIUMS AND ACCUMULATION VALUE

ALLOCATION OF NET PREMIUMS.  In the  application  for a Policy,  the Policyowner
allocates net premiums to one or more Subaccounts of the Account or to the Fixed
Account.  The minimum  percentage that may be allocated to any one Subaccount or
to the Fixed Account is 10% of the net premium,  and fractional  percentages may
not be used.  The  allocations  must total 100%.  The  allocation for future net
premiums may be changed without charge by providing  proper  notification to the
Home Office.  If there is any outstanding  policy debt at the time of a payment,
AVLIC will treat the payment as a premium payment unless otherwise instructed in
proper written notice.
<PAGE>
The initial premium  payment will be allocated to the Money Market  portfolio of
the  Variable  Insurance  Products  Fund,  as of the  issue  date,  for 13 days.
Thereafter,  the accumulation  value will be allocated to the Subaccounts or the
Fixed Account as selected by the Policyowner. Premium payments received by AVLIC
prior to the issue date are held in the general account until the issue date and
are credited with interest at a rate determined by AVLIC for the period from the
date the payment has been  converted  into Federal Funds (monies of member banks
within the Federal Reserve System which are held on deposit at a Federal Reserve
Bank) that are available to AVLIC.  In no event will interest be credited  prior
to the policy date.

ACCUMULATION  VALUE.  The value of the Subaccounts of the Separate  Account will
vary with the investment  performance of these  Subaccounts  and the Policyowner
bears the entire  investment  risk.  This will affect the Policy's  accumulation
value,  and  may  affect  the  death  benefit  as  well.   Policyowners   should
periodically  review their allocations of premiums and values in light of market
conditions and overall financial planning requirements.

POLICY LAPSE AND REINSTATEMENT

LAPSE.  Unlike  conventional  life  insurance  policies,  the  failure to make a
planned  periodic  premium  payment  will not itself  cause the Policy to lapse.
Lapse will occur when the  surrender  value (the  accumulation  value less debt,
deferred  sales and  administrative  charges,  and accrued  expense  charges) is
insufficient to cover the monthly deduction and a grace period expires without a
sufficient  payment  unless the Guaranteed  Death Benefit  provision or Extended
Death  Benefit  rider are in effect.  The grace  period is 61 days from the date
AVLIC  mails a notice  that the grace  period has begun.  AVLIC will  notify the
Policyowner  at the beginning of the grace period by mail  addressed to the last
known address on file with AVLIC.  The notice will specify the premium  required
to keep the Policy in force. Failure to pay the required amount within the grace
period will result in lapse of the Policy.  If the Insured dies during the grace
period,  any overdue  monthly  deductions  and  outstanding  policy debt will be
deducted from the proceeds.

If the  surrender  value is  insufficient  to cover the monthly  deduction,  the
policyowner  must pay a premium during the grace period  sufficient to cover the
monthly  deductions  and  premium  charges  for the three  policy  months  after
commencement  of the grace period to avoid lapse.  (See Charges and  Deductions,
page 25).

REINSTATEMENT.  A lapsed  Policy may be  reinstated  any time within three years
(five  years in  Missouri)  after the end of the grace  period,  but  before the
maturity   date.   Reinstatement   will  be  effected  based  on  the  Insured's
underwriting classification at the time of the reinstatement.

Reinstatement is subject to the following:
a. Evidence of insurability of the Insured satisfactory to AVLIC (including 
   evidence of insurability of any person covered by a rider to reinstate the
   rider);

b. Any policy debt will be reinstated with interest due and accrued;

c. The Policy cannot be reinstated if it has been surrendered for its full 
   surrender value;

d. If the reinstatement occurs during the first three years, the minimum premium
   required is the amount necessary to meet the pro rata monthly  requirement of
   the  Guaranteed  Death Benefit  premium as of the date of statement as if the
   Policy had not lapsed;

e. If the reinstatement occurs after the first three years, the minimum premium
   required is the greater of:

   (1)   the amount necessary to raise the surrender value as of the date of 
         reinstatement to equal to or greater than zero; or

   (2)   the amount  necessary  to pay sales load and premium tax on the premium
         paid and monthly policy deductions for the next three policy months.

The amount of accumulation  value on the date of reinstatement  will be equal to
the amount of the surrender value on the date of lapse, increased by the premium
paid at  reinstatement,  less the premium  charges and the amounts stated above,
plus that part of the deferred sales load (i.e.,  surrender  charge) which would
apply if the Policy  were  surrendered  on the date of  reinstatement.  The last
addition to the  accumulation  value is designed  to avoid  duplicate  surrender
charges.  The original  policy date, and the dates of increases in the Specified
Amount (if  applicable),  will be used for purposes of calculating the surrender
charge.  If any policy  debt was  reinstated,  that debt will be held in AVLIC's
General Account.  Accumulation value calculations will then proceed as described
under "Accumulation Value" on page 18.

The effective date of  reinstatement  will be the first monthly activity date on
or  next  following  the  date of  approval  by  AVLIC  of the  application  for
reinstatement.
<PAGE>
CHARGES AND DEDUCTIONS

Charges will be deducted in connection with the Policy to compensate  AVLIC for:
(1) providing  the  insurance  benefits set forth in the Policy and any optional
insurance  benefits added by rider; (2) administering  the Policy;  (3) assuming
certain  risks in  connection  with the Policy;  and (4)  incurring  expenses in
distributing  the Policy.  The nature and amount of these  charges are described
more fully below.

DEDUCTIONS FROM PREMIUM PAYMENT

SALES CHARGE.  AVLIC deducts a sales charge,  generally called the "sales load,"
of 5% from each payment to  reimburse  AVLIC for the cost of selling the Policy.
This cost includes agents'  commissions,  the printing of Prospectuses and sales
literature, and advertising.

There are two types of sales loads under the Policy.  The first, just described,
is the front-end  sales load,  which will be deducted from each premium  payment
upon  receipt  prior to  allocation  of net  premium to the Account or the Fixed
Account.  The  second,  a  contingent  deferred  sales load which is part of the
surrender  charge,  will reduce the assets in the Account and the Fixed  Account
attributable  to the Policy in the event of surrender if surrendered  before the
15th policy year.

The sales  charges  in any  Policy  year are not  necessarily  related to actual
distribution expenses incurred in that year. Instead, AVLIC expects to incur the
majority  of  distribution  expenses  in the early  Policy  years and to recover
amounts to pay such  expenses  over the life of the  Policy.  To the extent that
sales and distribution expenses exceed sales loads (both front-end and deferred)
in any year, AVLIC will pay them from its other assets or surplus in its General
Account,  which include amounts derived from mortality and expense risk charges,
and other charges made under the Policy.  AVLIC believes that this  distribution
financing arrangement will benefit the Account and the Policyowners.

PREMIUM TAXES. A deduction of 2.5% of the premium will be made from each premium
payment to pay state premium  taxes.  The  deduction  represents an amount AVLIC
considers  necessary  to pay all premium  taxes  imposed by the states and their
subdivisions.  AVLIC does not  expect to derive a profit  from the  premium  tax
charge.

CHARGES FROM ACCUMULATION VALUE

MONTHLY  DEDUCTION.  Charges  will be deducted as of the policy date and on each
monthly  activity date thereafter from the  accumulation  value of the Policy to
compensate  AVLIC for  administrative  expenses and  insurance  provided.  These
charges will be allocated among the Subaccounts,  and the Fixed Account on a pro
rata basis. Each of these charges is described in more detail below.

MAINTENANCE CHARGE. To compensate AVLIC for the ordinary administrative expenses
expected to be  incurred  in  connection  with a Policy,  the monthly  deduction
includes a $9.00 per  policy  charge  (currently  $9.00 the first year and $4.50
during each year thereafter).  This maintenance  charge is levied throughout the
life of the Policy and is  guaranteed  not to  increase  above  $9.00 per month.
AVLIC does not expect to make any profit from the monthly maintenance charge.

COST OF INSURANCE. Because the cost of insurance depends upon several variables,
the cost  for each  policy  month  can vary  from  month to  month.  AVLIC  will
determine the monthly cost of insurance  charges by  multiplying  the applicable
cost of insurance rate by the net amount at risk for each policy month.  The net
amount at risk on any  monthly  activity  date is the  amount by which the death
benefit which would have been payable on that monthly  activity date exceeds the
accumulation value on that date.

COST OF  INSURANCE  RATE.  The  annual  cost of  insurance  rate is based on the
Insured's sex, attained age, policy duration,  specified amount, and risk class.
The  rate  will  vary  if the  Insured  is a  smoker,  non-smoker,  a  preferred
non-smoker or is  considered a  substandard  risk and rated with a tabular extra
rating.  For the initial Specified  Amount,  the cost of insurance rate will not
exceed those shown in the Schedule of Guaranteed  Annual Cost of Insurance Rates
shown in the schedule pages of the Policy.  These  guaranteed rates are based on
the  Insured's  age  nearest  birthday  and  are  equal  to the  1980  Insurance
Commissioners Standard Ordinary Smoker and Non-Smoker, Male and Female Mortality
Tables.  The current  rates range between 40% and 100% of the rates based on the
1980  Commissioners  Standard  Ordinary  Tables,  based on AVLIC's own mortality
experience.  Policies issued on a unisex basis are based upon the 1980 Insurance
Commissioners  Standard Ordinary Table B assuming 80% male and 20% female lines.
The cost of insurance rates, surrender charges, and payment options for policies
issued in  Massachusetts,  Montana and certain other states are on a sex-neutral
(unisex)  basis.  Any  change in the cost of  insurance  rates will apply to all
persons of the same age, sex, Specified Amount and risk class and whose policies
have been in effect for the same length of time.

If the  underwriting  class for any increase in the Specified  Amount or for any
increase in death benefit resulting from a change in death benefit option from A
to B is not the same as the  underwriting  class at issue, the cost of insurance
rate used after such  increase  will be a  composite  rate based upon a weighted
average of the rates of the different underwriting classes.  Decreases will also
be reflected in the cost of insurance rate as discussed earlier.

The actual  charges  made  during  the  policy  year will be shown in the annual
report delivered to Policyowners.
<PAGE>
RATE CLASS.  The rate class of an Insured may affect the cost of insurance rate.
AVLIC currently  places Insureds into both standard rate classes and substandard
classes that involve a higher mortality risk. In an otherwise  identical policy,
an Insured in the standard  rate class will have a lower cost of insurance  than
an Insured in a rate class with higher  mortality risks. If a Policy is rated at
issue with a tabular  extra  rating,  the  guaranteed  rate is a multiple of the
guaranteed  rate for a  standard  issue.  This  multiple  factor is shown in the
Schedule  of  Benefits  in the  Policy,  and  may be  from  1.5 to 5  times  the
guaranteed rate for a standard issue.

Insureds may also be assigned a flat extra rating to reflect certain  additional
risks. The flat extra rating will not impact the cost of insurance rate but 1/12
of any flat extra cost will be deducted as part of the monthly deduction on each
monthly activity date.


SURRENDER CHARGE

If a policy is surrendered  prior to the 15th  anniversary,  AVLIC will assess a
surrender charge based upon percentages of the premiums  actually paid in policy
years 1 and 2 and a charge per $1,000 of insurance  issued based upon sex,  age,
and smoking habits.

The total  surrender  charge is made up of two parts,  the  Contingent  Deferred
Administrative  Charge and Contingent  Deferred Sales Charge.  AVLIC will assess
surrender charges on increases in Specified Amount based on Contingent  Deferred
Administrative Charges.

The  Contingent  Deferred  Sales  Charge will be based upon the actual  premiums
received  the  first  two  policy  years up to a  maximum  of $12 per  $1,000 of
insurance.  It will be  calculated  as 25% of the  premiums  received  up to the
Guaranteed  Death Benefit Premium plus 5% of the premiums  received in excess of
the Guaranteed Death Benefit Premium.

The  Contingent  Deferred  Administrative  Charge  is an  amount  per  $1,000 of
insurance  that varies by issue age and sex. It is 70% of the  Guaranteed  Death
Benefit Premium not to exceed $28 per $1,000 of insurance.

The surrender  charge  remains level in policy years three through five and will
equal the  surrender  charge at the end of year 2 and then  grades to 0% in year
fifteen based upon the following schedule.
<TABLE>
<CAPTION>
      Policy Year         Percent of Surrender             Policy Year            Percent of Surrender
                          Charge maximum that                                     Charge maximum that
                          will apply during                                       will apply during
                             policy year                                              policy year
     --------------     ---------------------             --------------         ----------------------
       <S>                      <C>                           <C>                        <C> 
        1 thru 5                 100%                          11                         40%
            6                     90%                          12                         30%
            7                     80%                          13                         20%
            8                     70%                          14                         10%
            9                     60%                          15                          0%
           10                     50%

</TABLE>

No surrender  charge will be assessed upon decreases in the Specified  Amount of
the Policy or partial withdrawals of accumulation value.

Because  the  surrender   charge  may  be  significant   upon  early  surrender,
prospective  Policyowners should purchase a Policy only if they do not intend to
surrender the Policy for a substantial period.

TRANSFER CHARGE. A transfer charge of $10.00 (guaranteed not to increase) may be
imposed for each  additional  transfer among the  Subaccounts  after fifteen per
policy year to compensate AVLIC for the costs of effecting the 
<PAGE>
transfer.  Since  the  charge  reimburses  AVLIC for the cost of  effecting  the
transfer  only,  AVLIC  does not  expect to make any  profit  from the  transfer
charge. This charge will be deducted from the amount  transferred.  The transfer
charge will not be imposed on  transfers  that occur as a result of policy loans
or the exercise of exchange rights.

PARTIAL WITHDRAWAL CHARGE. A charge currently not greater than the lesser of $25
or 2% of the amount  withdrawn  (guaranteed not to be greater than the lesser of
$50 or 2% of the amount  withdrawn) will be imposed for each partial  withdrawal
to  compensate  AVLIC for the  administrative  costs in effecting  the requested
payment and in making  necessary  calculations  for any  reductions in Specified
Amount which may be required by reason of the partial  withdrawal.  No Surrender
Charge is assessed on a partial  withdrawal and a partial  withdrawal  charge is
not assessed when a Policy is surrendered.

DAILY CHARGES AGAINST THE ACCOUNT

A daily charge will be deducted  from the value of the net assets of the Account
to compensate  AVLIC for mortality and expense risks assumed in connection  with
the  Policy.  This daily  charge from the  Account is  currently  at the rate of
0.002466%  (equivalent  to an annual rate of 0.90%) for policy years 1-20 and at
the rate of  0.001781%  (equivalent  to an annual  rate of 0.65%)  for the years
thereafter,  and will not  exceed  .90% of the  average  daily net assets of the
Account.  The daily  charge  will be  deducted  from the net asset  value of the
Account,  and therefore  the  Subaccounts,  on each  valuation  date.  Where the
previous day or days was not a valuation  date,  the  deduction on the valuation
date will be 0.002466% (or 0.001781%, if applicable) multiplied by the number of
days since the last  valuation  date. No mortality  and expense  charges will be
deducted from the amounts in the Fixed Account.

AVLIC  believes  that  this  level of charge  is  within  the range of  industry
practice for comparable flexible premium variable universal life policies.

The mortality risk assumed by AVLIC is that Insureds may live for a shorter time
than assumed,  and that an aggregate  amount of death benefits greater than that
assumed  accordingly  will be paid.  The expense risk  assumed is that  expenses
incurred   in  issuing  and   administering   the   policies   will  exceed  the
administrative charges provided in the policies.

In addition to the charges against the account described just above,  management
fees and expenses  will be assessed by FMR,  Alger,  and MFS against the amounts
invested in the various  portfolios.  No portfolio fees will be assessed against
amounts placed in the Fixed Account.

AVLIC may receive  administrative  fees from the investment  advisers of certain
funds.

TAXES.  Currently,  no charge is made against the Account for federal,  state or
local  income  taxes.  AVLIC may,  however,  make such a charge in the future if
income or gains within the Account will incur any  federal,  or any  significant
state or local  income  tax  liability,  or if the  federal,  state or local tax
treatment of AVLIC  changes.  Charges for such taxes,  if any, would be deducted
from the Account and/or the Fixed Account. (See Federal Tax Matters, page 31).


GENERAL PROVISIONS

THE CONTRACT. The Policy, the application,  any supplemental  applications,  and
any riders,  amendments or endorsements  make up the entire  contract.  Only the
President,  Vice  President,  Secretary  or Assistant  Secretary  can modify the
Policy. Any changes must be made in writing, and approved by AVLIC. No agent has
the  authority to alter or modify any of the terms,  conditions or agreements of
the Policy or to waive any of its provisions.  The rights and benefits under the
Policy  are  summarized  in  this  prospectus;   however  prospectus  disclosure
regarding the policy is qualified in its entirety by the policy  itself,  a copy
of which is available upon request from AVLIC.

CONTROL OF POLICY.  The Policyowner is as shown in the application or subsequent
written  endorsement.  Subject to the rights of any irrevocable  beneficiary and
any  assignee  of record,  all rights,  options,  and  privileges  belong to the
Policyowner,  if living;  otherwise to any successor-owner or owners, if living;
otherwise to the estate of the last owner to die.

BENEFICIARY.  Policyowner may name both primary and contingent  beneficiaries in
the application. Payments will be shared equally among beneficiaries of the same
class  unless  otherwise  stated.  If a  beneficiary  dies  before the  Insured,
payments  will  be  made  to any  surviving  beneficiaries  of the  same  class;
otherwise  to any  beneficiary(ies)  of the next class;  otherwise to the owner;
otherwise to the estate of the owner.

CHANGE OF  BENEFICIARY.  The Policyowner  may change the  beneficiary by written
request at any time during the Insured's  lifetime unless otherwise  provided in
the previous  designation of beneficiary.  The change will take effect as of the
date the change is recorded at the Home Office. AVLIC will not be liable for any
payment made or action taken before the change is recorded.
<PAGE>
CHANGE OF OWNER OR  ASSIGNMENT.  In order to change  the owner of the  Policy or
assign  Policy  rights,  an assignment of the Policy must be made in writing and
filed with AVLIC at its Home Office.  The change will take effect as of the date
the change is recorded at the Home Office,  and AVLIC will not be liable for any
payment made or action taken before the change is recorded.  Payment of proceeds
is subject to the rights of any assignee of record.  A collateral assignment is
not a change of ownership.

PAYMENT OF PROCEEDS. The proceeds are subject first to any indebtedness to AVLIC
and then to the  interest of any  assignee  of record.  The balance of any death
benefit proceeds shall be paid in one sum to the designated  beneficiary  unless
an  Optional  Method of Payment is  selected.  If no  beneficiary  survives  the
Insured,  the proceeds shall be paid in one sum to the  Policyowner,  if living;
otherwise to any  successor-owner,  if living;  otherwise  to the  Policyowner's
estate.  Any proceeds  payable on the Maturity Date or upon full surrender shall
be paid in one sum unless an Optional Method of Payment is elected.

INCONTESTABILITY.  The Policy or reinstated Policy is incontestable after it has
been in force for two years from the  policy  date (or  reinstatement  effective
date) during the lifetime of the Insured. An increase in the Specified Amount or
addition  of a rider  after the policy  date shall be  incontestable  after such
increase or  addition  has been in force for two years from its  effective  date
during the lifetime of the Insured.  However,  this two year provision shall not
apply to riders that provide disability or accidental death benefits.

MISSTATEMENT  OF AGE OR SEX.  If the  age or sex of the  Insured  or any  person
insured by rider has been  misstated,  the amount of the death  benefit  will be
adjusted.  The death  benefit will be adjusted in  proportion to the correct and
incorrect cost of insurance rates.

SUICIDE.  Suicide  within  two years of the  policy  date is not  covered by the
Policy unless  otherwise  provided by a state's  Insurance  law. If the Insured,
while sane or insane,  commits  suicide  within two years after the policy date,
AVLIC will pay only the premiums received less any partial withdrawals, the cost
for  riders and any  outstanding  policy  debt.  If the  Insured,  while sane or
insane,  commits  suicide  within  two  years  after the  effective  date of any
increase  in the  Specified  Amount,  AVLIC's  liability  with  respect  to such
increase will only be its total cost of insurance  applied to the increase.  The
laws of  Missouri  provide  that  death by suicide at any time is covered by the
Policy,  and  further  that  suicide by an insane  person may be  considered  an
accidental death.

POSTPONEMENT OF PAYMENTS. Payment of any amount upon complete surrender, partial
withdrawal,  policy loans, benefits payable at death or maturity,  and transfers
may be postponed whenever:  (i) the New York Stock Exchange is closed other than
customary  weekend  and  holiday  closings,  or  trading  on the New York  Stock
Exchange is restricted as determined by the Securities and Exchange  Commission;
(ii)  the  Commission  by  order  permits  postponement  for the  protection  of
Policyowners;  (iii) an emergency exists, as determined by the Commission,  as a
result of which  disposal of securities is not  reasonably  practicable or it is
not  reasonably  practicable to determine the value of the Account's net assets;
or (iv) surrenders,  loans or partial  withdrawals from the Fixed Account may be
deferred for up to 6 months from the date of written request. Payments under the
Policy of any amounts  derived from  premiums paid by check may be delayed until
such time as the check has cleared the Policyowner's bank.

ADDITIONAL INSURANCE BENEFITS (RIDERS). Subject to certain requirements,  one or
more of the following  additional insurance benefits may be added to a Policy by
rider.  All  riders  are not  available  in all  states.  The cost,  if any,  of
additional insurance benefits will be deducted as part of the monthly deduction.
(See Charges From Accumulation Value - Monthly Deduction, page 25).

ACCELERATED  BENEFIT RIDER FOR TERMINAL  ILLNESS (LIVING  BENEFIT  RIDER).  Upon
satisfactory  proof of terminal illness after the two-year  contestable  period,
(no waiting period in certain states) AVLIC will accelerate the payment of up to
50% of the lowest  scheduled  death  benefit as provided by eligible  coverages,
less an amount up to two guideline level premiums.

Future premium allocations after the payment of the benefit must be allocated to
the Fixed Account. Payment will not be made for amounts less than $4,000 or more
than  $250,000  on all  policies  issued by AVLIC or its  affiliates.  AVLIC may
charge the lesser of 2% of the  benefit or $50 as a  withdrawal  charge to cover
the costs of administration.

Satisfactory  proof of terminal illness must include a written  statement from a
licensed physician who is not related to the Insured or the Policyowner  stating
that the Insured has a non-correctable medical condition that, with a reasonable
degree of medical  certainty,  will  result in the death of the  Insured in less
than 12 months (6 months in  certain  states)  from the  physician's  statement.
Further, the condition must first be diagnosed while the Policy was in force.

The accelerated benefit first will be used to repay any outstanding policy loans
and  unpaid  loan  interest,   and  will  also  affect  future  loans,   partial
withdrawals,  and surrenders.  The accelerated benefit will be treated as a lien
against the policy death  benefit and will thus reduce the  proceeds  payable on
the death of the Insured. There is no extra premium for this rider.
<PAGE>
ACCIDENTAL DEATH BENEFIT RIDER.  Provides additional  insurance if the Insured's
death results from accidental death, as defined in the rider. Under the terms of
the rider,  the  additional  benefits  provided  in the Policy will be paid upon
receipt of proof by AVLIC that death resulted  directly and independently of all
other  causes  from  accidental   bodily  injuries  incurred  before  the  rider
terminates and within 91 days after such injuries were incurred.

TERM RIDER FOR COVERED  INSURED.  Provides the Specified  Amount of insurance to
the  beneficiary  upon  receipt of  satisfactory  proof of death of any  Covered
Insured,  as defined in the rider.  This rider is not  available if the Extended
Guaranteed Death Benefit rider is chosen.

CHILDREN'S  PROTECTION  RIDER.  Provides  for term  insurance  on the  Insured's
children,  as  defined in the  rider.  Under the terms of the  rider,  the death
benefit will be payable to the named  beneficiary  upon the death of any insured
child. Upon receipt of proof of the Insured's death before the rider terminates,
the rider will be considered paid up for the term of the rider.

EXTENDED  GUARANTEED  DEATH  BENEFIT  RIDER.  Provides  that,  as  long  as  the
cumulative  Extended  Guaranteed  Death  Benefit  premiums  are paid  during the
guarantee period,  the Policy will stay in force and the Specified Amount of the
Policy will be paid upon death even though the surrender  value of the Policy is
zero or less.

The length of the guarantee  period for various issue ages is as follows:  issue
ages 0-35 - 30 years;  issue ages  36-55 - to age 65; and issue  ages 56-65 - 10
years.  The rider will not be issued on policies for persons over 65 or rated as
a substandard risk.

The annual  premium for the Extended  Guaranteed  Death Benefit Rider will equal
the Guaranteed Death Benefit premium for nonsmokers  taking Death Benefit Option
A under the Policy. A higher premium will be required for smokers and/or persons
taking Policy Option B. If the required  premium exceeds the IRS guideline level
premium,  the rider  cannot be  issued.  The  required  annual  premium  will be
adjusted by changes in the Specified Amount, changes in death benefit options or
changes in riders.

Partial withdrawals and any outstanding policy debt are subtracted from premiums
paid in determining  if cumulative  monthly pro rata extended  Guaranteed  Death
Benefit  premiums  have been paid.  Further,  the Policy will  terminate  if the
policy loan exceeds the  surrender  value even if the  cumulative  premiums have
been paid.

GUARANTEED  INSURABILITY  RIDER.  Provides  that the  Policyowner  can  purchase
additional  insurance for the Insured by increasing the Specified  Amount of the
Policy at certain future dates without evidence of insurability.

DISABILITY  BENEFIT  PAYMENT  RIDER.  Provides  for the payment of a  disability
benefit in the form of  premiums by AVLIC  while the  Insured is  disabled.  The
premium  payments  provided  will equal the policy's  initial  Guaranteed  Death
Benefit premium. In addition, while the Insured is totally disabled, the cost of
insurance  for the rider will not be  deducted  from the  Policy's  accumulation
value.

PAYOR DISABILITY RIDER.  Provides for the payment of a disability benefit in the
form of premiums by AVLIC while the  Covered  Person  specified  in the rider is
totally  disabled,  as defined in the rider. The premium payments  provided will
equal the policy's initial Guaranteed Death Benefit premium. In addition,  while
the Covered Person is totally disabled, the cost of insurance for the rider will
not be deducted from the Policy's accumulation value.

EXTENDED  MATURITY  RIDER.  This rider may be elected  by  submitting  a written
request to AVLIC during the 90 days prior to Maturity Date. If elected,  as long
as the Surrender Value is greater than zero, the policy will remain in force for
purposes of providing a benefit at the time of the  Insured's  death.  Once this
rider becomes  effective,  no further premium payments will be accepted,  and no
monthly charges will be made for cost of insurance, riders or flat extra rating.
All other policy provisions not specifically  noted herein will remain in effect
while the policy  continues in force.  Interest on policy loans will continue to
accrue  and  become  part of the  policy  debt.  This  rider does not extend the
Maturity Date for purposes of determining benefits under any other riders. Death
Benefit Proceeds are payable to the beneficiary.

There is no extra  premium for this rider.  This rider is not  available  in all
states.

The  Internal  Revenue  Service  has  not  issued  a  ruling  regarding  the tax
consequences  of this rider.  There may be tax  consequences  to the election of
this rider.

REPORTS AND RECORDS. AVLIC will maintain all records relating to the Account and
will mail to the  Policyowner,  at the last known  address of record,  within 30
days after each policy  anniversary,  an annual  report  which shows the current
accumulation value,  surrender value, death benefit,  premiums paid, outstanding
policy debt and other information.  The Policyowner will also be sent a periodic
report  for  the  Funds  and a list  of the  portfolio  securities  held in each
portfolio of the Funds.
<PAGE>
EXCHANGE OFFER

On June 13, 1990, the Securities and Exchange  Commission,  after application by
Ameritas Variable Life Insurance Company (AVLIC), AVLIC's Separate Account V and
Ameritas  Investment Corp., and public notice in the Federal  Register,  granted
their  request  that they be allowed  to offer to  exchange  certain  previously
issued Variable  Universal Life Insurance  policies for the policies  offered by
this Prospectus.

1. This insurance Policy will be issued as of the original date of issue of the
   exchanged UniVar Life Policy;

2. This Policy will be issued to UniVar Policyowners without additional evidence
   of insurability of the insured for the same amount of insurance.

3. The UniVar Life Policyowner will be refunded all of the sales and acquisition
   charges deducted from his/her premium payment, except premium taxes, plus 12%
   interest  thereon,  which  amount  will  be  added  to  the  UniVar  Policy's
   accumulation value.

4. After the additions to the accumulation  value,  AVLIC will then exchange the
   UniVar Life Policy for and issue the Policy  offered by this  Prospectus on a
   relative net asset basis without  deducting  surrender  charges on the UniVar
   Life  Policy's  surrender or sales or  acquisition  charges on this  Policy's
   acquisition.  AVLIC  expects to recover  certain  of the  refunded  sales and
   acquisition  charges through  surrender charges on this Policy if surrendered
   before the 15th policy year dating from the original UniVar issue date. AVLIC
   does not expect to recover the remainder of the refunded charge.

5. The  Policyowner  will then enjoy the  benefits and be subject to the charges
   and contract  provisions as set out in this Prospectus.  A table  summarizing
   the charges under the respective policies follows:


                       Old Policy                 New Policy
                  ----------------------     -----------------------------------
PREMIUM TAX               2.5%               2.5% (not charged on accumulation
                                             values transferred from the old
                                             policy)

SALES CHARGES    7.5%   of   all  premiums   5% (not charged on accumulation
                 (8.5%  of  minimum  first   values transferred from the old
                 year  premiums) (refunded   policy)
                 plus 12% interest in  the
                 exchange).

ADMINISTRA-      Charges   deducted   from   No   deductions  are   made    from
TIVE CHARGES     first year premiums based   premiums  for   the  Administrative
FOR ISSUE        upon table  in the Univar   costs of issue. A  Deferred Admini-
                 Prospectus                  strative   costs   charge  will  be
                                             assessed   if   the    policy    is
                                             surrendered  before policy year 15.

MORTALITY        Daily  deductions  at  an   Daily  deductions currently charged
AND EXPENSE      annual rate of .70%.        at  an  annual rate of .90% for the
CHARGES                                      first  20  policy  years   and .65%
                                             thereafter (guaranteed .90%).

SURRENDER        A   contingent   deferred   A contingent deferred sales load of
CHARGES          sales  load   based  upon   25% of  premiums  actually  paid in
                 amounts paid in the first   the  first  two  years  up  to  the
                 two  policy  years (up to   Guaranteed Death  Benefit  premium,
                 21.5%   of   the  minimum   and  5%  of  the  premiums paid in
                 first year premium to 2.5%  excess    of      that     amount.
                 of   additional   amounts   This is subject to a limit of $12
                 paid      during      the   per  $1000  of  insurance.   And a
                 first two years, up  to a   contingent deferred administrative
                 second minimum first year   charge  based  upon an  amount per 
                 premium) is deducted upon   $1000 of face amount of insurance.
                 surrenders  prior  to the   This amount varies by  age at date 
                 sixteenth policy anniver-   of issue as described in the table
                 sary.    100%    of   the   on  page 27  herein.   100% of the
                 surrender    charge    is   surrender charges are  deducted in
                 deducted in policy  years   policy  years 1 through 5 and then
                 1   through  11  and then   grades  to  0  in  the 15th policy 
                 grades  to  0 in the 16th   year.
                 policy year.           
<PAGE>
DISTRIBUTION OF THE POLICIES

Ameritas  Investment Corp.  ("Investment  Corp."), a wholly-owned  subsidiary of
Ameritas  Life and an  affiliated  company of AVLIC,  will act as the  principal
underwriter  of the  Policies,  pursuant to an  Underwriting  Agreement  between
itself and AVLIC.  Investment Corp. was organized under the laws of the State of
Nebraska on December 29, 1983 and is a registered  broker/dealer pursuant to the
Securities  Exchange  Act of 1934 and a member of the  National  Association  of
Securities Dealers.

Registered  Representatives of Investment Corp. who sell the Policy will receive
commissions  based upon a  commission  schedule.  After  issuance of the Policy,
commissions to the Registered  Representatives  will equal,  at most, 50% of the
commissionable  first year  premium paid plus the first year cost of any riders.
In  years  thereafter,   Registered   Representatives  will  receive  a  maximum
commission  of 4% per policy  year on any  premiums  paid.  Upon any  subsequent
increase in Specified Amount or any subsequent  increase in riders,  commissions
will also be paid based on the amount of the  increase  in  Specified  Amount or
increase  in  rider.  Further,   Registered  Representatives  who  meet  certain
production standards may receive additional  compensation,  and managers receive
override commissions and bonuses with respect to the Policies.  Investment Corp.
and AVLIC may  authorize  other  registered  broker/dealers  and its  Registered
Representatives to sell the Policies subject to applicable law.

FEDERAL TAX MATTERS

The following  discussion  provides a general  description of the federal income
tax  considerations  associated  with the  Policy  and does  not  purport  to be
complete or cover all situations. This discussion is not intended as tax advice.
No attempt has been made to consider in detail any applicable state or other tax
(except  premium taxes,  see discussion  "Premium  Taxes," page 25)  laws.  This
discussion is based upon AVLIC's  understanding of the relevant laws at the time
of filing.  Counsel and other  competent  advisors  should be consulted for more
complete information before a Policy is purchased.

(a)  TAXATION OF AVLIC.  AVLIC is taxed as a life insurance company under Part I
     of Subchapter L of the Internal Revenue Code of 1986, (the "Code"). At this
     time,  since  the  Account  is  not  an entity separate from AVLIC, and its
     operations  form  a  part  of AVLIC, it  will  not be taxed separately as a
     "regulated  investment  company"  under  Subchapter M  of  the  Code.   Net
     investment  income  and  realized  net  capital  gains on the assets of the
     Account are reinvested and automatically retained as a part of the reserves
     of the Policy and are taken into account  in  determining the death benefit
     and accumulation value of the Policy.  AVLIC  believes  that  Account   net
     investment income and realized net capital gains will not be taxable to the
     extent that such income and gains are retained as reserves under Policy.

     AVLIC does not currently  expect to incur any federal  income tax liability
     attributable  to the  Account  with  respect  to the sale of the  Policies.
     Accordingly,  no charge is being made  currently to the Account for federal
     income taxes.  If, however,  AVLIC  determines that it may incur such taxes
     attributable to the Account,  it may assess a charge for such taxes against
     the Account.

     AVLIC may also incur  state and local taxes (in  addition to premium  taxes
     for which a deduction from premiums is currently  made).  At present,  they
     are not charges against the Account. If there is a material change in state
     or local tax laws, charges for such taxes  attributable to the Account,  if
     any, may be assessed against the Account.

(b)  TAX STATUS OF THE POLICY. The Code (section 7702)includes a definition of a
     life insurance contract for federal tax purposes, which places  limitations
     on  the  amount  of  premiums  that  may  be  paid  for  the Policy and the
     relationship of the accumulation value to the death benefit. AVLIC believes
     that  the  Policy  meets  the  statutory   definition  of  a life insurance
     contract.  If the  death  benefit of  a Policy is changed,  the  applicable
     definitional limitations may change. In the case of a decrease in the death
     benefit, a partial  surrender, a change  from Option B to Option A, or any
     other such change that  reduces future benefits under the Policy during the
     first 15 years  after  a  Policy  is  issued  and  that  results  in a cash
     distribution  to  the   Policyowners  in  order  for the Policy to continue
     complying  with  the  section 7702 definitional limitations on premiums and
     accumulation  values, such distributions will be taxable as ordinary income
     to the Policyowner (to the extent of any gain in the Policy) as  prescribed
     in Section 7702. 

     The Code (section 7702A) also defines a "modified  endowment  contract" for
     federal tax  purposes  which causes  distributions  to be taxed as ordinary
     income to the  extent of any gain.  This  Policy  will  become a  "modified
     endowment  contract"  if the  premiums  paid into the Policy fail to meet a
     7-pay premium test as outlined in Section 7702A of the Code.
<PAGE>
     Certain  benefits  the  Insured may elect under this Policy may be material
     changes  affecting the 7-pay premium test.  These include  changes in death
     benefits  and  changes in the  policy  amount.  Should the Policy  become a
     "modified  endowment  contract"  partial or full  surrenders,  assignments,
     pledges,  and loans (including loans to pay loan interest) under the Policy
     will be taxable to the extent of any gain under the  Policy.  A 10% penalty
     tax also applies to the taxable  portion of any  distribution  prior to the
     Insured's  age 59 1/2. The 10% penalty tax does not apply if the Insured is
     disabled as defined  under the Code or if the  distribution  is paid out in
     the form of a life annuity on the life of the Insured or the joint lives of
     the Insured  and  beneficiary.  One may avoid a Policy  becoming a modified
     endowment contract by, among other things, not making excessive payments or
     reducing  benefits.  Should one deposit excessive  premiums during a policy
     year, that portion that is returned by the insurance company within 60 days
     after the policy  anniversary  will reduce the  premiums  paid to avoid the
     Policy becoming a modified endowment contract.

     The Code  (Section  817(h)) also  authorizes  the Secretary of the Treasury
     (the  "Treasury")  to set  standards by  regulation  or  otherwise  for the
     investments of the Account to be "adequately  diversified" in order for the
     Policy to be treated as a life insurance contract for federal tax purposes.
     The Account,  through the Funds, intends to comply with the diversification
     requirements  prescribed  by the Treasury in  regulations  published in the
     Federal  Register on March 2, 1989,  which affect how the Fund's assets may
     be invested.

     However,  AVLIC  believes  that the  Funds  will  meet the  diversification
     requirements and AVLIC will monitor compliance with this requirement. Thus,
     AVLIC believes that the Policy will be treated as a life insurance contract
     for federal tax purposes.

     In   connection   with  the  issuance  of   regulations   relating  to  the
     diversification requirements,  the Treasury announced that such regulations
     do not provide  guidance  concerning  the extent to which owners may direct
     their   investments  to  particular   divisions  of  a  separate   account.
     Regulations  in this  regard may be issued in the  future.  It is not clear
     what these  regulations  will provide nor whether they will be  prospective
     only. It is possible that when regulations are issued,  the Policy may need
     to be modified  to comply with such  regulations.  For these  reasons,  the
     Company reserves the right to modify the Policy as necessary to prevent the
     Policyowner  from being  considered the owner of the assets of the Separate
     Account.

     The  following  discussion  assumes  that the Policy will qualify as a life
     insurance contract for federal tax purposes.

(c)  TAX TREATMENT OF POLICY  PROCEEDS.  AVLIC  believes that the Policy will be
     treated in a manner  consistent with a fixed benefit life insurance  policy
     for  federal  income tax  purposes.  Thus,  AVLIC  believes  that the death
     benefit payable will be excludable from the gross income of the beneficiary
     under Section  101(a)(1) of the Code and the Policyowner will not be deemed
     to be in constructive  receipt of the  accumulation  value under the Policy
     until  its  actual  surrender.  However,  in  the  event  of  certain  cash
     distributions  under the Policy  resulting  from any change  which  reduces
     future benefits under the Policy,  the distribution  will be taxed in whole
     or in part as ordinary  income (to the extent of gain in the  Policy).  See
     discussion above, "Tax Status of the Policy."

     AVLIC also believes that loans  received  under a Policy will be treated as
     indebtedness of the Policyowner and that no part of any loan under a Policy
     will constitute  income to the Policyowner so long as the Policy remains in
     force, unless the Policy becomes a Modified Endowment Contract.  Should the
     policy lapse while policy  loans are  outstanding  the portion of the loans
     attributable to earnings will become taxable.  Generally,  interest paid on
     any loan under a Policy owned by an individual will not be tax-deductible.

     In  addition,  interest on any loan under a Policy  owned by a taxpayer and
     covering  the life of any  individual  who is an officer or is  financially
     interested  in the  business  carried on by that  taxpayer  will not be tax
     deductible to the extent the aggregate amount of such loans with respect to
     Policies  covering such individual  exceeds  $50,000.  Further,  even as to
     interest on loans up to $50,000 per such  individual,  such interest  would
     not be  deductible if the Policy were deemed for federal tax purposes to be
     a single premium life  insurance  contract.  Policyowners  should consult a
     competent tax advisor as to whether the Policy would be so deemed.

     The right to exchange  the Policy for a flexible  premium  adjustable  life
     insurance  policy (See  Exchange  Privilege,  page 22), the right to change
     owners (See General  Provisions,  page 27), and the  provision  for partial
     withdrawals (See Surrenders,  page 20) may have tax consequences  depending
     on the circumstances of such exchange, change, or withdrawal. Upon complete
     surrender or when maturity  benefits are paid, if the amount  received plus
     any outstanding  policy debt exceeds the total premiums paid (the "basis"),
     that are not treated as previously withdrawn by the Policyowner, the excess
     generally will be taxed as ordinary income.
<PAGE>
     Federal  estate  and  state and local  estate,  inheritance,  and other tax
     consequences   of  ownership  or  receipt  of  Policy  proceeds  depend  on
     applicable law and the circumstances of each Policyowner or beneficiary. In
     addition, if the Policy is used in connection with tax-qualified retirement
     plans,  certain  limitations  prescribed  by the Service on, and rules with
     respect to the taxation of, life insurance protection provided through such
     plans may apply.



SAFEKEEPING OF THE ACCOUNT'S ASSETS

AVLIC holds the assets of the Account. The assets are kept physically segregated
and held  separate  and apart from the General  Account  assets,  except for the
Fixed  Account.  AVLIC  maintains  records of all purchases and  redemptions  of
Funds' shares by each of the Subaccounts.


VOTING RIGHTS

AVLIC is the legal holder of the shares held in the  Subaccounts  of the Account
and as such has the right to vote the shares;  to elect  Directors of the Funds,
to vote on matters  that are  required by the 1940 Act and upon any other matter
that may be voted upon at a  shareholders's  meeting.  To the extent required by
law,  AVLIC will vote all shares of the Funds held in the Account at regular and
special  shareholder  meetings  of the  Funds in  accordance  with  instructions
received from  Policyowners  based on the number of shares held as of the record
date declared by the Funds' Board of Directors.

The number of Fund shares in a Subaccount for which instructions may be given by
a Policyowner is determined by dividing the Policy's  accumulation value held in
that  Subaccount  by the net  asset  value  of one  share  in the  corresponding
portfolio of the Fund.  Fractional  shares will be counted.  Fund shares held in
each Subaccount for which no timely  instructions from Policyowners are received
and  Fund  shares  held in each  Subaccount  which  do not  support  Policyowner
interests will be voted by AVLIC in the same  proportion as those shares in that
Subaccount for which timely  instructions are received.  Voting  instructions to
abstain  on any item to be voted  will be  applied on a pro rata basis to reduce
the votes eligible to be cast.  Should  applicable  federal  securities  laws or
regulations permit, AVLIC may elect to vote shares of the Fund in its own right.

DISREGARD  OF VOTING  INSTRUCTION.  AVLIC may, if  required  by state  insurance
officials,  disregard voting  instructions if those  instructions  would require
shares  to be voted to cause a change  in the  subclassification  or  investment
objectives or policies of one or more of the Funds' Portfolios, or to approve or
disapprove  an investment  adviser or principal  underwriter  for the Funds.  In
addition,  AVLIC itself may  disregard  voting  instructions  that would require
changes in the  investment  objectives  or  policies of any  portfolio  or in an
investment  adviser or principal  underwriter for the Funds, if AVLIC reasonably
disapproves those changes in accordance with applicable federal regulations.  If
AVLIC does disregard voting  instructions,  it will advise  Policyowners of that
action  and its  reasons  for the  action  in the next  annual  report  or proxy
statement to Policyowners.


STATE REGULATION OF AVLIC

AVLIC, a stock life insurance company  organized under the laws of Nebraska,  is
subject to  regulation by the Nebraska  Department  of  Insurance.  On or before
March 1 of each  year an NAIC  convention  blank  covering  the  operations  and
reporting on the financial  condition of AVLIC and the Account as of December 31
of the preceding  year must be filed with the Nebraska  Department of Insurance.
Periodically,  the Nebraska Department of Insurance examines the liabilities and
reserves of AVLIC and the Account and certifies their adequacy.

In addition,  AVLIC is subject to the insurance  laws and  regulations  of other
states  within  which it is  licensed or may become  licensed  to  operate.  The
policies  offered by the  Prospectus  are  available  in the  various  states as
approved.  Generally,  the  Insurance  Department of any other state applies the
laws of the state of domicile in determining permissible investments.
<PAGE>
EXECUTIVE OFFICERS AND DIRECTORS OF AVLIC

Shows name and position(s) with AVLIC* followed by the principal occupations for
the last five years.*** 

LAWRENCE J.  ARTH, DIRECTOR, CHAIRMAN OF THE BOARD, PRESIDENT, AND CHIEF 
EXECUTIVE OFFICER*
Director,  Chairman of the Board,  and Chief Executive  Officer:  ALIC**,  First
Ameritas Life  Insurance  Corp. of New York.;  Director,  Chairman of the Board,
President,  and Chief Executive  Officer:  AMAL Corporation;  Pathmark Assurance
Company,  Bankers Life Nebraska Company, BLN Financial Services,  Inc.; Director
and Chairman of the Board:  Veritas Corp.,  Ameritas Investment Corp.,  Ameritas
Investment Advisors, Inc., FMA Realty Inc.; Director, Chairman, President, Chief
Executive Officer:  Lincoln Gateway Shopping Center,  Inc.;  Director:  Ameritas
Bankers Assurance Company, Ameritas Managed Dental Plan, Inc.

KENNETH C. LOUIS, DIRECTOR, EXECUTIVE VICE PRESIDENT*
President and Chief Operating Officer: ALIC; Director, Executive Vice President:
AMAL Corporation; Director and Senior Vice President: Ameritas Investment Corp.;
Director:  First Ameritas Life Insurance Corp. of New York,  Ameritas Investment
Advisors,  Inc.,  Ameritas  Investment  Corp.,  Veritas Corp.,  Ameritas Bankers
Assurance Company,  Bankers Life Nebraska Company, BLN Financial Services, Inc.,
FMA Realty,  Inc.,  Lincoln Gateway Shopping Center,  Inc.,  Pathmark  Assurance
Company, Ameritas Managed Dental Plan, Inc. 

D T DOAN, DIRECTOR AND EXECUTIVE VICE PRESIDENT****
Director and Executive Vice  President:  AMAL  Corporation;  Director and Senior
Vice President: Ameritas Investment Corp.; Vice Chairman and President-Insurance
Operations, American Mutual Life Insurance Company (formerly known as ("f.k.a.")
Central Life Assurance Company *****).

ROBERT  B.  BUSH,  DIRECTOR,  SENIOR  VICE  PRESIDENT VARIABLE OPERATIONS  AND
ADMINISTRATION* 
Executive Vice President-Individual  Insurance, ALIC; Chairman,  President, CEO:
CUNA Mutual  Financial  Services  Corporation;  CUNA Brokerage  Services,  Inc.;
Century Financial  Services Corp.; CUNA Mutual General Agency of Texas, Inc.; CM
Field Services,  Inc.; Plan America Program,  Inc.;  Director:  CU Financial and
Insurance  Services,  Inc.; CUNA Mutual Insurance Agency of Alabama,  Inc.; CUNA
Mutual  Insurance  Agency of  Massachusetts,  Inc.;  CUNA Mutual Life  Insurance
Agency  of  Mississippi,   Ltd.;  CUNA  Mutual  Casualty   Insurance  Agency  of
Mississippi,  Inc.; CUNA Mutual Insurance Agency of New Mexico, Inc; CUNA Mutual
Insurance  Agency of Ohio,  Inc.; Vice President:  CUNA Mutual Funds  Management
Company,  L.L.C.;  Senior Vice President:  CUNA Mutual Insurance  Society;  CUNA
Mutual Investment  Corporation;  CUMIS Insurance  Society,  Inc.; League General
Insurance Company; Members Life Insurance Company; CUNA Mutual Insurance Agency,
Inc.; Century Life of America; Century Life Insurance Co.

WAYNE E. BREWSTER, SENIOR VICE PRESIDENT-VARIABLE SALES*
Vice President-Variable Sales: ALIC.

ASHOK CHAWLA, VICE PRESIDENT-FIXED ANNUITY INVESTMENTS****
Senior Vice  President - Fixed  Income  Group:  American  Mutual Life  Insurance
Company;  Director-Risk  Management:  Providian Corp.; Assistant Vice President:
Lincoln National Corp.

THOMAS C. GODLASKY, DIRECTOR****
Director,  AIC; Executive Vice President and Chief Investment Officer,  American
Mutual Life Insurance Company;  Manager-Fixed Income and Derivatives Department,
Providian Corporation

JOSEPH K. HAGGERTY, ASSISTANT GENERAL COUNSEL****
Assistant Secretary and Assistant General Counsel, AMAL Corporation; Senior Vice
President and General  Counsel:  American Mutual Life Insurance  Company (f.k.a.
Central  Life  Assurance   Company*****);   Senior  Vice  President,   Assistant
Secretary,  Deputy General Counsel:  I.C.H.  Corporation;  Assistant  Secretary:
Integrity  National Life Insurance  Company;  Senior Vice President:  Facilities
Management  Installation,  Inc.;  Vice  President:  Constitution  Life Insurance
Company;  Bankers Life and Casualty  Company;  Bankers  Multiple Line  Insurance
Company;  Certified Life  Insurance  Company;  Lifetime  Security Life Insurance
Company;  Philadelphia  American Life  Insurance  Company;  Southeast  Title and
Insurance Company;  Southwestern Life Insurance Company; Union Bankers Insurance
Company;  Western  Pioneer Life Insurance  Company;  Director:  Bankers Life and
Casualty Company of New York; Vice President and Director:  Modern American Life
Insurance Company
<PAGE>
JAMES R. HAIRE, VICE PRESIDENT AND ACTUARY*
Senior  Vice  President-Corporate  Actuary  and  Strategic  Development:   ALIC;
Director:  Pathmark  Assurance Co.; Director and Vice President:  First Ameritas
Life Insurance Corp. of New York

JON C. HEADRICK, TREASURER*
Executive Vice President-Investments and Treasurer: ALIC; Treasurer to: Ameritas
Investment Corp., AMAL  Corporation,  Veritas Corp.,  Ameritas Bankers Assurance
Company,  Bankers Life  Nebraska  Company,  Pathmark  Assurance  Company,  First
Ameritas Life Insurance Corp. of New York,  Ameritas  Managed Dental Plan, Inc.;
Director,  Vice  President  and  Treasurer  to:  BLN  Financial  Services  Inc.;
Director,  President and Treasurer: FMA Realty Inc., Armenta Corp.; Director and
Treasurer:  Ameritas Investment Corp.;  Director,  President and Chief Executive
Officer: Ameritas Investment Advisors Inc. 

SANDRA K. HOLMES, VICE PRESIDENT-FIXED ANNUITY CUSTOMER SERVICE****
Vice  President:  American Mutual Life Insurance  Company  (f.k.a.  Central Life
Assurance Company*****)

KENNETH R. JONES, VICE PRESIDENT-CORPORATE COMPLIANCE AND ASSISTANT SECRETARY*
Vice  President,  Corporate  Compliance & Assistant  Secretary:  ALIC;  Ameritas
Investment  Advisors,  Inc.,  Ameritas  Investment  Corp.,  First  Ameritas Life
Insurance  Corp. of New York;  Assistant Vice  President & Assistant  Secretary:
Bankers Life Nebraska Company, Pathmark Assurance Company.

NORMAN M. KRIVOSHA, SECRETARY AND GENERAL COUNSEL*
Executive Vice President, Secretary & Corporate General Counsel: ALIC; Secretary
and General Counsel:  AMAL Corporation,  Ameritas  Investment  Corp.;  Director,
Secretary:  Ameritas  Investment  Advisors Inc.,  Ameritas Investment Corp., BLN
Financial  Services,  Inc.,  Ameritas Bankers Assurance Company,  Veritas Corp.,
Pathmark  Assurance Company,  Bankers Life Nebraska Company;  Armenta Corp., FMA
Realty,  Inc.;  Ameritas Managed Dental Plan, Inc.; Vice President,  Secretary &
General  Counsel:  First Ameritas Life Insurance  Corp. of New York;  Secretary:
Lincoln Gateway Shopping Center, Inc.

JOANN M. MARTIN, CONTROLLER*
Senior Vice President-Controller and Chief Financial Officer: ALIC; Director and
Chief Financial Officer: Ameritas Managed Dental Plan, Inc.; Director:  Ameritas
Investment  Advisors,  Inc.,  Ameritas Investment Corp., BLN Financial Services,
Inc., FMA Realty,  Inc.;  Controller  to:  Veritas Corp.,  Bankers Life Nebraska
Company,  Pathmark  Assurance  Company;  Director,  Controller:  Lincoln Gateway
Shopping  Center Inc.;  Director,  Comptroller,  Assistant  Secretary:  Ameritas
Bankers  Assurance  Company;  Vice President,  Comptroller:  First Ameritas Life
Insurance Corp. of New York.

SHEILA SANDY, ASSISTANT SECRETARY****
Annuity Manager: American Mutual Life Insurance Company

MICHAEL E. SPROULE, DIRECTOR****
Director,   Ameritas  Investment  Corp.;  Executive  Vice  President  and  Chief
Financial Officer:  American Mutual Life Insurance Company (f.k.a.  Central Life
Assurance Company*****); I.C.H. Corporation

LINDA S. STRECK, VICE PRESIDENT-FIXED ANNUITY PRODUCT DEVELOPMENT****
Actuarial Vice President - Product  Development and Management:  American Mutual
Life Insurance Company (f.k.a. Central Life Assurance Company*****).

KEVIN WAGONER, ASSISTANT TREASURER****
Director Investment  Accounting:  American Mutual Life Insurance Company (f.k.a.
Central Life Assurance Company*****); Senior Financial Analyst: Target Stores

*        The  Principal  business  address:  of  each  person listed is Ameritas
         Variable  Life  Insurance  Company,  One Ameritas Way, 5900 "O" Street,
         P.O. Box 82550, Lincoln, Nebraska 68501.
**       Ameritas Life Insurance Corp.
***      Where  an   individual   has  held  more  than  one  position  with  an
         organization  during the last 5-year period, the last position held has
         been given.
****     Principal   business  address  for D T Doan, Joseph Haggerty, Sandra K.
         Holmes,   Michael E. Sproule,   Ashok K. Chawla,    Thomas C. Godlasky,
         Sheila E. Sandy, Linda S. Streck, and Kevin Wagoner is: American Mutual
         Life Insurance Company, 611 Fifth Avenue, Des Moines, Iowa  50309.
*****    Central  Life  Assurance  Company  merged  with  American  Mutual  Life
         Insurance Company on December 31, 1994.  Central Life Assurance Company
         was  the  survivor  of  the  merger.   Contemporaneous with the merger,
         Central Life Assurance Company changed its name to American Mutual Life
         Insurance Company.
<PAGE>
LEGAL MATTERS

All matters of Nebraska law pertaining to the Policy,  including the validity of
the Policy and AVLIC's right to issue the Policy under  Nebraska  Insurance Law,
have been passed upon by Norman M. Krivosha, Director and Secretary of AVLIC.

LEGAL PROCEEDINGS

There are no legal  proceedings  to which the Account is a party or to which the
assets of the Account are subject.  AVLIC is not involved in any litigation that
is of material importance in relation to its total assets or that relates to its
total assets or that related to the Account.

EXPERTS

The  financial  statements of AVLIC as of December 31, 1995,  and 1994,  and for
each of the three years in the period ended  December 31, 1995 and the financial
statements  of the  Account as of  December  31,  1995 and for each of the three
years in the period then ended, included in this Prospectus have been audited by
Deloitte  & Touche  LLP,  independent  auditors,  as  stated  in  their  reports
appearing  herein,  and are  included in reliance  upon the reports of such firm
given upon their authority as experts in accounting and auditing.

Actuarial  matters  included in this  Prospectus have been examined by Thomas P.
McArdle,  Assistant  Vice  President  and  Associate  Actuary of  Ameritas  Life
Insurance  Corp.,  as  stated  in  the  opinion  filed  as  an  exhibit  to  the
registration statement.

ADDITIONAL INFORMATION

A  registration  statement  has been  filed  with the  Securities  and  Exchange
Commission,  under the Securities  Act of 1933, as amended,  with respect to the
Policy offered hereby.  This Prospectus does not contain all the information set
forth in the  registration  statement  and the  amendments  and  exhibits to the
registration   statement,  to  all  of  which  reference  is  made  for  further
information  concerning  the  Account,  AVLIC  and the  Policy  offered  hereby.
Statements  contained  in this  Prospectus  as to the contents of the Policy and
other legal  instruments  are summaries.  For a complete  statement of the terms
thereof reference is made to such instruments as filed.

FINANCIAL STATEMENTS

The financial  statements of AVLIC which are included in this Prospectus  should
be  considered  only as bearing on the ability of AVLIC to meet its  obligations
under the Policies.  They should not be considered as bearing on the  investment
performance of the assets held in the Account.
<PAGE>
                          Independent Auditors' Report


Board of Directors
Ameritas Variable Life
 Insurance Company
Lincoln, Nebraska


   We have audited the accompanying statement of net assets of Ameritas Variable
Life  Insurance  Company  Separate  Account V as of December 31,  1995,  and the
related statements of operations and changes in net assets for each of the three
years  in  the  period  then  ended.   These   financial   statements   are  the
responsibility of the Company's management.  Our responsibility is to express an
opinion on these financial statements based on our audits.

   We  conducted  our audits in  accordance  with  generally  accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. Our procedures included
confirmation  of  securities  owned at December 31, 1995. An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

   In our opinion,  such financial  statements  present fairly,  in all material
respects,  the financial  position of Ameritas  Variable Life Insurance  Company
Separate Account V as  of  December 31, 1995, and  the results of its operations
and  changes in its net assets  for each of the three  years in the period  then
ended, in conformity with generally accepted accounting principles.



DELOITTE & TOUCHE LLP


Lincoln, Nebraska
February 1, 1996
<PAGE>
<TABLE>
<CAPTION>


                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                               SEPARATE ACCOUNT V
                             STATEMENT OF NET ASSETS
                                DECEMBER 31, 1995

ASSETS

INVESTMENTS AT NET ASSET VALUE:
   <S>                                                                             <C>   
    Variable Insurance Products Fund:
       Money Market Portfolio - 5,613,527.070 shares at
        $1.00 per share (cost $5,613,527)                                           $      5,613,527
       Equity-Income Portfolio - 652,438.732 shares at
        $19.27 per share (cost $9,667,592)                                                12,572,494
       Growth Portfolio - 702,196.341 shares at
        $29.20 per share (cost $14,143,041)                                               20,504,133
       High Income Portfolio - 358,988.159 shares at
        $12.05 per share (cost $3,703,023)                                                 4,325,807
       Overseas Portfolio - 438,914.420 shares at
        $17.05 per share (cost $6,616,181)                                                 7,483,491
    Variable Insurance Products Fund II:
       Asset Manager Portfolio - 1,221,448.421 shares at
        $15.79 per share (cost $16,521,707)                                               19,286,671
       Investment Grade Bond Portfolio - 171,189.054 shares at
        $12.48 per share (cost $2,013,214)                                                 2,136,439
       Contrafund Portfolio - 9,382.665 shares at
        $13.78 per share (cost $129,565)                                                     129,293
       Index 500 Portfolio - 61.274 shares at
        $75.71 per share (cost $4,403)                                                         4,639
       Asset Manager: Growth Portfolio - 1,153.239 shares at
        $11.78 per share (cost $14,071)                                                       13,585
    Alger American Fund:
       Small Capitalization Portfolio - 263,321.551 shares at
        $39.41 per share (cost $8,012,444)                                                10,377,502
       Growth Portfolio - 150,146.226 shares at
        $31.16 per share (cost $3,672,555)                                                 4,678,557
       Income and Growth Portfolio - 51,644.863 shares at
        $17.79 per share (cost $790,984)                                                     918,762
       Midcap Growth Portfolio - 138,005.038 shares at
        $19.44 per share (cost $2,229,077)                                                 2,682,818
       Balanced Portfolio - 32,000.820 shares at
        $13.64 per share (cost $391,329)                                                     436,491
       Leveraged Allcap Portfolio - 5,780.602 shares at
        $17.43 per share (cost $99,893)                                                      100,756
    Dreyfus Stock Index Fund:
       Stock Index Fund Portfolio - 127,452.178 shares at
        $17.20 per share (cost $1,880,387)                                                 2,192,178
    MFS Variable Insurance Trust:
       Emerging Growth Series Portfolio -10,355.688 shares at
        $11.41 per share (cost $119,796)                                                     118,158
       World Governments Series Portfolio - 1,555.043 shares at
        $10.17 per share (cost $16,700)                                                       15,815
       Utilities Series Portfolio - 1,475.513 shares at
        $12.57 per share (cost $19,793)                                                       18,547
                                                                                     ---------------

    NET ASSETS REPRESENTING EQUITY OF POLICYOWNERS                                  $     93,609,663
                                                                                     ===============


The accompanying notes are an integral part of these financial statements.

</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                               SEPARATE ACCOUNT V
                STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSET
                        FOR THE YEARS ENDED DECEMBER 31,




                                                           1995              1994                 1993
                                                       ------------     -------------        --------------
<S>                                                  <C>              <C>                  <C>    
INVESTMENT INCOME
  Dividend distributions received                     $   1,293,935    $     799,210        $      499,740
EXPENSE
  Charges to policyowners for assuming
  mortality and expense risk (Note B)                       723,000          465,706               260,944
                                                        -----------      -----------           -----------
     INVESTMENT INCOME - NET                                570,935          333,504               238,796
                                                        -----------      -----------           -----------

REALIZED AND UNREALIZED GAIN/(LOSS)
ON INVESTMENTS - NET
  Capital gain distributions received                       403,845        1,403,280               292,625
  Unrealized increase/(decrease)                         14,755,373       (2,469,056)            3,683,814
                                                        -----------      ------------           ----------
     NET GAIN/(LOSS) ON INVESTMENTS                      15,159,218       (1,065,776)            3,976,439
                                                        -----------      ------------           ----------

     NET (DECREASE)/INCREASE IN NET
     ASSETS RESULTING FROM OPERATIONS                    15,730,153         (732,272)            4,215,235

NET INCREASE IN NET ASSETS RESULTING
  FROM PREMIUM PAYMENTS AND OTHER
  OPERATING TRANSFERS (Note B)                           19,763,147        21,904,104           14,840,992
                                                        -----------       -----------          -----------

     TOTAL INCREASE IN NET ASSETS                        35,493,300        21,171,832           19,056,227

NET ASSETS
  Beginning of period                                    58,116,363        36,944,531           17,888,304
                                                        -----------       -----------          -----------
  End of period                                        $ 93,609,663      $ 58,116,363         $ 36,944,531
                                                        ===========       ===========          ===========





The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                               SEPARATE ACCOUNT V
                          NOTES TO FINANCIAL STATEMENTS
                                DECEMBER 31, 1995



A.   ORGANIZATION AND ACCOUNTING POLICIES:
     -------------------------------------

     Ameritas  Variable Life Insurance  Company Separate Account V (the Account)
     was established on August 28, 1985, under Nebraska law by Ameritas Variable
     Life Insurance Company (AVLIC), a wholly-owned  subsidiary of Ameritas Life
     Insurance  Corp.  (ALIC).  The assets of the  Account are  segregated  from
     AVLIC's  other assets and are used only to support  variable  life products
     issued by AVLIC.

     The Account is  registered  under the  Investment  Company Act of 1940,  as
     amended, as a unit investment trust. At December 31, 1995, there are twenty
     subaccounts  within the Account.  Five of the subaccounts  invest only in a
     corresponding Portfolio of Variable Insurance Products Fund and five invest
     only in a corresponding  Portfolio of Variable  Insurance Products Fund II.
     Both funds are diversified open-end management investment companies and are
     managed by Fidelity Management and Research Company. Six of the subaccounts
     invest only in a corresponding  Portfolio of Alger American Fund which is a
     diversified  open-end  management  investment company managed by Fred Alger
     Management,  Inc. One subaccount invests only in a corresponding  Portfolio
     of Dreyfus Stock Index Fund which is a non-diversified  open-end management
     investment  company  managed by Dreyfus Service  Corporation.  Three of the
     subaccounts  invest  only  in a  corresponding  Portfolio  of MFS  Variable
     Insurance  Trust  which is a  diversified  open-end  management  investment
     company managed by Massachusetts Financial Services Company. All five funds
     are registered under the Investment  Company Act of 1940, as amended.  Each
     Portfolio pays the manager a monthly fee for managing its  investments  and
     business  affairs.  The assets of the  Account are carried at the net asset
     value  of  the  underlying  Portfolios  of  the  Funds.  The  value  of the
     policyowners'  units  corresponds  to  the  Account's   investment  in  the
     underlying  subaccounts.  The  availability  of  investment  portfolio  and
     subaccount options may vary between products.

     AVLIC  currently  does not expect to incur any federal income tax liability
     attributable  to the Account with respect to the sale of the variable  life
     insurance  policies.  If, however,  AVLIC determines that it may incur such
     taxes  attributable  to the Account,  it may assess a charge for such taxes
     against the Account.

B.   POLICYHOLDER CHARGES:
     ---------------------

     AVLIC charges the Account for mortality and expense risks assumed.  A daily
     charge is made on the average  daily  value of the net assets  representing
     equity of policyowners  held in each subaccount per each product's  current
     policy provisions.  Additional charges are made at intervals and in amounts
     per each product's  current policy  provisions.  These charges are prorated
     against  the  balance  in  each  investment  option  of  the  policyholder,
     including the Fixed Account  option which is not reflected in this separate
     account.  The  withdrawal of these charges are included as other  operating
     transfers.
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                               SEPARATE ACCOUNT V
                          NOTES TO FINANCIAL STATEMENTS
                                DECEMBER 31, 1995


C.   INFORMATION BY FUND:
<TABLE>
<CAPTION>


                                                                 Variable Insurance Products Fund
                                  -------------------------------------------------------------------------------
                                       Money         Equity-                            High
                                       Market        Income            Growth          Income          Overseas
                                  --------------   ------------    -------------    ------------    ------------- 
<S>                             <C>              <C>             <C>              <C>             <C>         

Balance 12-31-94                 $    6,247,662   $  6,295,945    $  12,362,890    $   2,970,211   $   4,954,650
Distributed earnings                    330,031        558,647           71,777          214,996          39,788
Mortality risk charge                   (57,621)       (89,161)        (160,505)         (40,007)        (60,098)
Unrealized increase/(decrease)              ---      2,148,654        4,664,368          542,261         616,308
Net premium transferred                (906,545)     3,658,409        3,565,603          638,346       1,932,843
                                   -------------   ------------    -------------    -------------    ------------
Balance 12-31-95                 $    5,613,527   $ 12,572,494    $  20,504,133    $   4,325,807   $   7,483,491
                                   =============   ============    =============    =============    ============



                                                         Variable Insurance Products Fund  II
                                   ------------------------------------------------------------------------------
                                       Asset         Investment     Contrafund       Asset Mgr.:     Index 500
                                      Manager        Grade Bond         (1)          Growth (2)          (3)
                                   -------------   -------------   ------------   --------------    -------------
Balance 12-31-94                 $   16,158,059  $     907,159   $         ---   $           ---   $         ---
Distributed earnings                    346,679         34,269           1,284               564             ---
Mortality risk charge                  (164,848)       (13,893)           (119)              (25)             (7)
Unrealized increase/(decrease)        2,471,611        183,723            (273)             (486)            236
Net premium transferred                 475,170      1,025,181         128,401            13,532           4,410
                                   -------------    -----------    ------------    --------------    ------------
Balance 12-31-95                 $   19,286,671  $   2,136,439   $     129,293   $        13,585   $       4,639 
                                   =============    ===========    ============    ==============    ============





                                                                      Alger American Fund
                             ------------------------------------------------------------------------------------
                                  Small                       Income and      Midcap                   Leveraged
                             Capitalization       Growth        Growth        Growth      Balanced      Allcap(4)
                             ---------------   ------------   -----------   -----------  -----------  -----------
Balance 12-31-94            $    4,264,367    $  2,012,571   $   307,350   $   545,887  $   126,178  $       ---
Distributed earnings                   ---          34,885         5,186           142        3,039          ---
Mortality risk charge              (67,150)        (32,981)       (5,765)      (14,362)      (2,251)         (57)
Unrealized increase/(decrease)   2,184,006         924,176       146,805       430,138       45,544          863
Net premium transferred          3,996,279       1,739,906       465,186     1,721,013      263,981       99,950
                              -------------    ------------   -----------   -----------  -----------  -----------
Balance 12-31-95            $   10,377,502    $  4,678,557   $   918,762   $ 2,682,818  $   436,491  $   100,756
                              =============    ============   ===========   ===========  ===========  ===========





                                       MFS Variable Insurance Trust              Dreyfus
                             ----------------------------------------------   -------------
                               Emerging        World (6)        Utilities         Stock
                               Growth(5)      Governments           (7)         Index Fund              TOTAL
                             -------------  ---------------   -------------   -------------       ---------------
Balance 12-31-94            $         ---  $           ---   $         ---  $      963,434       $   58,116,363
Distributed earnings                2,634            1,440           1,745          50,674            1,697,780 
Mortality risk charge                (118)             (37)            (10)        (13,985)            (723,000)
Unrealized increase/(decrease)     (1,638)            (885)         (1,246)        401,208           14,755,373
Net premium transferred           117,280           15,297          18,058         790,847           19,763,147
                             -------------   --------------    ------------     -----------       ---------------
Balance 12-31-95            $     118,158  $        15,815   $      18,547    $  2,192,178       $   93,609,663 
                             =============   ==============    ============     ===========       ===============



   (1) Commenced business 09/05/95.                      (5) Commenced business 09/12/95.
   (2) Commenced business 09/13/95.                      (6) Commenced business 09/13/95.
   (3) Commenced business 10/17/95.                      (7) Commenced business 10/18/95.
   (4) Commenced business 09/13/95.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                     AMERITAS VARIABLE LIFE INSURANCE COMPANY
                                                SEPARATE ACCOUNT V
                                           NOTES TO FINANCIAL STATEMENTS
                                                 DECEMBER 31, 1995

C. INFORMATION BY FUND:

                                                             Alger American Fund
                                 --------------------------------------------------------------------------------     
                                      Small                           Income          Midcap
                                 Capitalization      Growth         and Growth        Growth           Balanced
                                 ---------------  -------------   --------------   --------------   -------------
<S>                            <C>              <C>             <C>              <C>              <C>    
Balance 12-31-93                $     2,431,108  $     513,578   $      155,544   $      91,469   $      12,416 
Distributed earnings                    197,447         56,309           12,250             805           1,173
Mortality risk charge                   (28,810)       (10,955)          (2,338)         (2,777)           (667)
Unrealized increase/(decrease)         (212,648)        11,388          (27,043)         15,802            (793)
Net premium transferred               1,877,270      1,442,251          168,937         440,588         114,049
                                 ---------------  -------------   --------------   -------------    -------------
Balance 12-31-94                $     4,264,367  $   2,012,571   $      307,350   $     545,887    $    126,178
                                 ===============  =============   ==============   =============    =============





                                                        Variable Insurance Products Fund
                                 --------------------------------------------------------------------------------
                                      Money          Equity-                            High
                                      Market         Income           Growth           Income          Overseas
                                 ---------------  -------------    -------------    -------------   ------------- 
Balance 12-31-93                $     3,302,391  $   4,081,214    $   8,666,232    $   2,112,409    $  2,627,460
Distributed earnings                    227,947        343,291          540,322          192,676          16,253
Mortality risk charge                   (53,086)       (50,692)         (97,597)         (24,422)        (41,486)
Unrealized increase/(decrease)              ---        (10,817)        (430,322)        (216,500)        (57,561)
Net premium transferred               2,770,410      1,932,949        3,684,255          906,048       2,409,984
                                  -------------   ------------     ------------     ------------     ------------
Balance 12-31-94                $     6,247,662  $   6,295,945     $ 12,362,890    $   2,970,211    $  4,954,650
                                  =============   ============      ===========     ============     ============




                                       Variable Insurance
                                        Products Fund II            Dreyfus
                                 -----------------------------   -------------
                                     Asset         Investment        Stock
                                     Manager       Grade Bond     Index Fund                            TOTAL
                                 --------------   ------------   -------------                      -------------  
Balance 12-31-93                $   11,412,386   $ 1,069,216    $    469,108                       $  36,944,531
Distributed earnings                   589,342         2,944          21,731                           2,202,490
Mortality risk charge                (133,984)       (12,468)         (6,424)                           (465,706)
Unrealized increase/(decrease)     (1,465,271)       (53,875)        (21,416)                         (2,469,056)
Net premium transferred             5,755,586        (98,658)        500,435                          21,904,104
                                 -------------    -------------   ------------                      -------------
Balance 12-31-94                $  16,158,059    $   907,159    $    963,434                       $  58,116,363
                                 =============    =============   ============                      =============

</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                     AMERITAS VARIABLE LIFE INSURANCE COMPANY
                                                SEPARATE ACCOUNT V
                                           NOTES TO FINANCIAL STATEMENTS
                                                 DECEMBER 31, 1995

C. INFORMATION BY FUND:
                                                             Alger American Fund
                                 --------------------------------------------------------------------------------     
                                      Small                           Income          Midcap
                                 Capitalization      Growth         and Growth        Growth (1)     Balanced (2)
                                 ---------------  -------------   --------------   --------------   -------------
<S>                            <C>              <C>             <C>              <C>              <C>    
Balance 12-31-92                $       596,677  $      56,046   $       37,708   $          ---   $         ---
Distributed earnings                        ---            189              218              922             ---
Mortality risk charge                   (12,717)        (2,485)            (775)            (191)            (42)
Unrealized increase/(decrease)          298,611         64,901            6,462            7,801             411
Net premium transferred               1,548,537        394,927          111,931           82,937          12,047
                                 ---------------  -------------    -------------   --------------    ------------
Balance 12-31-93                $     2,431,108  $     513,578   $      155,544  $        91,469    $     12,416
                                 ===============  =============    =============   ==============    ============




                                                        Variable Insurance Products Fund
                                 --------------------------------------------------------------------------------
                                      Money          Equity-                            High
                                      Market         Income           Growth           Income          Overseas
                                 ---------------  -------------    -------------    -------------   ------------- 
Balance 12-31-92                $    2,600,260   $   2,476,762    $   5,152,469    $     857,133    $    586,673
Distributed earnings                    84,138          89,586          125,620           82,061          15,219
Mortality risk charge                  (26,767)        (33,306)         (67,253)         (17,034)        (13,317)
Unrealized increase/(decrease)             ---         430,027        1,063,056          215,584         333,367
Net premium transferred                644,760       1,118,145        2,392,340          974,665       1,705,518
                                 --------------  --------------     ------------      -----------     -----------
Balance 12-31-93                $    3,302,391  $    4,081,214    $   8,666,232     $  2,112,409    $  2,627,460
                                 ==============  ==============     ============      ===========     ===========




                                       Variable Insurance
                                        Products Fund II            Dreyfus
                                 -----------------------------   -------------
                                     Asset         Investment        Stock
                                     Manager       Grade Bond     Index Fund                            TOTAL
                                 --------------   ------------   -------------                      -------------  
Balance 12-31-92                $   4,852,263    $    510,803   $    161,510                       $  17,888,304
Distributed earnings                  237,544          60,677         96,191                             792,365
Mortality risk charge                 (74,672)         (9,236)        (3,149)                           (260,944)
Unrealized increase/(decrease)      1,317,267          15,527        (69,200)                          3,683,814
Net premium transferred             5,079,984         491,445        283,756                          14,840,992
                                 -------------    ------------    ------------                      -------------
Balance 12-31-93                $  11,412,386   $   1,069,216   $    469,108                      $   36,944,531
                                 =============    ============    ============                      =============





   (1) Commenced business 06/17/93.
   (2) Commenced business 06/28/93.

</TABLE>
<PAGE>
                          Independent Auditors' Report



Board of Directors
Ameritas Variable Life
  Insurance Company
Lincoln, Nebraska



   We have audited the  accompanying  balance  sheets of Ameritas  Variable Life
Insurance  Company as of December 31, 1995 and 1994, and the related  statements
of operations,  changes in  stockholder's  equity and cash flows for each of the
three years in the period ended December 31, 1995.  These  financial  statements
are the  responsibility of the Company's  management.  Our  responsibility is to
express an opinion on these financial statements based on our audits.

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

    In our opinion,  such financial  statements  present fairly, in all material
respects,  the financial position of Ameritas Variable Life Insurance Company as
of December 31, 1995 and 1994,  and the results of its  operations  and its cash
flows for each of the three years in the period  ended  December  31,  1995,  in
conformity with statutory  accounting  principles which are considered generally
accepted  accounting  principles for mutual life  insurance  companies and their
insurance subsidiaries.

As discussed in Note A to the financial statements, effective December 31, 1995,
the Company changed a reserving practice.

DELOITTE & TOUCHE LLP


Lincoln, Nebraska
February 1, 1996
<PAGE>
<TABLE>
<CAPTION>
                                     AMERITAS VARIABLE LIFE INSURANCE COMPANY

                                                  BALANCE SHEETS
                                           (in thousands, except shares)


                                                                                           December 31,
                                                                                    ---------------------------                
                                                                                        1995           1994
                                                                                    ------------   ------------
                       ASSETS
   <S>                                                                             <C>           <C>
    Investments:
       Bonds, at amortized cost ( fair value of $40,344
          and $34,021) (Note C)                                                     $    38,753   $     34,607
       Short-term investments                                                             4,289          7,714
       Loans on life insurance policies                                                   2,639          1,597
                                                                                    -------------  -------------

          Total investments                                                              45,681         43,918

    Cash                                                                                  1,371            431
    Accrued investment income                                                               790            774
    Reinsurance recoverable - affiliates  (Note E)                                           57            467
    Other assets                                                                             76            129
    Separate Accounts  (Note F)                                                         682,482        462,886
                                                                                    -------------   ------------

                                                                                   $    730,457   $    508,605
                                                                                    =============   ============


LIABILITIES AND STOCKHOLDER'S EQUITY

    LIABILITIES:

    Life and annuity reserves                                                      $     28,740   $     30,578
    Funds left on deposit with the company                                                   87            142
    Interest maintenance reserve                                                             41             36
    Accounts payables - affiliates  (Note E)                                              1,926            884
    Income tax payable-affiliates                                                         1,221             36
    Accrued professional fees                                                                20             11
    Sundry current liabilities -
          Cash with applications                                                          1,305            562
          Other                                                                             662            692
    Valuation reserve                                                                       193            163
    Separate Accounts  (Note F)                                                         682,482        462,886
                                                                                    -------------    -----------
                                                                                        716,677        495,990
                                                                                    -------------    ----------- 


   STOCKHOLDER'S EQUITY:

    Common stock, par value $100 per share;                                               4,000          4,000
       authorized 50,000 shares, issued and
       outstanding 40,000 shares
    Additional paid-in capital                                                           29,700         29,700
    Deficit                                                                             (19,920)       (21,085)
                                                                                    -------------    -----------

                                                                                         13,780         12,615
                                                                                    -------------    -----------

                                                                                   $    730,457    $   508,605
                                                                                     ============    ===========




The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                            STATEMENTS OF OPERATIONS
                                 (in thousands)





                                                                           Year Ended December 31,
                                                           --------------------------------------------------------  
                                                                1995                 1994                 1993

                                                           --------------       ---------------     ---------------
<S>                                                      <C>                <C>                 <C>
INCOME:
    Premium income                                        $    158,436       $      174,085      $      155,166
    Less reinsurance:  (Note E)
       Yearly renewable term                                    (5,110)              (1,333)               (843)
                                                          --------------       ---------------     ---------------
       Net premium income                                      153,326              172,752             154,323
    Miscellaneous insurance income                               4,482                1,398                 459
    Net investment income (Note D)                               3,507                3,050               2,897
                                                           --------------       ---------------     ---------------

                                                               161,315              177,200             157,679
                                                           --------------       ---------------     ---------------

EXPENSES:

    Increase (decrease) in reserves                               (296)                (637)              1,717
    Benefits to policyowners                                    31,094               19,012               8,128
    Commissions                                                 14,813               15,799              13,080
    General insurance expenses (Note E)                          6,641                6,403               4,216
    Taxes, licenses and fees                                     1,275                1,183                 829
    Net premium transferred to
    Separate Accounts (Note F)                                 106,053              139,974             136,451
                                                            -------------       ---------------     ---------------

                                                               159,580              181,734             164,421
                                                            -------------       ---------------     ---------------
Income(loss) before income taxes
    and realized capital gains                                   1,735               (4,534)             (6,742)


Income taxes (benefit)-current                                   1,752                 (611)             (1,501)
                                                           --------------       ---------------     ---------------

(Loss) before realized capital gains                               (17)              (3,923)             (5,241)

Realized capital  gains(losses) (net of tax 
  of $12, $11 and $19 and $18, $12 and
  $32 transfers to interest maintenance
  reserve for 1995, 1994 and 1993,
  respectively)                                                     (2)                  (2)                  1
                                                           --------------       ---------------     ---------------

Net (loss)                                               $         (19)       $      (3,925)      $      (5,240)
                                                           ==============       ===============     ===============







The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                  STATEMENTS OF CHANGES IN STOCKHOLDER'S EQUITY

              FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
                          (in thousands, except shares)



                                                                      Additional
                                              Common Stock             Paid in
                                         Shares         Amount         Capital        Deficit          Total
                                      ------------    -----------   -------------   ------------   -------------
<S>                                       <C>       <C>           <C>             <C>            <C>    

BALANCE, January 1, 1993                   40,000    $     4,000   $      18,200   $   (11,793)   $     10,407

    Transfer to valuation reserve               -              -               -           (62)            (62)

    Capital contribution from
       Ameritas Life Insurance Corp.            -              -           5,500             -           5,500

    Net (loss)                                  -              -               -        (5,240)         (5,240)
                                      ------------    -----------   -------------   ------------    ------------

BALANCE, December 31, 1993                 40,000          4,000          23,700       (17,095)         10,605

    Increase in non-admitted assets                                                         (2)             (2)

    Transfer to valuation reserve               -              -               -           (63)            (63)

    Capital contribution from
       Ameritas Life Insurance Corp.            -              -           6,000              -          6,000

    Net (loss)                                  -              -               -        (3,925)         (3,925)
                                      ------------   ------------   -------------   ------------    ------------

BALANCE, December 31, 1994                 40,000          4,000          29,700       (21,085)         12,615

    Decrease in non-admitted assets             -              -               -             5               5

    Transfer to valuation reserve               -              -               -           (30)            (30)

    Release of reserves (Note A)                -              -               -         1,618           1,618

    Settlement/intercompany taxes               -              -               -          (409)           (409)

    Net (loss)                                  -              -               -           (19)            (19)
                                      -----------     -----------   -------------   ------------    ------------
BALANCE, December 31, 1995                 40,000    $     4,000   $      29,700   $    (19,920)   $     13,780
                                      ===========     ===========   =============   ============    ============






The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                     AMERITAS VARIABLE LIFE INSURANCE COMPANY

                                             STATEMENTS OF CASH FLOWS
                                                  (in thousands)




                                                                          Year Ended December 31,
                                                          ---------------------------------------------------------
                                                               1995                 1994                1993
                                                          --------------       ---------------    -----------------
<S>                                                     <C>                  <C>                <C> 
OPERATING ACTIVITIES:
    Net premium income received                          $     153,867        $      172,701     $        154,408
    Miscellaneous insurance income                               4,201                 1,398                  459
    Net investment income received                               3,405                 2,899                2,848
    Net premium transferred to Separate Accounts              (105,654)             (140,161)            (136,451)
    Benefits paid to policyowners                              (31,200)              (18,944)              (8,207)
    Commissions                                                (12,343)              (15,799)             (13,080)
    Expenses and taxes                                         (10,664)               (7,547)              (4,939)
    Net increase in policy loans                                (1,041)                 (576)                (592)
    Income taxes                                                  (987)                  527                1,630
    Other operating income and disbursements                     1,978                (2,222)                 270
                                                          --------------       ---------------    -----------------

    Net cash provided by (used in) operating activities          1,562                (7,724)              (3,654)
                                                          --------------       ---------------    -----------------

INVESTING ACTIVITIES:
    Maturity of bonds                                            3,713                 5,108                8,266
    Purchase of investments                                     (7,760)              (15,673)              (1,460)
                                                          --------------       ---------------    -----------------

Net cash (used in) provided by investing activities             (4,047)              (10,565)               6,806
                                                          --------------       ---------------    -----------------

FINANCING ACTIVITIES:
    Capital contribution                                             -                 6,000                5,500
                                                          --------------       ---------------    -----------------

NET (DECREASE) INCREASE IN CASH AND
    SHORT TERM INVESTMENTS                                      (2,485)              (12,289)               8,652

CASH AND SHORT TERM INVESTMENTS -
    BEGINNING OF PERIOD                                          8,145                20,434               11,782
                                                          --------------       ---------------    -----------------

CASH AND SHORT TERM INVESTMENTS -
    END OF PERIOD                                       $        5,660        $        8,145     $         20,434
                                                          ==============       ===============    =================







The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                          NOTES TO FINANCIAL STATEMENTS

              FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
                                 (in thousands)



A.  BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
    ---------------------------------------------------------------------

    Ameritas  Variable  Life  Insurance  Company  (the  Company),  a stock  life
    insurance  company  domiciled  in the State of Nebraska,  is a  wholly-owned
    subsidiary of Ameritas Life Insurance  Corp.(ALIC),  a mutual life insurance
    company.  The Company  began issuing  variable  life  insurance and variable
    annuity  policies in 1987. The variable life and variable  annuity  policies
    are not participating with respect to dividends.

    The accompanying  financial statements have been prepared in accordance with
    life insurance  accounting  practices prescribed by the Insurance Department
    of the State of  Nebraska.  While  appropriate  for  mutual  life  insurance
    companies,  such  accounting  practices  differ  in  certain  respects  from
    generally  accepted   accounting   principles  followed  by  other  business
    enterprises.  The Financial Accounting Standards Board (FASB) has undertaken
    consideration  of changing  those methods  constituting  generally  accepted
    accounting  principles  applicable to mutual life  insurance  companies.  In
    accordance  with  pronouncements  issued  by the  FASB  in  1993  and  1994,
    financial statements prepared on the basis of statutory accounting practices
    will no longer  be  described  as  prepared  in  conformity  with  generally
    accepted accounting principles for fiscal years beginning after December 15,
    1995.

    USE OF ESTIMATES - The  preparation  of financial  statements  in conformity
    with generally accepted  accounting  principles  requires management to make
    estimates  and  assumptions  that affect the reported  amounts of assets and
    liabilities and disclosure of contingent  assets and liabilities at the date
    of the  financial  statements  and the  reported  amounts  of  revenues  and
    expenses during the reporting period. Actual results could differ from those
    estimates.

    The principal accounting and reporting practices followed are:

    INVESTMENTS - Bonds and short-term  investments earning interest are carried
    at amortized cost which, for short-term  investments,  approximates  market.
    Separate account assets are carried at market. Realized gains and losses are
    determined on the basis of specific identification.

    ACQUISITION COSTS - Commissions,  reinsurance ceded allowances, underwriting
    and  other  costs  of  issuing  new  policies  as  well as  maintenance  and
    settlement costs are reported as costs of insurance operations in the period
    incurred.

    PREMIUMS - Premiums are reported as income when  collected  over the premium
    paying periods of the policies. Premium income consists of:
<TABLE>
<CAPTION>
                                         Year Ended December 31,
                           --------------------------------------------------                                                     
                                1995              1994               1993   
                           --------------    --------------    --------------
                         <S>               <C>               <C>
         Life             $      32,020     $      31,980     $       20,591
         Annuity                126,416           142,105            134,575
                           --------------    --------------    --------------
                          $     158,436     $     174,085     $      155,166
                           ==============    ==============    ==============
</TABLE>
    POLICY RESERVES - Generally, reserves for variable life and annuity policies
    are established and maintained on the basis of each policyholder's  interest
    in the account  values of Separate  Accounts V and VA-2.  However,  reserves
    established for certain annuity  products are determined on the basis of the
    Commissioner's  Annuity Reserve  Valuation  Method (CARVM)  reserving method
    which  approximates   surrender  values.  The  account  values  are  net  of
    applicable  cost  of  insurance  and  other  expense  charges.  The  cost of
    insurance  has been  developed  by actuarial  methods.  The Company uses the
    mortality  rates from the  Commissioners  1980 Standard  Ordinary Smoker and
    Non- Smoker,  Male and Female Mortality  Tables in computing  minimum values
    and  reserves.  Policy  reserves  are also  provided for amounts held in the
    general accounts  consistent with requirements of the Nebraska Department of
    Insurance.
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
 
                          NOTES TO FINANCIAL STATEMENTS

              FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
                                 (in thousands)




A.  BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: 
    ---------------------------------------------------------------------
    (Continued)
    -----------

    INTEREST   MAINTENANCE  RESERVE  -  The  interest   maintenance  reserve  is
    calculated  based on the  prescribed  methods  developed  by the NAIC.  This
    reserve  is used to  accumulate  realized  gains and losses  resulting  from
    interest  rate changes on fixed income  investments.  These gains and losses
    are then  amortized  into  investment  income  over what would have been the
    remaining years to maturity of the underlying investment.

    VALUATION  RESERVE -  Valuation  reserves  are a required  appropriation  of
    Stockholder's  Equity  to  provide  for  possible  losses  that may occur on
    certain investments held by the Company.  The appropriation (Asset Valuation
    Reserve) is based on the holdings of bonds, stocks,  mortgages,  real estate
    and short-term investments.  Realized and unrealized gains and losses, other
    than those resulting from interest rate changes, are added or charged to the
    reserve (subject to certain maximums).

    INCOME TAXES - The Company  files a  consolidated  life/non-life  tax return
    with Ameritas Life Insurance Corp. and its subsidiaries.  An agreement among
    the  members  of  the  consolidated   group  provides  for  distribution  of
    consolidated tax results as if filed on a separate return basis. The current
    income tax expense or benefit (including effects of capital gains and losses
    and  net  operating   losses)  is  apportioned   generally  on  a  sub-group
    (life/non-life) basis. As a result of differences in accounting between book
    and tax purposes for certain items, primarily deferred acquisition costs and
    certain  reserve  calculations,  taxes  are  provided  in  excess of the 35%
    statutory corporate rate.

    CHANGE IN ACCOUNTING - Effective  December 31, 1995 the Company released the
    voluntary  mortality  fluctuation  reserve through a credit to stockholder's
    equity. The increase in reserve included in the statements of operations for
    the years ended 1995, 1994 and 1993 were $659, $421 and $135, respectively.


B.  FINANCIAL INSTRUMENTS:
    ----------------------

    The following  methods and assumptions  were used to estimate the fair value
    of each  class  of  financial  instrument  for  which it is  practicable  to
    estimate a value:

    Bonds
    For  publicly  traded   securities,   fair  value  is  determined  using  an
    independent  pricing source. For securities without a readily  ascertainable
    fair value,  fair value has been  determined  using an interest  rate spread
    matrix based upon quality, weighted average maturity, and Treasury yields.

    Short-term Investments
    The carrying amount approximates fair value because of the short maturity of
    these instruments.

    Loans on Life Insurance Policies
    Fair  values for  policy  loans are  estimated  using  discounted  cash flow
    analyses at interest rates currently offered for similar loans. Policy loans
    with   similar   characteristics   are   aggregated   for  purposes  of  the
    calculations.

    Cash
    The carrying amounts reported in the balance sheet equals fair value.

    Accrued Investment Income
    Fair value on accrued investment income equals book value.

    Funds left on Deposit
    Funds on  deposit  which do not have  fixed  maturities  are  carried at the
    amount payable on demand at the reporting date.
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                          NOTES TO FINANCIAL STATEMENTS

              FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
                                 (in thousands)



B.  FINANCIAL INSTRUMENTS: (Continued)
    ----------------------------------

    The  estimated  fair  values,  as of  December  31,  1995 and  1994,  of the
    Company's financial instruments are as follows:
<TABLE>
<CAPTION>


                                                             1995                                 1994
                                                ---------------------------------   --------------------------------
                                                    Carrying            Fair           Carrying           Fair
                                                     Amount             Value           Amount            Value
                                                ---------------    --------------   ---------------  ---------------
 <S>                                          <C>                <C>               <C>             <C>   
  Financial Assets:
    Bonds                                      $      38,753      $      40,344     $     34,607    $     34,021
    Short-term investments                             4,289              4,289            7,714           7,714
    Loans on life insurance policies                   2,639              2,346            1,597           1,190
    Cash                                               1,371              1,371              431             431
    Accrued investment income                            790                790              774             774

  Financial Liabilities:
    Funds left on deposit                                 87                 87              142             142

       These fair values do not necessarily  represent the value for which the financial instrument could be sold.
</TABLE>

C. BONDS:
   ------
    The table below provides  additional  information  relating to bonds held by
    the Company as of December 31, 1995:
<TABLE>
<CAPTION>

                                                                                   Gross           Gross
                                                  Amortized          Fair        Unrealized      Unrealized     Carrying
                                                    Cost             Value         Gains           Losses         Value
                                                --------------   -------------  ------------   -------------  -------------
   <S>                                        <C>              <C>            <C>            <C>            <C>
    LONG TERM BONDS:
    Corporate-U.S.                             $      20,667    $     21,597   $       930    $         -    $     20,667
    Mortgage-Backed                                    3,628           3,742           114              -           3,628
    U.S. Treasury securities and
    obligations of U.S. government
    corporations and agencies                         14,458          15,005           551              4          14,458
                                                --------------   -------------  ------------   -------------   ------------ 
                                               $      38,753    $     40,344   $       1,595            4     $    38,753
                                                ==============   =============  ============   =============   ============


</TABLE>


    The comparative data as of December 31, 1994 is summarized as follows:

<TABLE>
<CAPTION>
                                                                                   Gross           Gross
                                                  Amortized          Fair        Unrealized      Unrealized     Carrying
                                                    Cost             Value         Gains           Losses         Value
                                                --------------   -------------  ------------   -------------  -------------
   <S>                                        <C>              <C>            <C>            <C>            <C>
    LONG TERM BONDS:
    Corporate-U.S.                             $      19,634    $     19,396   $       160    $       398    $     19,634
    Corporate-Foreign                                  1,000           1,008             8              -           1,000
    Mortgage-Backed                                    1,149           1,184            35              -           1,149
    U.S. Treasury securities and
    obligations of U.S. government
    corporations and agencies                         12,824          12,433            47            438          12,824
                                                --------------   -------------  ------------   -------------  ------------- 
                                               $      34,607    $     34,021   $       250    $       836    $     34,607
                                                ==============   =============  ============   =============  =============

</TABLE>
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                          NOTES TO FINANCIAL STATEMENTS

              FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
                                 (in thousands)



C. BONDS: (Continued)
   ------------------

    The  carrying  value  and  fair  value  of bonds  at  December  31,  1995 by
contractual maturity are shown below:
<TABLE>
<CAPTION>
                                                    Fair            Carrying
                                                    Value            Value
                                              ---------------   ----------------           
   <S>                                      <C>               <C> 
    Due in one year or less                  $      10,731     $       10,429
    Due after one year through five years           25,368             24,200
    Due after five years through ten years             503                496
    Due after ten years                                  -                  -
    Mortgage-Backed Securities                       3,742              3,628
                                              ---------------   ----------------
                                             $      40,344     $       38,753
                                              ===============   ================


    Investments in securities of one issuer other than United States  Government
    and  United   States   Government   Agencies   which  exceed  10%  of  total
    stockholder's equity as of December 31, 1995 are as follows:
</TABLE>


<TABLE>
<CAPTION>

    Included in Bonds:                                 Carrying
                 ISSUER                                  Value
                 ------                             --------------     
   <S>                                           <C>    

   Leggett & Platt Inc Medium Term Notes           $       1,500
    Sears, Roebuck & Co                                    1,499

       Included in Short-Term Investments:
                 ISSUER
                 ------    
    GTE Northwest Inc Discount Note                $       1,500
    Goldman Sachs Money Market Treasury Obligations        1,539


    Investments in securities of one issuer other than United States  Government
    and  United   States   Government   Agencies   which  exceed  10%  of  total
    stockholder's equity as of December 31, 1994 are as follows:

    Included in Bonds:                                  Carrying
                 ISSUER                                   Value
                 ------                               ------------- 
    Leggett & Platt Inc Medium Term Notes          $       1,500
    Sears, Roebuck & Co                                    1,499

     Included in Short-Term Investments:
 
                 ISSUER
                 ------
    GTE Northwest Inc Discount Note                $       1,397
    Potomac Electric Power Co Disc Note                    1,499
    AT&T Corp Disc Note                                    1,299
    Cargill Inc Disc Note                                  1,496

At December 31, 1995, the Company had  securities  with a market value of $3,356
on deposit with various State Insurance Departments.
</TABLE>
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                          NOTES TO FINANCIAL STATEMENTS

              FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
                                 (in thousands)



D. INVESTMENT INCOME:
   ------------------

   Net investment  income for the years ended December 31, 1995,  1994 and 1993
   is comprised as follows:
<TABLE>
<CAPTION>

                                                                            Year Ended December 31,
                                                               --------------------------------------------------  
                                                                    1995              1994             1993
                                                               ---------------  ---------------  ----------------
   <S>                                                       <C>              <C>              <C>
    Bonds                                                     $      2,819     $     2,410      $        2,384
    Short-term investments                                             597             609                 529
    IMR amortization                                                    15               5                   1
    Loans on life insurance policies                                   128              82                  39
                                                               ---------------  ----------------  ---------------
                               Gross investment income               3,559           3,106               2,953
    Less investment expenses                                            52              56                  56
                                                               ---------------  ----------------  ---------------

                               Net investment income          $      3,507     $     3,050       $       2,897
                                                               ===============  ================  ===============

</TABLE>



E.  RELATED PARTY TRANSACTIONS:
    ---------------------------

    Ameritas  Life  Insurance  Corp.  provides  technical,  financial  and legal
    support to the Company under an administrative  service agreement.  The cost
    of these services to the Company for years ended December 31, 1995, 1994 and
    1993 was $4,858,  $4,029 and $1,915,  respectively.  The Company also leases
    office space and furniture and equipment from Ameritas Life Insurance  Corp.
    The cost of these  leases to the Company for the years  ended  December  31,
    1995, 1994 and 1993 was $37, $40 and $54, respectively.

    Under the terms of an investment advisory  agreement,  the Company paid $44,
    $43 and $44 for the years ended December 31, 1995, 1994 and 1993 to Ameritas
    Investment  Advisors Inc., an indirect  wholly-owned  subsidiary of Ameritas
    Life Insurance Corp.

    The Company  entered into a reinsurance  agreement  (yearly  renewable term)
    with Ameritas  Life  Insurance  Corp.  Under this  agreement,  Ameritas Life
    Insurance  Corp.  assumes life insurance risk in excess of the Company's $50
    retention limit. The Company recorded $5,085 of gross  reinsurance  premiums
    for the year ended  December  31,  1995  which  includes  reinsurance  ceded
    commission  allowances of $2,805 resulting in net reinsurance ceded premiums
    of $2,280. In 1994 and 1993 the Company reported  reinsurance ceded premiums
    net of reinsurance ceded commission allowances.  The Company paid $1,333 and
    $843 of net  reinsurance  premiums for the years ended December 31, 1994 and
    1993, respectively.

    The Company  has  entered  into a guarantee  agreement  with  Ameritas  Life
    Insurance Corp., whereby, Ameritas Life Insurance Corp. guarantees the full,
    complete  and  absolute  performance  of all duties and  obligations  of the
    Company.

    The Company's products are distributed through Ameritas Investment Corp., an
    indirect  wholly-owned  subsidiary  of Ameritas  Life  Insurance  Corp.  The
    Company  received $192,  $272 and $23 for the years ended December 31, 1995,
    1994 and 1993,  respectively,  from this  affiliate to partially  defray the
    costs of  materials  and  prospectuses.  Policies  placed by this  affiliate
    generated  commission expense of $14,028,  $15,223 and $12,621 for the years
    ended December 31, 1995, 1994 and 1993, respectively.
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                          NOTES TO FINANCIAL STATEMENTS

              FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
                                 (in thousands)



F.  SEPARATE ACCOUNTS:
    ------------------

    The  Company is  currently  marketing  variable  life and  variable  annuity
    products  which have  separate  accounts as an investment  option.  Separate
    Account V (Account V) was formed to receive and invest premium receipts from
    variable life insurance  policies  issued by the Company.  Separate  Account
    VA-2 (Account VA-2) was formed to receive and invest  premium  receipts from
    variable annuity policies issued by the Company.  Both Separate Accounts are
    registered  under the  Investment  Company Act of 1940, as amended,  as unit
    investment  trusts.   Account  V  and  VA-2's  assets  and  liabilities  are
    segregated from the other assets and liabilities of the Company.

    Amounts in the Separate Accounts are:

          
                                                 December 31,
                                         --------------------------- 
                                             1995           1994
                                         ------------   ------------
    Separate Account V                  $     93,610   $     58,117
    Separate Account VA-2                    588,872        404,769
                                         ------------   ------------
                                        $    682,482   $    462,886
                                         ============   ============



    The assets of Account V are  invested  in shares of the  Variable  Insurance
    Products Fund, the Variable Insurance Products Fund II, Alger American Fund,
    Dreyfus  Stock Index Fund and MFS  Variable  Insurance  Trust.  Each fund is
    registered  with the SEC  under  the  Investment  Company  Act of  1940,  as
    amended, as an open-end diversified management investment company.

    The Variable  Insurance  Products Fund and the Variable  Insurance  Products
    Fund II are managed by Fidelity  Management and Research  Company.  Variable
    Insurance Products Fund has five portfolios: the Money Market Portfolio, the
    High Income Portfolio, the Equity Income Portfolio, the Growth Portfolio and
    the Overseas Portfolio.  The Variable Insurance Fund II has five portfolios:
    the Investment  Grade Bond Portfolio,  Asset Manager  Portfolio,  Contrafund
    Portfolio  (effective  August 25,  1995),  Asset Manager  Growth  Portfolio 
    (effective September  15, 1995) and the Index 500 Portfolio  (September  21,
    1995). The Alger American Fund is managed by Fred Alger Management, Inc. and
    has six  portfolios:  Income  and  Growth  Portfolio,  Small  Capitalization
    Portfolio,  Growth  Portfolio,  MidCap Growth Portfolio  (effective June 17,
    1993), Balanced Portfolio (effective June 28, 1993) and the Leveraged Allcap
    Portfolio  (effective  August 30,  1995).  The  Dreyfus  Stock Index Fund is
    managed by Wells Fargo  Nikko  Investment  Advisors  and has the Stock Index
    Fund Portfolio. The MFS Variable Insurance Trust is managed by Massachusetts
    Financial  Services  Company.  The MFS  Variable  Insurance  Trust has three
    portfolios: the Emerging Growth Portfolio (effective August 25, 1995), World
    Governments   Portfolio  (effective  August  24,  1995)  and  the  Utilities
    Portfolio (effective September 18, 1995).

    Separate Account VA-2 allows investment in the Variable  Insurance  Products
    Fund,  Variable  Insurance  Products Fund II, Alger American  Fund,  Dreyfus
    Stock  Index  Fund  and the MFS  Variable  Insurance  Trust  with  the  same
    portfolios as described above.
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                          NOTES TO FINANCIAL STATEMENTS

              FOR THE YEARS ENDED DECEMBER 31, 1995, 1994, AND 1993
                                 (in thousands)




G.  BENEFIT PLANS:
    --------------

    The Company is included in the noncontributory  defined-benefit pension plan
    that covers substantially all full-time employees of Ameritas Life Insurance
    Corp. and its  subsidiaries.  Pension costs include  current  service costs,
    which are accrued and funded on a current  basis,  and past  service  costs,
    which are amortized over the average remaining service life of all employees
    on the  adoption  date.  The  assets  and  liabilities  of this plan are not
    segregated.  The  Company  had no full time  employees  during  1995.  Total
    Company  contributions  for the years ended  December 31, 1994 and 1993 were
    $47 and $51, respectively.

    The Company's  employees also participate in a defined  contribution  thrift
    plan that covers  substantially  all  full-time  employees of Ameritas  Life
    Insurance Corp. and its subsidiaries.  Company matching  contributions under
    the plan range from 1% to 3% of the participant's compensation.  The Company
    had no full time employees during 1995. Total Company  contributions for the
    years ended December 31, 1994 and 1993 were $20 and $22, respectively.

    The Company is also included in the  postretirement  benefit plan  providing
    group medical coverage to retired employees of Ameritas Life Insurance Corp.
    and its subsidiaries.  These benefits are a specified  percentage of premium
    until age 65 and a flat dollar amount thereafter.  Employees become eligible
    for these  benefits  upon the  attainment of age 55, 15 years of service and
    participation  in the plan for the  immediately  preceding 5 years.  Benefit
    costs  include  the  expected  cost of  postretirement  benefits  for  newly
    eligible  employees,  interest  cost,  and gains  and  losses  arising  from
    differences between actuarial assumptions and actual experience.  The assets
    and  liabilities  of this plan are not  segregated.  The Company had no full
    time employees during 1995. Total Company  contributions for the years ended
    December 31, 1994 and 1993 were $7 and $2, respectively.

    Expenses  for the defined  benefit  pension  plan and  postretirement  group
    medical plan are allocated to the Company based on a percentage of payroll.


H.  REGULATORY MATTERS:
    -------------------

    Under  statutes of the Insurance  Department  of the State of Nebraska,  the
    Company is limited in the amount of dividends it can pay to its stockholder.
    No  dividends  are to be paid  in 1996  without  approval  of the  Insurance
    Department.

I. SUBSEQUENT EVENTS - UNAUDITED:
   ------------------------------

   On April 1, 1996 Ameritas Life consummated an agreement with American  Mutual
   Life  Insurance  Company whereby AVLIC became a wholly-owned  subsidiary of a
   newly formed  holding  company, AMAL Corporation. The agreement was announced
   March 11, 1996.  The holding   company   will  contribute  approximately  $18
   million  of  additional  paid-in  capital   to  AVLIC.  Under   terms  of the
   agreement the AMAL Corporation will initially be 66% owned  by  Ameritas Life
   and 34% owned by American  Mutual.  American Mutual  has  options to purchase
   an additional  15% interest over the next  five  years if certain  production
   requirements are met.  Ameritas Life,  American  Mutual and  AMAL Corporation
   guarantee  the   obligations  of AVLIC.  This  guarantee  will continue until
   AVLIC is  recognized  by  a  National  Rating  Agency  as having a  financial
   rating equal to or greater than  Ameritas  Life, or  until  AVLIC is acquired
   by  another  insurance  company  who has a  financial  rating  by  a National
   Rating  Agency  equal to or greater  than  Ameritas  Life  and  who agrees to
   assume   the   guarantee;  provided  that if AML sells its  interest  in AMAL
   Corporation  to  another  insurance  company who has a financial  rating by a
   National  Rating  Agency  equal  to  or  greater  than  that of AML,  and the
   purchaser  assumes the guarantee,  AML  will  be relieved of its  obligations
   under the Guarantee.

   Effective  January 1, 1996,  with  the  approval  of  the  State  of Nebraska
   Insurance Department,  AVLIC changed reserving methods used for most existing
   products resulting in an increase in statutory surplus of approximately $23.4
   million.

   On  February 28, 1996  the  Board  of  Directors declared a return of paid-in
   capital of $15 million paid by a note due on or before August 15, 1996.  This
   action was approved by the State of Nebraska Insurance Department  (Insurance
   Department). Any additional distributions of capital or surplus would require
   approval of the Insurance Department.
<PAGE>
APPENDIX A

ILLUSTRATIONS OF DEATH BENEFITS AND CASH VALUES

The  following  tables  illustrate  how the cash values and death  benefits of a
Policy may change with the  investment  experience of the Fund.  The tables show
how the cash  values and death  benefits  of a Policy  issued to an Insured of a
given age and  specified  underwriting  risk  classification  who pays the given
premium  at issue  would vary over time if the  investment  return on the assets
held in each portfolio of the Funds were a uniform, gross, after-tax annual rate
of 0%, 6%, or 12%. The tables on pages 57 through 60  illustrate a Policy issued
to a  male,  age  35,  under  a  Preferred  rate  non-smoker  underwriting  risk
classification.  This policy provides for a standard smoker and non-smoker,  and
preferred  non-smoker  classification  and different rates for certain specified
amounts.  The cash values and death benefits would be different from those shown
if the gross annual  investment  rates of return averaged 0%, 6%, and 12% over a
period of years,  but  fluctuated  above and below those averages for individual
policy years, or if the Insured were assigned to a different  underwriting  risk
classification.

The second column of the tables shows the accumulated value of the premiums paid
at 5%. The  following  columns  show the death  benefits and the cash values for
uniform  hypothetical rates of return shown in these tables. The tables on pages
57 and 59 are based on the current  cost of  insurance  rates,  current  expense
deductions and the maximum percent of premium loads.  These reflect the basis on
which  AVLIC  currently  sells  its  Policies.  The  maximum  allowable  cost of
insurance rates under the Policy are based upon the 1980 Commissioner's Standard
Ordinary Smoker and Non-Smoker,  Male and Female Mortality  Tables.  Since these
are recent tables and are split to reflect  smoking  habits and sex, the current
cost of insurance rates used by AVLIC are at this time equal to the maximum cost
of  insurance  rates  for  many  ages.  AVLIC   anticipates   reflecting  future
improvements in actual mortality  experience through  adjustments in the current
cost of insurance rates actually applied.  AVLIC also anticipates reflecting any
future  improvements in expenses  incurred by applying lower percent of premiums
of loads and other expense deductions.  The death benefits and cash values shown
in the tables on pages 58 and 60 are based on the  assumption  that the  maximum
allowable  cost of  insurance  rates as  described  above and maximum  allowable
expense deductions are made throughout the life of the Policy.

The amounts  shown for the death  benefits,  surrender  values and  accumulation
values  reflect the fact that the net  investment  return of the  Subaccounts is
lower than the  gross,  after-tax  return of the  assets  held in the Funds as a
result of expenses paid by the Fund and charges levied against the  Subaccounts.
The values shown take into account an average of the daily  management  fee paid
by each portfolio  available for investment (the equivalent to an annual rate of
 .63% of the aggregate  average daily net assets of the Fund), the other expenses
incurred by the Fund (.19%),  and the daily  charge by AVLIC to each  Subaccount
for assuming  mortality and expense risks (which is equivalent to a charge at an
annual rate of 0.90% for policy years 1-20 and 0.65%  thereafter on pages 57 and
59 and at an annual  rate of .90% on page 58 and 60 of the average net assets of
the  Subaccounts).  The  Investment  Advisor or other  affiliates of the various
funds have agreed to reimburse  the  portfolios to the extent that the aggregate
operating  expenses  (certain  portfolio's  may exclude  certain  items) were in
excess of an  annual  rate of 1.00% for the High  Income,  Contrafund  and Asset
Manager:  Growth Portfolios,  1.50% for the  Equity-Income,  Growth and Overseas
Portfolios,  .80% for the Investment  Grade Bond Portfolio,  1.25% for the Asset
Manager  Portfolio,  .28% for the  Index  500  Portfolio,  1.25%  for the  Alger
American Income and Growth and Alger American Balanced Portfolio;  1.50% for the
Alger  American  Small  Capitalization,  Alger American  Mid-Cap  Growth,  Alger
American Leveraged All Cap, and Alger American Growth Portfolios,  1.00% for the
MFS Emerging  Growth,  MFS Utilities,  and MFS World  Governments  Portfolios of
daily net assets.  These agreements are expected to continue in future years. As
long as the expense  limitations  continue for a portfolio,  if a  reimbursement
occurs,  it has the  effect  of  lowering  the  portfolio's  expense  ratio  and
increasing its total return.  The illustrated  gross annual  investment rates of
return of 0%,  6%, and 12% were  computed  after  deducting  fund  expenses  and
correspond  to  approximate  net  annual  rates of  -1.72%,  4.28%,  and  10.28%
respectively,  for  years  1-20 and  -1.47%,  4.53%  and  10.53%  for the  years
thereafter  respectively,  on  pages 57 and 59 and  -1.72%,  4.28%,  and  10.28%
respectively, on pages 58 and 60.

The  hypothetical  values  shown in the tables do not  reflect  any  charges for
Federal  Income tax  burden  attributable  to the  Account,  since  AVLIC is not
currently making such charges.  However,  such charges may be made in the future
and, in that event,  the gross  annual  investment  rate of return would have to
exceed 0 percent, 6 percent,  or 12 percent by an amount sufficient to cover the
tax charges in order to produce the death benefits and values illustrated.  (See
Federal Tax Matters, page 31).

The  tables  illustrate  the policy  values  that  would  result  based upon the
hypothetical  investment  rates of return if premiums are paid as indicated,  if
all net premiums are allocated to the Account,  and if no policy loans have been
made. The tables are also based on the assumptions  that the policyowner has not
requested  an increase or decrease  in the  initial  Specified  Amount,  that no
partial withdrawals have been made, and that no more than fifteen transfers have
been made in any policy year so that no  transfer  charges  have been  incurred.
Illustrated  values would be different  if the proposed  Insured were female,  a
smoker, in substandard risk classification,  or were another age, or if a higher
or lower premium was illustrated.

Upon request, AVLIC will provide comparable illustration based upon the proposed
Insured's age, sex and underwriting  classification,  the Specified Amount,  the
death benefit option, and planned periodic premium schedule  requested,  and any
available riders requested. In addition, upon client request,  illustrations may
be furnished reflecting  allocation of premiums to specified  Subaccounts.  Such
illustrations will reflect the expenses of the portfolio in which the Subaccount
invests.  In  addition,  upon client  request,  illustrations  may be  furnished
reflecting allocation of premiums to specified  Subaccounts.  Such illustrations
will reflect the expenses of the portfolio in which the Subaccount invests.
<PAGE>
<TABLE>
<CAPTION>
ILLUSTRATION OF POLICY VALUES
AMERITAS VARIABLE LIFE INSURANCE COMPANY

                                                ENDOWMENT AT AGE 95

Male Issue  Age: 35                                 Non-Smoker                         Preferred Underwriting Class

                                      PLANNED PERIODIC ANNUAL PREMIUM: $1252
                                        INITIAL SPECIFIED AMOUNT: $100,000
                                              DEATH BENEFIT OPTION: A

                                 USING CURRENT SCHEDULE OF COST OF INSURANCE RATES


                             O% Hypothetical Gross            6% Hypothetical Gross             12% Hypothetical Gross
                           Annual Investment Return          Annual Investment Return         Annual Investment Return
                                  (-1.72% net)                     (4.28% net)                        (10.28% net)            
                         ----------------------------     -----------------------------   -----------------------------------
           Accumulated
End Of     Premiums At   Accumu-    Cash                  Accumu-    Cash                      Accumu-    Cash
Policy     5% Interest   lation   Surrender   Death       lation   Surrender     Death         lation   Surrender  Death
 Year       Per Year      Value     Value     Benefit      Value     Value       Benefit        Value     Value    Benefit
- ------    -------------  -------  ---------- ---------   --------  ---------   ----------    ---------- ---------  ---------
<S>         <C>          <C>     <C>         <C>          <C>        <C>        <C>          <C>         <C>       <C>
  1           1314         873         89     100000          934       150      100000          995         211    100000
  2           2694        1779        978     100000         1958      1156      100000         2144        1342    100000
  3           4144        2657       1855     100000         3012      2210      100000         3397        2596    100000
  4           5666        3512       2711     100000         4105      3303      100000         4773        3972    100000
  5           7263        4343       3541     100000         5234      4433      100000         6281        5480    100000
  6           8941        5153       4431     100000         6406      5685      100000         7939        7218    100000
  7          10703        5938       5296     100000         7618      6977      100000         9759        9118    100000
  8          12553        6699       6138     100000         8873      8312      100000        11758       11197    100000
  9          14495        7434       6953     100000        10170      9689      100000        13953       13472    100000
 10          16534        8147       7746     100000        11514     11113      100000        16368       15968    100000

 15          28367       11271      11271     100000        18911     18911      100000        32566       32566    100000
 20          43468       14013      14013     100000        27999     27999      100000        59254       59254    100000

Ages
 60          62742       16415      16415     100000        39579     39579      100000       104288      104288    139746
 65          87340       17303      17303     100000        53349     53349      100000       177761      177761    216869
 70         118735       15723      15723     100000        69968     69968      100000       297073      297073    344604
 75         158803        9895       9895     100000        91151     91151      100000       491376      491376    525773




1) Assumes an annual $1252 premium is paid at the beginning of each policy year. Values would be different if premiums with a 
different frequency or in different amounts.

2) Assumes that no policy loan has been made. Excessive loans or withdrawals may cause this policy to lapse because of insufficient
cash value.


THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE 
DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR LESS THAN THOSE SHOWN 
AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATIONS MADE BY AN OWNER, DEATH BENEFIT OPTION SELECTED, 
PREVAILING INTEREST RATES AND RATES OF INFLATION. THE DEATH BENEFIT AND CASH VALUE FOR A CONTRACT WOULD BE DIFFERENT FROM THOSE 
SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6%, AND 12% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THOSE 
AVERAGES FOR INDIVIDUAL CONTRACT YEARS. NO REPRESENTATIONS CAN BE MADE BY AVLIC OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN
CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ILLUSTRATION OF POLICY VALUES
AMERITAS VARIABLE LIFE INSURANCE COMPANY

                                                ENDOWMENT AT AGE 95

Male Issue  Age: 35                                 Non-Smoker                         Preferred Underwriting Class

                                      PLANNED PERIODIC ANNUAL PREMIUM: $1252
                                        INITIAL SPECIFIED AMOUNT: $100,000
                                              DEATH BENEFIT OPTION: A

                          USING MAXIMUM ALLOWABLE SCHEDULE OF COST OF INSURANCE RATES


                             O% Hypothetical Gross            6% Hypothetical Gross             12% Hypothetical Gross
                           Annual Investment Return          Annual Investment Return         Annual Investment Return
                                  (-1.72% net)                     (4.28% net)                        (10.28% net)            
                         ----------------------------     -----------------------------   -----------------------------------
           Accumulated
End Of     Premiums At   Accumu-    Cash                  Accumu-    Cash                      Accumu-    Cash
Policy     5% Interest   lation   Surrender   Death       lation   Surrender     Death         lation   Surrender   Death
 Year       Per Year      Value     Value     Benefit      Value     Value       Benefit        Value     Value     Benefit
- -------   -------------  -------  ---------- ---------   --------  ---------   ----------    ---------- ---------  ---------
<S>        <C>            <C>       <C>       <C>         <C>        <C>        <C>         
<C>        <C>        <C>
  1           1314           873        89    100000         934        150      100000          995        211     100000
  2           2694          1717       916    100000        1895       1093      100000         2079       1277     100000
  3           4144          2539      1737    100000        2887       2085      100000         3264       2463     100000
  4           5666          3336      2535    100000        3912       3110      100000         4562       3761     100000
  5           7263          4108      3306    100000        4969       4168      100000         5982       5181     100000
  6           8941          4855      4133    100000        6060       5339      100000         7538       6817     100000
  7          10703          5573      4931    100000        7183       6542      100000         9240       8599     100000
  8          12553          6263      5702    100000        8340       7779      100000        11104      10543     100000
  9          14495          6925      6444    100000        9531       9050      100000        13147      12666     100000
 10          16534          7558      7157    100000       10757      10356      100000        15386      14986     100000
 15          28367         10226     10226    100000       17404      17404      100000        30323      30323     100000
 20          43468         11859     11859    100000       24886      24886      100000        54418      54418     100000

Ages
 60          62742         11859     11859    100000       32961      32961      100000        93861      93861     125774
 65          87340          9229      9229    100000       41290      41290      100000       157120     157120     191687
 70         118735          1772      1772    100000       49172      49172      100000       257452     257452     298645
 75         158803             0*        0*        0*      55526      55526      100000       417500     417500     446725



*In the absence of an additional premium, the Policy would lapse.

1) Assumes an annual $1252 premium is paid at the beginning of each policy year. Values would be different if premiums with a 
different frequency or in different amounts.

2) Assumes that no policy loan has been made. Excessive loans or withdrawals may cause this policy to lapse because of insufficient
cash value.

THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN  THIS  PROSPECTUS ARE  ILLUSTRATIVE  ONLY AND SHOULD NOT BE
DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN  MAY  BE  MORE OR LESS THAN THOSE SHOWN
AND WILL DEPEND ON A NUMBER OF FACTORS, INCLUDING  THE  INVESTMENT  ALLOCATIONS  MADE  BY  AN  OWNER, DEATH BENEFIT OPTION SELECTED,
PREVAILING INTEREST RATES AND RATES OF INFLATION. THE  DEATH  BENEFIT  AND  CASH  VALUE FOR A CONTRACT WOULD BE DIFFERENT FROM THOSE
SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6%, AND  12%  OVER  A  PERIOD  OF  YEARS,  BUT ALSO FLUCTUATED ABOVE OR BELOW THOSE
AVERAGES FOR INDIVIDUAL CONTRACT YEARS. NO REPRESENTATIONS CAN BE MADE BY AVLIC OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN
CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ILLUSTRATION OF POLICY VALUES
AMERITAS VARIABLE LIFE INSURANCE COMPANY

                                                ENDOWMENT AT AGE 95

Male Issue  Age: 35                                 Non-Smoker                         Preferred Underwriting Class

                                      PLANNED PERIODIC ANNUAL PREMIUM: $2805
                                        INITIAL SPECIFIED AMOUNT: $100,000
                                              DEATH BENEFIT OPTION: B

                                 USING CURRENT SCHEDULE OF COST OF INSURANCE RATES


                             O% Hypothetical Gross            6% Hypothetical Gross             12% Hypothetical Gross
                           Annual Investment Return          Annual Investment Return         Annual Investment Return
                                  (-1.72% net)                     (4.28% net)                        (10.28% net)            
                         ----------------------------     -----------------------------   -----------------------------------
           Accumulated
End Of     Premiums At   Accumu-    Cash                  Accumu-    Cash                      Accumu-    Cash
Policy     5% Interest   lation   Surrender   Death       lation   Surrender     Death         lation   Surrender   Death
 Year       Per Year      Value     Value     Benefit      Value     Value       Benefit        Value     Value     Benefit
- -------   -------------  -------  ---------- ---------   --------  ---------   ----------    ---------- ---------  ---------
<S>        <C>            <C>       <C>       <C>         <C>        <C>        <C>          <C>        <C>        <C>
  1           2945          2283       1481    102283        2430       1628     102430          2577       1775    102577
  2           6037          4573       3772    104573        5012       4210     105012          5469       4667    105469
  3           9284          6810       6008    106810        7689       6888     107689          8642       7840    108642 
  4          12694          8998       8197    108998       10472       9671     110472         12132      11330    112132
  5          16274         11137      10335    111137       13361      12559     113361         15967      15165    115967
  6          20033         13231      12509    113231       16365      15644     116365         20188      19466    120188
  7          23980         15274      14633    115274       19484      18842     119484         24828      24187    124828
  8          28124         17270      16709    117270       22722      22161     122722         29931      29370    129931
  9          32476         19216      18735    119216       26083      25603     126083         35543      35062    135543
 10          37045         21116      20715    121116       29575      29174     129575         41718      41317    141718
 15          63554         29814      29814    129814       49050      49050     149050         83124      83124    183124
 20          97387         37597      37597    137597       72828      72828     172828        150375     150375    250375

Ages
 60         140568         44831      44831    144831      102863     102863     202863        262474     262474    362474
 65         195679         49876      49876    149876      138437     138437     238437        445247     445247    545247
 70         266015         51671      51671    151671      179527     179527     279527        742453     742453    861245
 75         355785         48585      48585    148585      225378     225378     325378       1226058    1226058   1326058


1) Assumes an annual $2805 premium is paid at the beginning of each policy year. Values would be different if premiums with a  
different frequency or in different amounts.

2) Assumes that no policy loan has been made. Excessive loans or withdrawals may cause this policy to lapse because of insufficient
cash value.

THE  HYPOTHETICAL  INVESTMENT  RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE
DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR  LESS  THAN  THOSE SHOWN
AND  WILL  DEPEND ON  A  NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATIONS MADE  BY  AN  OWNER, DEATH BENEFIT OPTION SELECTED,
PREVAILING INTEREST RATES AND RATES OF INFLATION. THE DEATH BENEFIT  AND  CASH  VALUE  FOR  A CONTRACT WOULD BE DIFFERENT FROM THOSE
SHOWN  IF  THE  ACTUAL  RATES  OF  RETURN  AVERAGED 0%, 6%, AND 12% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED ABOVE OR BELOW THOSE
AVERAGES FOR INDIVIDUAL CONTRACT YEARS. NO REPRESENTATIONS CAN BE MADE BY AVLIC OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN
CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ILLUSTRATION OF POLICY VALUES
AMERITAS VARIABLE LIFE INSURANCE COMPANY

                                                ENDOWMENT AT AGE 95

Male Issue  Age: 35                                 Non-Smoker                         Preferred Underwriting Class

                                      PLANNED PERIODIC ANNUAL PREMIUM: $2805
                                        INITIAL SPECIFIED AMOUNT: $100,000
                                              DEATH BENEFIT OPTION: B

                           USING MAXIMUM ALLOWABLE SCHEDULE OF COST OF INSURANCE RATES


                             O% Hypothetical Gross            6% Hypothetical Gross             12% Hypothetical Gross
                           Annual Investment Return          Annual Investment Return         Annual Investment Return
                                  (-1.72% net)                     (4.28% net)                        (10.28% net)            
                         ----------------------------     -----------------------------   -----------------------------------
           Accumulated
End Of     Premiums At   Accumu-    Cash                  Accumu-    Cash                      Accumu-    Cash
Policy     5% Interest   lation   Surrender   Death       lation   Surrender     Death         lation   Surrender   Death
 Year       Per Year      Value     Value     Benefit      Value     Value       Benefit        Value     Value     Benefit
- -------   -------------  -------  ---------- ---------   --------  ---------   ----------    ---------- ---------  ---------
<S>        <C>            <C>       <C>       <C>         <C>        <C>        <C>          <C>        <C>        <C>
  1           2945          2283      1481     102283        2430      1628      102430          2577       1775    102577
  2           6037          4511      3710     104512        4949      4147      104949          5404       4602    105403
  3           9284          6692      5890     106692        7563      6762      107564          8509       7707    108509
  4          12694          8822      8021     108822       10279      9478      110279         11921      11119    111921
  5          16274         10903     10101     110902       13097     12295      113096         15669      14867    115669
  6          20033         12932     12210     112932       16018     15297      116018         19787      19065    119786
  7          23980         14908     14267     114909       19048     18406      119048         24308      23667    124308
  8          28124         16833     16272     116834       22188     21627      122188         29276      28715    129276
  9          32476         18705     18224     118705       25440     24960      125441         34733      34252    134733
 10          37045         20523     20122     120523       28813     28412      128813         40728      40327    140728
 15          63554         28755     28755     128755       47514     47514      147514         80823      80823    180823
 20          97387         35335     35335     135335       69467     69467      169467        144957     144957    244957

Ages 
 60         140568         39631     39631     139631       94543     94543      194543        247292     247292    347292
 65         195679         40673     40673     140673      122151    122151      222151        410462     410462    510462
 70         266015         36648     36648     136648      150488    150488      250488        670016     670016    777218
 75         355785         24712     24712     124712      176024    176024      276024       1082624    1082624   1182624

1) Assumes an annual $2805 premium is paid at the beginning of each policy year. Values would be different if premiums with a 
different frequency or in different amounts.

2) Assumes that no policy loan has been made. Excessive loans or withdrawals may cause this policy to lapse because of insufficient
cash value.

THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE  IN  THIS  PROSPECTUS  ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE
DEEMED  A  REPRESENTATION  OF PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR LESS THAN THOSE SHOWN
AND  WILL  DEPEND  ON  A  NUMBER OF FACTORS, INCLUDING THE INVESTMENT ALLOCATIONS MADE BY AN OWNER, DEATH  BENEFIT  OPTION SELECTED,
PREVAILING INTEREST RATES AND RATES OF INFLATION. THE DEATH BENEFIT AND CASH VALUE  FOR  A  CONTRACT  WOULD  BE DIFFERENT FROM THOSE
SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6%, AND 12% OVER A  PERIOD OF YEARS, BUT  ALSO  FLUCTUATED  ABOVE  OR  BELOW  THOSE
AVERAGES FOR INDIVIDUAL CONTRACT YEARS. NO REPRESENTATIONS CAN BE MADE BY AVLIC OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN
CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
</TABLE>
<PAGE>
APPENDIX B

ILLUSTRATIONS OF RETIREMENT STRATEGIES

The following tables  illustrate how the Policy can be used as a funding vehicle
for (non-qualified) retirement strategies for individuals.  Ledger illustrations
are presented that show the effect on Accumulated  Value (which is presented net
of Policy  loans),  Net Cash  Surrender  Value,  and the death benefit (which is
presented  net of  Policy  loans)  of a  Policy  purchased  to  fund  a  private
retirement strategy,  assuming that the Insured (and Owner) is a male nonsmoker,
Age 35 of the  preferred  underwriting  class at the time of issuance,  that the
annual premium of $6,000, that premiums and loan interest are paid when due, and
that death benefit  Option B has been  initially  chosen.  Ledger  illustrations
portray Policies under the following circumstances:

   1.   Current cost of insurance  rates and a hypothetical gross rate of return
        of 0%;
   2.   Maximum allowable cost of insurance rates and a  hypothetical gross rate
        of return of 0%;
   3.   Current cost of insurance rates and a hypothetical gross rate of return
        of 6%;
   4.   Maximum allowable cost of insurance rates and a hypothetical gross rate
        of return of 6%;
   5.   Current cost of insurance rates and a hypothetical gross rate of return
        of 8%;
   6.   Maximum allowable cost of insurance rates and a hypothetical gross rate
        of return of 8%;
   7.   Current cost of insurance rates and a hypothetical gross rate of return
        of 12%; and
   8.   Maximum allowable cost of insurance rates and a hypothetical gross rate
        of return of 12%;

The ledger  illustrations  assume the Owner  pays level  premiums  for 30 Policy
Years,  then makes  withdrawals until the policy lapses, or the amount withdrawn
equals  the  amount  of  premiums  that  have  been  paid,  and  thereafter   if
applicable,  takes Policy loans.  The amount of the withdrawals and Policy loans
that are taken each Policy Year was determined to provide  variously the maximum
retirement income stream,  consistent with maintaining Accumulated Value so that
the  duration  of the  Policy  would be until its  Maturity  Date,  or until all
premiums paid had been withdrawn.  Further, the ledger illustrations reflect the
same  assumptions  that are reflected in the Policy  illustrations  described on
pages 62 through 81 with  respect to the net  investment  return of the Variable
Accounts the charges under the Policy, and the expenses of the Fund. The premium
amounts are different and the Death Benefit Options change at Age 65 from Option
B to Option A.

Policy values and benefits shown in the ledger  illustrations would be different
if the  gross  annual  investment  rates  of  return  were  different  from  the
hypothetical  rates  portrayed,  and if premiums  and interest on loans were not
paid when due and if the premium  amounts were  different.  Withdrawals or loans
may have an adverse  effect on Policy  benefits,  and will affect  earnings  and
policy accumulation values.

Critical to the successful completion of the strategy is that the policy stay in
force and not lapse after loans are taken.  Should the policy  lapse while loans
are outstanding,  the portion of the loans  attributable to earnings will become
taxable distributions.  The strategy assumes, and the Registrant suggests,  that
the policyowner consult with his tax, financial, and other advisors prior to age
65 and at least annually  thereafter to evaluate the policy  accumulation  value
and the  policyowners  needs  and  objectives  in order to devise  and  effect a
flexible plan of withdrawals and loans.

The  policyowner  may before or during the  distribution  phase of the  strategy
lower the risk of the  policy  lapsing  with  loans  outstanding  as a result of
reduction in the market value of investments by investing in a diversified group
of lower risk investment  portfolios and/or  transferring the funds to the fixed
account  and  receiving  a  guaranteed  rate of return.  Should a  reduction  in
investment return be experienced,  the policyowner may need to lower anticipated
loans,  repay loans,  make  additional  premium  payment or take other action to
avoid lapse.  The policyowner will receive 61 days notice before any lapse would
occur.

Also presented  below are charts  showing an analysis of retirement  strategies.
The charts  present  values  under  various  retirement  strategies  including a
taxable  investment,  a  qualified  retirement  plan,  and a private  retirement
strategy that is funded with a Policy.  Values are shown during an  accumulation
phase, under which an individual would invest for retirement, and a distribution
phase,  under which an individual would receive  retirement  income.  Values are
presented  at  hypothetical  gross  rates of return of 0%, 6%, 8%, and 12%.  The
chart  assumes  a  retirement   strategy  for  a  male,   nonsmoker,   preferred
underwriting  class,  Age  35  at  the  beginning  of  the  first  year  in  the
accumulation  phase,  a retirement  Age of 65, and an income tax bracket of 31%.
Tax  rates may vary for  different  taxpayers  from the 31% used in the  charts,
which would result in different values than those shown on the charts.  Separate
charts  present the private  retirement  strategy  analysis  based upon  maximum
allowable and current cost of insurance rates.

The  accumulation  phase of the  charts  presents  information  on the effect of
taxation on contributions committed to the retirement strategies,  by portraying
an  amount  allocated  to  retirement  that is  subject  to  income  tax and the
resulting   after-tax   contribution.   The  charts  assume  that  100%  of  net
contributions are invested in the various  investment  strategies.  Net rates of
return are portrayed  that take into account the effects of taxation in the case
of the taxable  investment  and the charges  under the Policy in the case of the
private retirement strategy.  There are no management expenses and other charges
assumed  for the  taxable  investment  or the  qualified  plan.  Most  plans and
investments will have charges.

The  distribution  phase of the charts assumes that the after-tax  amounts to be
distributed are the same for the taxable investment  strategy and qualified plan
as they are for the private retirement strategy.  The assumptions for the values
shown  for the  private  retirement  strategy  are the  same as the  assumptions
reflected in the ledger illustrations described above.

The  tables  illustrate  the policy  values  that  would  result  based upon the
hypothetical  investment  rates of return if premiums are paid as indicated,  if
all net premiums are allocated to the Account, and if no policy loans or partial
withdrawals  have  been made  until age 65.  The  tables  are also  based on the
assumptions  that the  Policyowner  has not requested an increase or decrease in
the initial Specified Amount,  and that no more than fifteen transfers have been
made in any  policy  year  so  that no  transfer  charges  have  been  incurred.
Illustrated  values would be different  if the proposed  Insured were female,  a
smoker, in substandard risk classification,  or were another age, or if a higher
or lower premium was illustrated.
<PAGE>
<TABLE>
<CAPTION>
ILLUSTRATION OF POLICY VALUES
AMERITAS VARIABLE LIFE INSURANCE COMPANY


                                              ENDOWMENT AT AGE 95

Male Issue Age: 35                                                                        CLASS:  Non-Smoker Preferred Underwriting

                                     PLANNED PERIODIC ANNUAL PREMIUM: $6000
                                         INITIAL SPECIFIED AMOUNT: 220,000
                                         DEATH BENEFIT OPTION: B TO AGE 65
                                      DEATH BENEFIT OPTION: A  AFTER AGE 65

                                  USING CURRENT SCHEDULE OF COST OF INSURANCE RATES



                            0% Hypothetical Gross      6% Hypothetical Gross      8% Hypothetical Gross     12% Hypothetical Gross
                           Annual Investment Return   Annual Investment Return   Annual Investment Return  Annual Investment Return
                                (-1.72% net)                  (4.28% net)               (6.28% net)                (10.28% net)
                          -------------------------  -------------------------  -------------------------  -------------------------
   End     Accumulated
    Of      Premiums At   Accumu-  Cash              Accumu-  Cash               Accumu-  Cash            Accumu-   Cash  
 Policy   5.00% Interest  lated  Surrender   Death   lated  Surrender   Death    lated  Surrender Death    lated  Surrender  Death
   Year     Per Year      Value    Value    Benefit  Value    Value    Benefit   Value   Value   Benefit   Value    Value   Benefit
 -------- -------------  ------- ---------  -------  ------ ---------  -------  ------- -------  -------  -------  -------  -------
   <S>     <C>         <C>       <C>       <C>      <C>      <C>       <C>      <C>     <C>      <C>    <C>      <C>       <C>
     1        6300        4996      3232    224996     5314     3550    225314     5420    3656   225420    5632     3869    225632
     2       12915        9944      8181    229944    10895     9131    230895    11220    9457   231220   11884    10120    231884
     3       19860       14775     13011    234775    16681    14917    236681    17351   15587   237351   18744    16980    238744
     4       27153       19503     17739    239503    22694    20931    242694    23846   22082   243846   26288    24525    246288
     5       34811       24121     22358    244121    28936    27173    248936    30720   28956   250720   34578    32815    254578
     6       42852       28643     27056    248643    35427    33840    255427    38007   36420   258007   43702    42115    263702
     7       51294       33056     31645    253056    42165    40754    262165    45720   44309   265720   53731    52321    273731
     8       60159       37366     36131    257366    49162    47928    269162    53889   52654   273889   64762    63528    284762
     9       69467       41566     40508    261566    56423    55365    276423    62534   61476   282534   76890    75831    296890
    10       79240       45667     44785    265667    63965    63083    283965    71693   70811   291693   90234    89352    310234
    15      135944       64428     64428    284428   106017   106017    326017   126056  126056   346056  179704   179704    399704
    20      208315       81208     81208    301208   157351   157351    377351   199214  199214   419214  325006   325006    545006
    25      300680       96787     96787    316787   222176   222176    442176   300778  300778   520778  567186   567186    787186
    30      418564      107572    107572    327572   298874   298874    518874   435742  435742   655742  961965   961965   1181965
    35      569017      112282    112282    327572   391756   391756    518874   620485  620485   719763 1605147  1605147   1861971
    40      761038      106896    106896    327572   511676   511676    547493   874155  874155   935345 2653210  2653210   2838934


1)  Assumes  an  annual $6,000  premium  is  paid at the beginning of each policy year until Age 65 and a change  from Death Benefit
Option B to Option A at Age 65.  Values would be different if premiums are paid with a different frequency or  in  different amounts
and different Death Benefit Options were used.

2)  Assumes that no policy loan has been made. Excessive loans or withdrawals may cause this policy to lapse because of insufficient
cash value.


THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS PROSPECTUS  ARE  ILLUSTRATIVE ONLY  AND  SHOULD NOT BE
DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RATES OF RETURN.  ACTUAL RATES OF RETURN MAY BE MORE OR LESS THAN  THOSE  SHOWN
AND  WILL  DEPEND ON A  NUMBER  OF  FACTORS, INCLUDING THE INVESTMENT ALLOCATIONS MADE BY AN OWNER, DEATH  BENEFIT  OPTION SELECTED,
PREVAILING INTEREST RATES AND RATES OF INFLATION.  THE DEATH BENEFIT AND CASH VALUE FOR A  CONTRACT  WOULD  BE  DIFFERENT FROM THOSE
SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6%, 8% AND 12% OVER A PERIOD  OF  YEARS  BUT  ALSO  FLUCTUATED ABOVE OR BELOW THOSE
AVERAGES FOR INDIVIDUAL CONTRACT YEARS.  NO REPRESENTATIONS CAN BE MADE  BY AVLIC  OR  THE  FUNDS THAT  THESE HYPOTHETICAL RATES OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ILLUSTRATION OF POLICY VALUES
AMERITAS VARIABLE LIFE INSURANCE COMPANY


                                              ENDOWMENT AT AGE 95

Male Issue Age: 35                                                                      CLASS:  Non-Smoker Preferred Underwriting

                                     PLANNED PERIODIC ANNUAL PREMIUM: $6000
                                         INITIAL SPECIFIED AMOUNT: 220,000
                                         DEATH BENEFIT OPTION: B TO AGE 65
                                      DEATH BENEFIT OPTION: A  AFTER AGE 65

                         USING MAXIMUM ALLOWABLE SCHEDULE OF COST OF INSURANCE RATES



                            0% Hypothetical Gross      6% Hypothetical Gross      8% Hypothetical Gross     12% Hypothetical Gross
                           Annual Investment Return   Annual Investment Return   Annual Investment Return  Annual Investment Return
                                (-1.72% net)                  (4.28% net)               (6.28% net)                (10.28% net)
                          -------------------------  -------------------------  -------------------------  -------------------------
   End     Accumulated
    Of      Premiums At   Accumu-  Cash              Accumu-  Cash               Accumu-  Cash            Accumu-  Cash
  Policy  5.00% Interest  lated  Surrender   Death   lated  Surrender   Death    lated  Surrender Death    lated Surrender Death
   Year     Per Year      Value    Value    Benefit  Value    Value    Benefit   Value   Value   Benefit   Value   Value   Benefit
 -------- -------------  ------- ---------  -------  ------ ---------  -------  ------- -------  -------  ------- -------  -------
   <S>     <C>           <C>      <C>      <C>      <C>      <C>       <C>     <C>     <C>     <C>      <C>      <C>       <C>  
     1        6300         4996     3232    224996     5314     3550    225314     5420    3656  225420     5632     3868    225632
     2       12915         9872     8108    229872    10820     9056    230820    11144    9381  231144    11807    10043    231807
     3       19860        14640    12876    234640    16537    14773    236537    17204   15440  237204    18591    16827    238591
     4       27153        19299    17536    239299    22471    20708    242471    23616   21852  243616    26044    24280    246044
     5       34811        23848    22084    243848    28628    26864    248628    30398   28635  250398    34230    32467    254230
     6       42852        28285    26698    248285    35013    33426    255013    37572   35985  257572    43223    41636    263223
     7       51294        32607    31196    252607    41631    40221    261631    45155   43744  265155    53097    51686    273097
     8       60159        36815    35580    256815    48492    47257    268492    53173   51938  273173    63944    62710    283944
     9       69467        40904    39846    260904    55598    54540    275598    61646   60587  281646    75857    74799    295857
    10       79240        44878    43996    264878    62961    62079    282961    70602   69721  290602    88945    88063    308945
    15      135944        62852    62852    282852   103784   103784    323784   123528  123528  343528   176434   176434    396434
    20      208315        77197    77197    297197   151661   151661    371661   192712  192712  412712   316288   316288    536288
    25      300680        86521    86521    306521   206286   206286    426286   281894  281894  501894   539301   539301    759301
    30      418564        88696    88696    308696   266323   266323    486323   395156  395156  615156   894645   894645   1114645
    35      569017        79644    79644    308696   332981   332981    486323   546675  546675  634142  1461352  1461352   1695169
    40      761038        49147    49147    308696   415536   415536    486323   756573  756573  809533  2365144  2365144   2530704



1)  Assumes  an  annual $6,000  premium  is  paid at the beginning of each policy year until Age 65 and a change  from Death Benefit
Option B to Option A at Age 65.  Values would be different if premiums are paid with a different frequency or in  different amounts
and different Death Benefit Options were used.

2)  Assumes  that  no  policy loan has been made.    Excessive  loans  or withdrawals may cause  this  policy to  lapse  because of
insufficient cash value.


THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS PROSPECTUS  ARE  ILLUSTRATIVE ONLY  AND  SHOULD NOT BE
DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RATES OF RETURN.  ACTUAL RATES OF RETURN MAY BE MORE OR LESS THAN  THOSE  SHOWN
AND  WILL  DEPEND ON A  NUMBER  OF  FACTORS, INCLUDING THE INVESTMENT ALLOCATIONS MADE BY AN OWNER, DEATH  BENEFIT  OPTION SELECTED,
PREVAILING INTEREST RATES AND RATES OF INFLATION.  THE DEATH BENEFIT AND CASH VALUE FOR A  CONTRACT  WOULD  BE  DIFFERENT FROM THOSE
SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 6%, 8% AND 12% OVER A PERIOD OF  YEARS  BUT  ALSO  FLUCTUATED ABOVE OR BELOW THOSE
AVERAGES FOR INDIVIDUAL CONTRACT YEARS.  NO REPRESENTATIONS CAN BE MADE  BY AVLIC  OR  THE  FUNDS THAT  THESE HYPOTHETICAL RATES OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>


    Illustrations of Death Benefits, Accumulated Values, Net Cash Surrender
                          Values, Withdrawals and Loans
                   Based on Current Cost of Insurance Charges

ISSUE AGE:  35                           DEATH BENEFIT OPTION: B TO AGE 65
CLASS: MALE NONSMOKER                DEATH BENEFIT OPTION: A  AFTER AGE 65
PREFERRED UNDERWRITING CLASS             INITIAL SPECIFIED AMOUNT: 220,000
ANNUAL PREMIUM: $6,000
                         LEDGER ILLUSTRATION

                         --------Projected Values at 0.0% (-1.72% Net)--------

End                                     EOY
 Of        Annual   With-     Net   Accumulation      EOY Net       EOY Net
Year Age  Premium   drawal    Loan     Value     Surrender Value Death Benefit
<S>  <C>   <C>     <C>        <C>     <C>            <C>           <C>
  1   36    6000       0       0        4996            3232        224996
  2   37    6000       0       0        9944            8181        229944
  3   38    6000       0       0       14775           13011        234775
  4   39    6000       0       0       19503           17739        239503
  5   40    6000       0       0       24121           22358        244121
  6   41    6000       0       0       28643           27056        248643
  7   42    6000       0       0       33056           31645        253056
  8   43    6000       0       0       37366           36131        257366
  9   44    6000       0       0       41566           40508        261566
 10   45    6000       0       0       45667           44785        265667
 11   46    6000       0       0       49649           48943        269649
 12   47    6000       0       0       53519           52990        273519
 13   48    6000       0       0       57275           56922        277275
 14   49    6000       0       0       60908           60731        280908
 15   50    6000       0       0       64428           64428        284428
 16   51    6000       0       0       67901           67901        287901
 17   52    6000       0       0       71321           71321        291321
 18   53    6000       0       0       74682           74682        294682
 19   54    6000       0       0       77979           77979        297979
 20   55    6000       0       0       81208           81208        301208
 21   56    6000       0       0       84578           84578        304578
 22   57    6000       0       0       87868           87868        307868
 23   58    6000       0       0       91008           91008        311008
 24   59    6000       0       0       93986           93986        313986
 25   60    6000       0       0       96787           96787        316787
 26   61    6000       0       0       99394           99394        319394
 27   62    6000       0       0      101791          101791        321791
 28   63    6000       0       0      103964          103964        323964
 29   64    6000       0       0      105897          105897        325897
 30   65    6000       0       0      107572          107572        327572
 31   66       0    6000       0       97650           97650        321572
 32   67       0    6000       0       87552           87552        315572
 33   68       0    6000       0       77237           77237        309572
 34   69       0    6000       0       66658           66658        303572
 35   70       0    6000       0       55760           55760        297572
 36   71       0    6000       0       44483           44483        291572
 37   72       0    6000       0       32764           32764        285572
 38   73       0    6000       0       20535           20535        279572
 39   74       0    6000       0        7709            7709        273572
          ------  ------  ------
Total.... 180000   54000       0


THIS  ILLUSTRATION  ASSUMES AN ANNUAL $6,000 PREMIUM IS PAID AT THE BEGINNING OF
EACH POLICY YEAR UNTIL AGE 65, A CHANGE FROM DEATH BENEFIT  OPTION B TO OPTION A
AT AGE 65 AND  WITHDRAWALS  EACH YEAR OF $6,000  BEGINNING AT AGE 65. THE POLICY
WOULD LAPSE AT AGE 75 ASSUMING THE WITHDRAWALS DESCRIBED ABOVE.

THE  HYPOTHETICAL  INVESTMENT  RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE  ONLY AND SHOULD NOT BE DEEMED A  REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE  SHOWN AND WILL  DEPEND ON A NUMBER OF  FACTORS,  INCLUDING  THE
INVESTMENT  ALLOCATIONS  MADE  BY  AN  OWNER,  DEATH  BENEFIT  OPTION  SELECTED,
PREVAILING  INTEREST RATES,  AND RATES OF INFLATION.  THE DEATH BENEFIT AND CASH
VALUE FOR A CONTRACT  WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN  AVERAGED 0%, 6%, 8% AND 12% OVER A PERIOD OF YEARS,  BUT ALSO FLUCTUATED
ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL  CONTRACT YEARS. NO REPRESENTATIONS
CAN BE MADE BY AVLIC OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                    FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE
    Illustrations of Death Benefits, Accumulated Values, Net Cash Surrender
                         Values, Withdrawals and Loans
              Based on Maximum Allowable Cost of Insurance Charges

ISSUE AGE:  35                                DEATH BENEFIT OPTION: B TO AGE 65
CLASS: MALE NONSMOKER                     DEATH BENEFIT OPTION: A  AFTER AGE 65
PREFERRED UNDERWRITING CLASS                  INITIAL SPECIFIED AMOUNT: 220,000
ANNUAL PREMIUM: $6,000
                               LEDGER ILLUSTRATION

                         --------Projected Values at 0.0% (-1.72% Net)--------

End                                     EOY
Of         Annual   With-     Net   Accmulation       EOY Net        EOY Net
Year  Age Premium   drawal    Loan     Value     Surrender Value Death Benefit
<S>  <C>   <C>     <C>        <C>     <C>             <C>          <C> 
  1   36    6000       0       0        4996            3232        224996
  2   37    6000       0       0        9872            8108        229872
  3   38    6000       0       0       14640           12876        234640
  4   39    6000       0       0       19299           17536        239299
  5   40    6000       0       0       23848           22084        243848
  6   41    6000       0       0       28285           26698        248285
  7   42    6000       0       0       32607           31196        252607
  8   43    6000       0       0       36815           35580        256815
  9   44    6000       0       0       40904           39846        260904
 10   45    6000       0       0       44878           43996        264878
 11   46    6000       0       0       48728           48023        268728
 12   47    6000       0       0       52453           51924        272453
 13   48    6000       0       0       56051           55698        276051
 14   49    6000       0       0       59519           59343        279519
 15   50    6000       0       0       62852           62852        282852
 16   51    6000       0       0       66047           66047        286047
 17   52    6000       0       0       69091           69091        289091
 18   53    6000       0       0       71972           71972        291972
 19   54    6000       0       0       74679           74679        294679
 20   55    6000       0       0       77197           77197        297197
 21   56    6000       0       0       79513           79513        299513
 22   57    6000       0       0       81613           81613        301613
 23   58    6000       0       0       83490           83490        303490
 24   59    6000       0       0       85134           85134        305134
 25   60    6000       0       0       86521           86521        306521
 26   61    6000       0       0       87631           87631        307631
 27   62    6000       0       0       88439           88439        308439
 28   63    6000       0       0       88913           88913        308913
 29   64    6000       0       0       89013           89013        309013
 30   65    6000       0       0       88696           88696        308696
 31   66       0    6000       0       76467           76467        302696
 32   67       0    6000       0       63801           63801        296696
 33   68       0    6000       0       50621           50621        290696
 34   69       0    6000       0       36843           36843        284696
 35   70       0    6000       0       22358           22358        278696
 36   71       0    6000       0        7011            7011        272696
          ------  ------  ------
Total.... 180000   36000       0


THIS  ILLUSTRATION  ASSUMES AN ANNUAL $6,000 PREMIUM IS PAID AT THE BEGINNING OF
EACH POLICY YEAR UNTIL AGE 65, A CHANGE FROM DEATH BENEFIT  OPTION B TO OPTION A
AT AGE 65 AND  WITHDRAWALS  EACH YEAR OF $6,000  BEGINNING AT AGE 65. THE POLICY
WOULD LAPSE AT AGE 72 ASSUMING THE WITHDRAWALS DESCRIBED ABOVE.

THE  HYPOTHETICAL  INVESTMENT  RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE  ONLY AND SHOULD NOT BE DEEMED A  REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS  THAN THOSE  SHOWN AND WILL  DEPEND ON A NUMBER OF  FACTORS,  INCLUDING THE
INVESTMENT  ALLOCATIONS  MADE  BY  AN  OWNER,  DEATH  BENEFIT  OPTION  SELECTED,
PREVAILING  INTEREST RATES,  AND RATES OF INFLATION.  THE DEATH BENEFIT AND CASH
VALUE FOR A CONTRACT  WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN  AVERAGED 0%, 6%, 8% AND 12% OVER A PERIOD OF YEARS,  BUT ALSO FLUCTUATED
ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL  CONTRACT YEARS. NO REPRESENTATIONS
CAN BE MADE BY AVLIC OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                    FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE
    Illustrations of Death Benefits, Accumulated Values, Net Cash Surrender
                          Values, Withdrawals and Loans
                   Based on Current Cost of Insurance Charges

ISSUE AGE:  35                                DEATH BENEFIT OPTION: B TO AGE 65
CLASS: MALE NONSMOKER                     DEATH BENEFIT OPTION: A  AFTER AGE 65
PREFERRED UNDERWRITING CLASS                  INITIAL SPECIFIED AMOUNT: 220,000
ANNUAL PREMIUM: $6,000
                               LEDGER ILLUSTRATION

                         --------Projected Values at 6.0% (4.28% Net)--------

End                                     EOY
 Of       Annual   With-    Net    Accumulation       EOY Net        EOY Net
Year Age Premium  Drawal   Loan        Value      Surrender Value Death Benefit
<S>  <C>   <C>    <C>     <C>        <C>             <C>           <C>
  1   36    6000       0       0        5314            3550        225314
  2   37    6000       0       0       10895            9131        230895
  3   38    6000       0       0       16681           14917        236681
  4   39    6000       0       0       22694           20931        242694
  5   40    6000       0       0       28936           27173        248936
  6   41    6000       0       0       35427           33840        255427
  7   42    6000       0       0       42165           40754        262165
  8   43    6000       0       0       49162           47928        269162
  9   44    6000       0       0       56423           55365        276423
 10   45    6000       0       0       63965           63083        283965
 11   46    6000       0       0       71781           71076        291781
 12   47    6000       0       0       79887           79358        299887
 13   48    6000       0       0       88290           87938        308290
 14   49    6000       0       0       96993           96817        316993
 15   50    6000       0       0      106017          106017        326017
 16   51    6000       0       0      115441          115441        335441
 17   52    6000       0       0      125275          125275        345275
 18   53    6000       0       0      135530          135530        355530
 19   54    6000       0       0      146218          146218        366218
 20   55    6000       0       0      157351          157351        377351
 21   56    6000       0       0      169348          169348        389348
 22   57    6000       0       0      181856          181856        401856
 23   58    6000       0       0      194827          194827        414827
 24   59    6000       0       0      208266          208266        428266
 25   60    6000       0       0      222176          222176        442176
 26   61    6000       0       0      236560          236560        456560
 27   62    6000       0       0      251419          251419        471419
 28   63    6000       0       0      266757          266757        486757
 29   64    6000       0       0      282575          282575        502575
 30   65    6000       0       0      298874          298874        518874
 31   66       0   16800       0      292422          292422        502074
 32   67       0   16800       0      285527          285527        485274
 33   68       0   16800       0      278163          278163        468474
 34   69       0   16800       0      270299          270299        451674
 35   70       0   16800       0      261902          261902        434874
 36   71       0   16800       0      252938          252938        418074
 37   72       0   16800       0      243373          243373        401274
 38   73       0   16800       0      233171          233171        384474
 39   74       0   16800       0      222285          222285        367674
 40   75       0   16800       0      210661          210661        350874
 41   76       0   12000    4800      203255          198239        333858
 42   77       0       0   16800      207783          184985        316076
 43   78       0       0   16800      212195          170816        297495
 44   79       0       0   16800      216468          155671        278076
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                    FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE
    Illustrations of Death Benefits, Accumulated Values, Net Cash Surrender
                          Values, Withdrawals and Loans
             Based on Current Cost of Insurance Charges (Continued)

ISSUE AGE:  35                                DEATH BENEFIT OPTION: B TO AGE 65
CLASS: MALE NONSMOKER                     DEATH BENEFIT OPTION: A  AFTER AGE 65
PREFERRED UNDERWRITING CLASS                  INITIAL SPECIFIED AMOUNT: 220,000
ANNUAL PREMIUM: $6,000
                               LEDGER ILLUSTRATION

                         --------Projected Values at 6.0% (4.28% Net)--------

End                                     EOY
 Of       Annual   With-    Net    Accumulation       EOY Net        EOY Net
Year Age Premium  Drawal   Loan        Value      Surrender Value Death Benefit
<S>  <C>      <C>     <C> <C>        <C>             <C>           <C>
 45   80       0       0   16800      220578          139488        257785
 46   81       0       0       0      224504          139765        254136
 47   82       0       0       0      228109          139557        250322
 48   83       0       0       0      231345          138808        246337
 49   84       0       0       0      234153          137452        242173
 50   85       0       0       0      236432          135380        237822
 51   86       0       0       0      238060          132460        233274
 52   87       0       0       0      238877          128525        228522
 53   88       0       0       0      238679          123361        223557
 54   89       0       0       0      237204          116698        218367
 55   90       0       0       0      234099          108170        212945
 56   91       0       0       0      228889           97292        207278
 57   92       0       0       0      221190           83672        201356
 58   93       0       0       0      210214           66508        195168
 59   94       0       0       0      194877           44703        188701
 60   95       0       0       0      173621           16689        181943
         ------- ------- -------
Total.... 180000  180000   72000


THIS  ILLUSTRATION  ASSUMES AN ANNUAL $6,000 PREMIUM IS PAID AT THE BEGINNING OF
EACH POLICY YEAR UNTIL AGE 65, A CHANGE FROM DEATH BENEFIT  OPTION B TO OPTION A
AT AGE 65, AND WITHDRAWALS AND THEN LOANS OF $16,800 EACH YEAR AGES 65 TO 80.

THE  HYPOTHETICAL  INVESTMENT  RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE  ONLY AND SHOULD NOT BE DEEMED A  REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE  SHOWN AND WILL  DEPEND ON A NUMBER OF  FACTORS,  INCLUDING THE
INVESTMENT  ALLOCATIONS  MADE  BY  AN  OWNER,  DEATH  BENEFIT  OPTION  SELECTED,
PREVAILING  INTEREST  RATES AND RATES OF  INFLATION.  THE DEATH BENEFIT AND CASH
VALUE FOR A CONTRACT  WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN  AVERAGED 0%, 6%, 8% AND 12% OVER A PERIOD OF YEARS,  BUT ALSO FLUCTUATED
ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL  CONTRACT YEARS. NO REPRESENTATIONS
CAN BE MADE BY AVLIC OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                    FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE
    Illustrations of Death Benefits, Accumulated Values, Net Cash Surrender
                         Values, Withdrawals and Loans
              Based on Maximum Allowable Cost of Insurance Charges

ISSUE AGE:  35                                DEATH BENEFIT OPTION: B TO AGE 65
CLASS: MALE NONSMOKER                     DEATH BENEFIT OPTION: A  AFTER AGE 65
PREFERRED UNDERWRITING CLASS                  INITIAL SPECIFIED AMOUNT: 220,000
ANNUAL PREMIUM: $6,000
                               LEDGER ILLUSTRATION

                         --------Projected Values at 6.0% (4.28% Net)--------

End                                     EOY
Of         Annual   With-     Net   Accumulation      EOY Net        EOY Net
Year  Age  Premium drawal    Loan      Value      Surrender Value Death Benefit
<S>  <C>   <C>    <C>         <C>    <C>            <C>            <C>
  1   36    6000       0       0        5314            3550        225314
  2   37    6000       0       0       10820            9056        230820
  3   38    6000       0       0       16537           14773        236537
  4   39    6000       0       0       22471           20708        242471
  5   40    6000       0       0       28627           26864        248627
  6   41    6000       0       0       35013           33426        255013
  7   42    6000       0       0       41632           40221        261632
  8   43    6000       0       0       48491           47257        268491
  9   44    6000       0       0       55598           54540        275598
 10   45    6000       0       0       62961           62079        282961
 11   46    6000       0       0       70582           69877        290582
 12   47    6000       0       0       78469           77940        298469
 13   48    6000       0       0       86626           86274        306626
 14   49    6000       0       0       95064           94888        315064
 15   50    6000       0       0      103784          103784        323784
 16   51    6000       0       0      112793          112793        332793
 17   52    6000       0       0      122089          122089        342089
 18   53    6000       0       0      131667          131667        351667
 19   54    6000       0       0      141527          141527        361527
 20   55    6000       0       0      151661          151661        371661
 21   56    6000       0       0      162065          162065        382065
 22   57    6000       0       0      172732          172732        392732
 23   58    6000       0       0      183663          183663        403663
 24   59    6000       0       0      194853          194853        414853
 25   60    6000       0       0      206286          206286        426286
 26   61    6000       0       0      217947          217947        437947
 27   62    6000       0       0      229816          229816        449816
 28   63    6000       0       0      241861          241861        461861
 29   64    6000       0       0      254045          254045        474045
 30   65    6000       0       0      266323          266323        486323
 31   66       0   12000       0      260360          260360        474323
 32   67       0   12000       0      253778          253778        462323
 33   68       0   12000       0      246522          246522        450323
 34   69       0   12000       0      238530          238530        438323
 35   70       0   12000       0      229721          229721        426323
 36   71       0   12000       0      219979          219979        414323
 37   72       0   12000       0      209037          209037        402323
 38   73       0   12000       0      196931          196931        390323
 39   74       0   12000       0      183310          183310        378323
 40   75       0   12000       0      167893          167893        366323
 41   76       0   12000       0      150379          150379        354323
 42   77       0   12000       0      130396          130396        342323
 43   78       0   12000       0      107487          107487        330323
 44   79       0   12000       0       51090           51090        318323
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                    FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE
    Illustrations of Death Benefits, Accumulated Values, Net Cash Surrender
                         Values, Withdrawals and Loans
        Based on Maximum Allowable Cost of Insurance Charges (Continued)

ISSUE AGE:  35                                DEATH BENEFIT OPTION: B TO AGE 65
CLASS: MALE NONSMOKER                     DEATH BENEFIT OPTION: A  AFTER AGE 65
PREFERRED UNDERWRITING CLASS                  INITIAL SPECIFIED AMOUNT: 220,000
ANNUAL PREMIUM: $6,000
                               LEDGER ILLUSTRATION

                         --------Projected Values at 6.0% (4.28% Net)--------

End                                     EOY
Of         Annual   With-     Net   Accumulation      EOY Net        EOY Net
Year  Age  Premium drawal    Loan      Value      Surrender Value Death Benefit
<S>  <C>   <C>    <C>         <C>    <C>            <C>            <C>
 45   80       0   12000       0       50443           50443        306323
 46   81       0       0       0       27081           27081        306323
          ------  ------  ------
Total.... 180000  180000       0


THIS  ILLUSTRATION  ASSUMES AN ANNUAL $6,000 PREMIUM IS PAID AT THE BEGINNING OF
EACH POLICY YEAR UNTIL AGE 65, A CHANGE FROM DEATH BENEFIT  OPTION B TO OPTION A
AT AGE 65, AND WITHDRAWALS OF $12,000 EACH YEAR BEGINNING AT AGE 65.

THIS POLICY WILL LAPSE DURING AGE 82 ASSUMING THE WITHDRAWALS DESCRIBED ABOVE.

THE  HYPOTHETICAL  INVESTMENT  RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE  ONLY AND SHOULD NOT BE DEEMED A  REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE  SHOWN AND WILL  DEPEND ON A NUMBER OF  FACTORS,  INCLUDING THE
INVESTMENT  ALLOCATIONS  MADE  BY  AN  OWNER,  DEATH  BENEFIT  OPTION  SELECTED,
PREVAILING  INTEREST  RATES AND RATES OF  INFLATION.  THE DEATH BENEFIT AND CASH
VALUE FOR A CONTRACT  WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN  AVERAGED 0%, 6%, 8% AND 12% OVER A PERIOD OF YEARS,  BUT ALSO FLUCTUATED
ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL  CONTRACT YEARS. NO REPRESENTATIONS
CAN BE MADE BY AVLIC OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>


                    FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE
    Illustrations of Death Benefits, Accumulated Values, Net Cash Surrender
                          Values, Withdrawals and Loans
                   Based on Current Cost of Insurance Charges

ISSUE AGE:  35                                DEATH BENEFIT OPTION: B TO AGE 65
CLASS: MALE NONSMOKER                     DEATH BENEFIT OPTION: A  AFTER AGE 65
PREFERRED UNDERWRITING CLASS                  INITIAL SPECIFIED AMOUNT: 220,000
ANNUAL PREMIUM: $6,000

                               LEDGER ILLUSTRATION

                         --------Projected Values at 8.0% (6.28% Net)--------

End                                     EOY
 Of        Annual   With-    Net   Accumulation      EOY Net        EOY Net
Year Age  Premium  Drawal   Loan       Value     Surrender Value Death Benefit
<S>  <C>   <C>    <C>     <C>        <C>             <C>           <C>
  1   36    6000       0       0        5420            3656        225420
  2   37    6000       0       0       11220            9457        231220
  3   38    6000       0       0       17351           15587        237351
  4   39    6000       0       0       23846           22082        243846
  5   40    6000       0       0       30720           28956        250720
  6   41    6000       0       0       38007           36420        258007
  7   42    6000       0       0       45720           44309        265720
  8   43    6000       0       0       53889           52654        273889
  9   44    6000       0       0       62534           61476        282534
 10   45    6000       0       0       71693           70811        291693
 11   46    6000       0       0       81377           80672        301377
 12   47    6000       0       0       91624           91095        311624
 13   48    6000       0       0      102465          102113        322465
 14   49    6000       0       0      113927          113750        333927
 15   50    6000       0       0      126056          126056        346056
 16   51    6000       0       0      138960          138960        358960
 17   52    6000       0       0      152682          152682        372682
 18   53    6000       0       0      167266          167266        387266
 19   54    6000       0       0      182759          182759        402759
 20   55    6000       0       0      199214          199214        419214
 21   56    6000       0       0      217193          217193        437193
 22   57    6000       0       0      236314          236314        456314
 23   58    6000       0       0      256579          256579        476579
 24   59    6000       0       0      278047          278047        498047
 25   60    6000       0       0      300778          300778        520778
 26   61    6000       0       0      324835          324835        544835
 27   62    6000       0       0      350286          350286        570286
 28   63    6000       0       0      377203          377203        597203
 29   64    6000       0       0      405662          405662        625662
 30   65    6000       0       0      435742          435742        655742
 31   66       0   39100       0      420157          420157        616642
 32   67       0   39100       0      403570          403570        577542
 33   68       0   39100       0      385938          385938        538442
 34   69       0   39100       0      367217          367217        499342
 35   70       0   23600   15500      363567          347370        459545
 36   71       0       0   39100      384189          326403        417957
 37   72       0       0   39100      405545          304299        374497
 38   73       0       0   39100      427741          281079        329081
 39   74       0       0   39100      450776          256655        297225
 40   75       0       0   39100      474491          230776        263990
 41   76       0       0   39100      498906          203364        228310
 42   77       0       0   39100      523740          174038        200225
 43   78       0       0   39100      548952          142655        170102
 44   79       0       0   39100      574498          109058        137783
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                    FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE
    Illustrations of Death Benefits, Accumulated Values, Net Cash Surrender
                          Values, Withdrawals and Loans
             Based on Current Cost of Insurance Charges (Continued)


ISSUE AGE:  35                                DEATH BENEFIT OPTION: B TO AGE 65
CLASS: MALE NONSMOKER                     DEATH BENEFIT OPTION: A  AFTER AGE 65
PREFERRED UNDERWRITING CLASS                  INITIAL SPECIFIED AMOUNT: 220,000
ANNUAL PREMIUM: $6,000

                               LEDGER ILLUSTRATION

                         --------Projected Values at 8.0% (6.28% Net)--------

End                                     EOY
 Of        Annual   With-    Net   Accumulation      EOY Net        EOY Net
Year Age  Premium  Drawal   Loan       Value     Surrender Value Death Benefit
<S>  <C>      <C>     <C> <C>        <C>             <C>           <C>
 45   80       0       0   39100      600326           73082        103098
 46   81       0       0       0      627170           76199        107558
 47   82       0       0       0      655014           79250        112000
 48   83       0       0       0      683864           82191        116384
 49   84       0       0       0      713721           84972        120658
 50   85       0       0       0      744570           87528        124757
 51   86       0       0       0      776390           89781        128601
 52   87       0       0       0      809148           91642        132099
 53   88       0       0       0      842802           93008        135148
 54   89       0       0       0      877306           93771        137636
 55   90       0       0       0      912604           93809        139439
 56   91       0       0       0      948635           92995        140427
 57   92       0       0       0      986982           92838        132317
 58   93       0       0       0     1028046           93666        124507
 59   94       0       0       0     1072303           95875        117322
 60   95       0       0       0     1120302           99935        111138
         ------- ------- -------
Total.... 180000  180000  406500


THIS  ILLUSTRATION  ASSUMES AN ANNUAL $6,000 PREMIUM IS PAID AT THE BEGINNING OF
EACH POLICY YEAR UNTIL AGE 65, A CHANGE FROM DEATH BENEFIT  OPTION B TO OPTION A
AT AGE 65, AND WITHDRAWALS AND THEN LOANS OF $39,100 EACH YEAR AGES 65 TO 80.

THE  HYPOTHETICAL  INVESTMENT  RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE  ONLY AND SHOULD NOT BE DEEMED A  REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE  SHOWN AND WILL  DEPEND ON A NUMBER OF  FACTORS,  INCLUDING THE
INVESTMENT  ALLOCATIONS  MADE  BY  AN  OWNER,  DEATH  BENEFIT  OPTION  SELECTED,
PREVAILING  INTEREST  RATES AND RATES OF  INFLATION.  THE DEATH BENEFIT AND CASH
VALUE FOR A CONTRACT  WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN  AVERAGED 0%, 6%, 8% AND 12% OVER A PERIOD OF YEARS,  BUT ALSO FLUCTUATED
ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL  CONTRACT YEARS. NO REPRESENTATIONS
CAN BE MADE BY AVLIC OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                    FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE
    Illustrations of Death Benefits, Accumulated Values, Net Cash Surrender
                          Values, Withdrawals and Loans
              Based on Maximum Allowable Cost of Insurance Charges

ISSUE AGE:  35                                DEATH BENEFIT OPTION: B TO AGE 65
CLASS: MALE NONSMOKER                     DEATH BENEFIT OPTION: A  AFTER AGE 65
PREFERRED UNDERWRITING CLASS                  INITIAL SPECIFIED AMOUNT: 220,000
ANNUAL PREMIUM: $6,000

                               LEDGER ILLUSTRATION

                         --------Projected Values at 8.0% (6.28% Net)--------

End                                    EOY
Of         Annual    With-    Net  Accumulation       EOY Net        EOY Net
Year  Age Premium   drawal   Loan      Value      Surrender Value Death Benefit
<S>  <C>   <C>    <C>      <C>       <C>             <C>           <C>
  1   36    6000       0       0        5419            3656        225419
  2   37    6000       0       0       11145            9381        231145
  3   38    6000       0       0       17204           15440        237204
  4   39    6000       0       0       23615           21852        243615
  5   40    6000       0       0       30398           28635        250398
  6   41    6000       0       0       37572           35985        257572
  7   42    6000       0       0       45154           43744        265154
  8   43    6000       0       0       53172           51938        273172
  9   44    6000       0       0       61646           60587        281646
 10   45    6000       0       0       70603           69721        290603
 11   46    6000       0       0       80065           79359        300065
 12   47    6000       0       0       90058           89529        310058
 13   48    6000       0       0      100613          100261        320613
 14   49    6000       0       0      111761          111585        331761
 15   50    6000       0       0      123528          123528        343528
 16   51    6000       0       0      135950          135950        355950
 17   52    6000       0       0      149051          149051        369051
 18   53    6000       0       0      162859          162859        382859
 19   54    6000       0       0      177403          177403        397403
 20   55    6000       0       0      192712          192712        412712
 21   56    6000       0       0      208815          208815        428815
 22   57    6000       0       0      225746          225746        445746
 23   58    6000       0       0      243545          243545        463545
 24   59    6000       0       0      262251          262251        482251
 25   60    6000       0       0      281894          281894        501894
 26   61    6000       0       0      302505          302505        522505
 27   62    6000       0       0      324117          324117        544117
 28   63    6000       0       0      346751          346751        566751
 29   64    6000       0       0      370425          370425        590425
 30   65    6000       0       0      395156          395156        615156
 31   66       0   30750       0      382507          382507        584406
 32   67       0   30750       0      368998          368998        553656
 33   68       0   30750       0      354601          354601        522906
 34   69       0   30750       0      339288          339288        492156
 35   70       0   30750       0      323023          323023        461406
 36   71       0   26250    4500      310457          305732        430431
 37   72       0       0   30750      324483          287234        397907
 38   73       0       0   30750      338998          267599        363757
 39   74       0       0   30750      354023          246767        327900
 40   75       0       0   30750      369695          224789        290249
 41   76       0       0   30750      386218          201779        250717
 42   77       0       0   30750      403856          177907        209207
 43   78       0       0   30750      422793          153259        174398
 44   79       0       0   30750      442137          126839        148946
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                    FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE
    Illustrations of Death Benefits, Accumulated Values, Net Cash Surrender
                          Values, Withdrawals and Loans
        Based on Maximum Allowable Cost of Insurance Charges (Continued)

ISSUE AGE:  35                                DEATH BENEFIT OPTION: B TO AGE 65
CLASS: MALE NONSMOKER                     DEATH BENEFIT OPTION: A  AFTER AGE 65
PREFERRED UNDERWRITING CLASS                  INITIAL SPECIFIED AMOUNT: 220,000
ANNUAL PREMIUM: $6,000

                               LEDGER ILLUSTRATION

                         --------Projected Values at 8.0% (6.28% Net)--------

End                                    EOY
Of         Annual    With-    Net  Accumulation       EOY Net        EOY Net
Year  Age Premium   drawal   Loan      Value      Surrender Value Death Benefit
<S>  <C>   <C>    <C>      <C>       <C>             <C>           <C>
 45   80       0       0   30750      461639           98289        121371
 46   81       0       0       0      481781          100263        124352
 47   82       0       0       0      502546          101952        127079
 48   83       0       0       0      523903          103280        129475
 49   84       0       0       0      545817          104163        131454
 50   85       0       0       0      568246          104509        132922
 51   86       0       0       0      591152          104228        133786
 52   87       0       0       0      614496          103226        133951
 53   88       0       0       0      638239          101405        133317
 54   89       0       0       0      662344           98669        131786
 55   90       0       0       0      656766           64907        129246
 56   91       0       0       0      711447           89995        125568
 57   92       0       0       0      738032           85507        115028
 58   93       0       0       0      766883           81732        104739
 59   94       0       0       0      798442           79033         95001
 60   95       0       0       0      833231           77852         86184
          ------  ------  ------
Total.... 180000  180000  281250



THIS  ILLUSTRATION  ASSUMES AN ANNUAL $6,000 PREMIUM IS PAID AT THE BEGINNING OF
EACH POLICY YEAR UNTIL AGE 65, A CHANGE FROM DEATH BENEFIT  OPTION B TO OPTION A
AT AGE 65, AND WITHDRAWALS AND THEN LOANS OF $30,750 EACH YEAR AGES 65 TO 80.

THE  HYPOTHETICAL  INVESTMENT  RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE  ONLY AND SHOULD NOT BE DEEMED A  REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE  SHOWN AND WILL  DEPEND ON A NUMBER OF  FACTORS,  INCLUDING  THE
INVESTMENT  ALLOCATIONS  MADE  BY  AN  OWNER,  DEATH  BENEFIT  OPTION  SELECTED,
PREVAILING  INTEREST  RATES AND RATES OF  INFLATION.  THE DEATH BENEFIT AND CASH
VALUE FOR A CONTRACT  WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN  AVERAGED 0%, 6%, 8% AND 12% OVER A PERIOD OF YEARS,  BUT ALSO FLUCTUATED
ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL  CONTRACT YEARS. NO REPRESENTATIONS
CAN BE MADE BY AVLIC OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                    FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE
     Illustrations of Death Benefits, Accumulated Values, Net Cash Surrender
                          Values, Withdrawals and Loans
                   Based on Current Cost of Insurance Charges

ISSUE AGE:  35                                DEATH BENEFIT OPTION: B TO AGE 65
CLASS: MALE NONSMOKER                     DEATH BENEFIT OPTION: A  AFTER AGE 65
PREFERRED UNDERWRITING CLASS                  INITIAL SPECIFIED AMOUNT: 220,000
ANNUAL PREMIUM: $6,000
                         LEDGER ILLUSTRATION

                         --------Projected Values at 12.0% (10.28% Net)--------

End                                     EOY
 Of        Annual   With-    Net    Accumulation      EOY Net        EOY Net
Year  Age Premium  Drawal   Loan       Value     Surrender Value  Death Benefit
<S>  <C>   <C>   <C>     <C>         <C>             <C>           <C>
  1   36    6000       0       0        5632            3869        225632
  2   37    6000       0       0       11884           10120        231884
  3   38    6000       0       0       18744           16980        238744
  4   39    6000       0       0       26288           24525        246288
  5   40    6000       0       0       34578           32815        254578
  6   41    6000       0       0       43702           42115        263702
  7   42    6000       0       0       53731           52321        273731
  8   43    6000       0       0       64762           63528        284762
  9   44    6000       0       0       76890           75831        296890
 10   45    6000       0       0       90234           89352        310234
 11   46    6000       0       0      104900          104194        324900
 12   47    6000       0       0      121027          120498        341027
 13   48    6000       0       0      138761          138409        358761
 14   49    6000       0       0      158257          158081        378257
 15   50    6000       0       0      179704          179704        399704
 16   51    6000       0       0      203370          203370        423370
 17   52    6000       0       0      229476          229476        449476
 18   53    6000       0       0      258267          258267        478267
 19   54    6000       0       0      290010          290010        510010
 20   55    6000       0       0      325006          325006        545006
 21   56    6000       0       0      364404          364404        584404
 22   57    6000       0       0      407919          407919        627919
 23   58    6000       0       0      455909          455909        675909
 24   59    6000       0       0      508832          508832        728832
 25   60    6000       0       0      567186          567186        787186
 26   61    6000       0       0      631526          631526        851526
 27   62    6000       0       0      702461          702461        922461
 28   63    6000       0       0      780670          780670       1000670
 29   64    6000       0       0      866897          866897       1086897
 30   65    6000       0       0      961965          961965       1181965
 31   66       0  108000       0      941637          941637       1129964
 32   67       0   72000   36000      956772          919152       1100938
 33   68       0       0  108000     1046151          893978       1082285
 34   69       0       0  108000     1137658          865777       1059179
 35   70       0       0  108000     1231182          834206       1031195
 36   71       0       0  108000     1326588          798889        997877
 37   72       0       0  108000     1424027          759721        944845
 38   73       0       0  108000     1523471          716412        883993
 39   74       0       0  108000     1624906          668669        814910
 40   75       0       0  108000     1728341          616213        737197
 41   76       0       0  108000     1833824          557606        649297
 42   77       0       0  108000     1940027          490864        587865
 43   78       0       0  108000     2046419          414970        517291
 44   79       0       0  108000     2152376          328790        436409
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                    FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE
     Illustrations of Death Benefits, Accumulated Values, Net Cash Surrender
                         Values, Withdrawals and Loans
             Based on Current Cost of Insurance Charges (Continued)

ISSUE AGE:  35                                DEATH BENEFIT OPTION: B TO AGE 65
CLASS: MALE NONSMOKER                     DEATH BENEFIT OPTION: A  AFTER AGE 65
PREFERRED UNDERWRITING CLASS                  INITIAL SPECIFIED AMOUNT: 220,000
ANNUAL PREMIUM: $6,000
                         LEDGER ILLUSTRATION

                         --------Projected Values at 12.0% (10.28% Net)--------

End                                     EOY
 Of        Annual   With-    Net    Accumulation      EOY Net        EOY Net
Year  Age Premium  Drawal   Loan       Value     Surrender Value  Death Benefit
<S>  <C>      <C>     <C><C>        <C>              <C>           <C>
 45   80       0       0  108000     2257174          231057        343916
 46   81       0       0       0     2366478          241889        360213
 47   82       0       0       0     2480289          253137        377151
 48   83       0       0       0     2598680          264725        394659
 49   84       0       0       0     2721704          276553        412638
 50   85       0       0       0     2849355          288455        430923
 51   86       0       0       0     2981590          300227        449306
 52   87       0       0       0     3118321          311614        467530
 53   88       0       0       0     3259413          322312        485283
 54   89       0       0       0     3404699          331981        502216
 55   90       0       0       0     3553961          340225        517923
 56   91       0       0       0     3706953          346619        531967
 57   92       0       0       0     3869957          357261        512060
 58   93       0       0       0     4044841          373833        495178
 59   94       0       0       0     4233861          397657        482334
 60   95       0       0       0     4439649          430816        475213
         ------- ------- -------
Total.... 180000  180000 1440000


THIS  ILLUSTRATION  ASSUMES AN ANNUAL $6,000 PREMIUM IS PAID AT THE BEGINNING OF
EACH POLICY YEAR UNTIL AGE 65, A CHANGE FROM DEATH BENEFIT  OPTION B TO OPTION A
AT AGE 65, AND WITHDRAWALS AND THEN LOANS OF $108,000 EACH YEAR AGES 65 TO 80.

THE  HYPOTHETICAL  INVESTMENT  RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE  ONLY AND SHOULD NOT BE DEEMED A  REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE  SHOWN AND WILL  DEPEND ON A NUMBER OF  FACTORS,  INCLUDING  THE
INVESTMENT  ALLOCATIONS  MADE  BY  AN  OWNER,  DEATH  BENEFIT  OPTION  SELECTED,
PREVAILING  INTEREST  RATES AND RATES OF  INFLATION.  THE DEATH BENEFIT AND CASH
VALUE FOR A CONTRACT  WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN  AVERAGED 0%, 6%, 8% AND 12% OVER A PERIOD OF YEARS,  BUT ALSO FLUCTUATED
ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL  CONTRACT YEARS. NO REPRESENTATIONS
CAN BE MADE BY AVLIC OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                    FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE
    Illustrations of Death Benefits, Accumulated Values, Net Cash Surrender
                          Values, Withdrawals and Loans
              Based on Maximum Allowable Cost of Insurance Charges

ISSUE AGE:  35                                 DEATH BENEFIT OPTION: B TO AGE 65
CLASS: MALE NONSMOKER                      DEATH BENEFIT OPTION: A  AFTER AGE 65
PREFERRED UNDERWRITING CLASS                  INITIAL SPECIFIED AMOUNT: 220,000
ANNUAL PREMIUM: $6,000

                               LEDGER ILLUSTRATION

                         --------Projected Values at 12.0% (10.28% Net)--------

End                                     EOY
Of         Annual   With-    Net    Accumulation      EOY Net        EOY Net
Year Age  Premium   drawal   Loan      Value      Surrender Value Death Benefit
<S>  <C>   <C>    <C>     <C>        <C>            <C>            <C>
  1   36    6000       0       0        5632            3868        225632
  2   37    6000       0       0       11807           10043        231807
  3   38    6000       0       0       18591           16827        238591
  4   39    6000       0       0       26044           24280        246044
  5   40    6000       0       0       34230           32467        254230
  6   41    6000       0       0       43223           41636        263223
  7   42    6000       0       0       53097           51686        273097
  8   43    6000       0       0       63944           62710        283944
  9   44    6000       0       0       75857           74799        295857
 10   45    6000       0       0       88945           88063        308945
 11   46    6000       0       0      103319          102614        323319
 12   47    6000       0       0      119107          118578        339107
 13   48    6000       0       0      136451          136098        356451
 14   49    6000       0       0      155504          155328        375504
 15   50    6000       0       0      176434          176434        396434
 16   51    6000       0       0      199428          199428        419428
 17   52    6000       0       0      224682          224682        444682
 18   53    6000       0       0      252414          252414        472414
 19   54    6000       0       0      282863          282863        502863
 20   55    6000       0       0      316288          316288        536288
 21   56    6000       0       0      352979          352979        572979
 22   57    6000       0       0      393253          393253        613253
 23   58    6000       0       0      437467          437467        657467
 24   59    6000       0       0      486011          486011        706011
 25   60    6000       0       0      539301          539301        759301
 26   61    6000       0       0      597799          597799        817799
 27   62    6000       0       0      662009          662009        882009
 28   63    6000       0       0      732480          732480        952480
 29   64    6000       0       0      809807          809807       1029807
 30   65    6000       0       0      894645          894645       1114645
 31   66       0   91700       0      881061          881061       1057274
 32   67       0   88300    3400      869944          866374       1031663
 33   68       0       0   91700      949244          849210       1020074
 34   69       0       0   91700     1030533          829213       1004403
 35   70       0       0   91700     1113712          806041        984234
 36   71       0       0   91700     1198645          779305        959102
 37   72       0       0   91700     1285568          748976        916100
 38   73       0       0   91700     1374711          715005        866233
 39   74       0       0   91700     1466077          677100        809047
 40   75       0       0   91700     1559850          635140        744330
 41   76       0       0   91700     1656342          589111        671928
 42   77       0       0   91700     1753665          536787        624471
 43   78       0       0   91700     1851399          477393        569963
 44   79       0       0   91700     1949065          408328        505781
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                    FLEXIBLE PREMIUM VARIABLE UNIVERSAL LIFE
    Illustrations of Death Benefits, Accumulated Values, Net Cash Surrender
                         Values, Withdrawals and Loans
        Based on Maximum Allowable Cost of Insurance Charges (Continued)


ISSUE AGE:  35                                 DEATH BENEFIT OPTION: B TO AGE 65
CLASS: MALE NONSMOKER                      DEATH BENEFIT OPTION: A  AFTER AGE 65
PREFERRED UNDERWRITING CLASS                  INITIAL SPECIFIED AMOUNT: 220,000
ANNUAL PREMIUM: $6,000

                               LEDGER ILLUSTRATION

                         --------Projected Values at 12.0% (10.28% Net)--------

End                                     EOY
Of         Annual   With-    Net    Accumulation      EOY Net        EOY Net
Year Age  Premium   drawal   Loan      Value      Surrender Value Death Benefit
<S>  <C>   <C>    <C>     <C>        <C>            <C>            <C>
 45   80       0       0   91700     2045988          328243        430543
 46   81       0       0       0     2146638          339973        447305
 47   82       0       0       0     2250986          351662        464211
 48   83       0       0       0     2358947          363093        481040
 49   84       0       0       0     2470380          373993        497512
 50   85       0       0       0     2585124          383918        513174
 51   86       0       0       0     2703004          391738        526888
 52   87       0       0       0     2823790          396960        538150
 53   88       0       0       0     2947217          399046        546407
 54   89       0       0       0     3073013          397433        551083
 55   90       0       0       0     3200824          391465        551506
 56   91       0       0       0     3330208          380381        546891
 57   92       0       0       0     3468823          371505        510257
 58   93       0       0       0     3618563          366379        474936
 59   94       0       0       0     3781749          366956        442591
 60   95       0       0       0     3961237          375704        415316
          ------  ------  ------
Total.... 180000  180000 1195500

THIS  ILLUSTRATION  ASSUMES AN ANNUAL $6,000 PREMIUM IS PAID AT THE BEGINNING OF
EACH POLICY YEAR UNTIL AGE 65, A CHANGE FROM DEATH BENEFIT  OPTION B TO OPTION A
AT AGE 65, AND WITHDRAWALS AND THEN LOANS OF $91,700 EACH YEAR AGES 65 TO 80.

THE  HYPOTHETICAL  INVESTMENT  RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE  ONLY AND SHOULD NOT BE DEEMED A  REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE  SHOWN AND WILL  DEPEND ON A NUMBER OF  FACTORS,  INCLUDING  THE
INVESTMENT  ALLOCATIONS  MADE  BY  AN  OWNER,  DEATH  BENEFIT  OPTION  SELECTED,
PREVAILING  INTEREST  RATES AND RATES OF  INFLATION.  THE DEATH BENEFIT AND CASH
VALUE FOR A CONTRACT  WOULD BE DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF
RETURN  AVERAGED 0%, 6%, 8% AND 12% OVER A PERIOD OF YEARS,  BUT ALSO FLUCTUATED
ABOVE OR BELOW THOSE AVERAGES FOR INDIVIDUAL  CONTRACT YEARS. NO REPRESENTATIONS
CAN BE MADE BY AVLIC OR THE FUNDS THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE
ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                      RETIREMENT PLANNING COMPARISONS

CLIENT AGE:  35                                                                                   CURRENT COST OF
INSURANCE CHARGES
RETIREMENT AGE: 65                                                                                DEATH BENEFIT
OPTION: B TO AGE 65
PERSONAL TAX BRACKET -- 31%                                                                    DEATH BENEFIT
OPTION: A AFTER AGE 65
YEARLY NET CONTRIBUTIONS $6,000
                                                      ACCUMULATION PHASE ASSUMPTIONS

                              Taxable Investment                    Qualified Plan              Private Retirement Strategy
                        ------------------------------    --------------------------------    ---------------------------------

Pre-Tax Dollars.......   8,695   8,695   8,695   8,695      6,000   6,000  6,000     6,000     8,695   8,695   8,695   8,695
After-Tax Contribution   6,000   6,000   6,000   6,000      6,000   6,000  6,000     6,000     6,000   6,000   6,000   6,000

Interest Rate.........   0.00%   6.00%   8.00%  12.00%      0.00%   6.00%  8.00%    12.00%     0.00%   6.00%   8.00%   12.00%
Net Interest Rate.....   0.00%   4.14%   5.52%   8.28%      0.00%   6.00%  8.00%    12.00%    -1.72%   4.28%   6.28%   10.28%

End of
Policy
Yr.   Age
<S>  <C>                <C>     <C>     <C>     <C>       <C>     <C>     <C>       <C>      <C>     <C>    <C>      <C>  
 1    36 ........         6,000   6,248   6,331   6,497     6,000   6,360   6,480     6,720    4,996   5,314   5,420    5,632
 2    37 ........        12,000  12,755  13,012  13,532    12,000  13,102  13,478    14,246    9,944  10,895  11,220   11,884
 3    38 ........        18,000  19,532  20,061  21,149    18,000  20,248  21,037    22,676   14,775  16,681  17,351   18,744
 4    39 ........        24,000  26,589  27,500  29,397    24,000  27,823  29,200    32,117   19,503  22,694  23,846   26,288
 5    40 ........        30,000  33,938  35,349  38,328    30,000  35,852  38,016    42,691   24,121  28,936  30,720   34,578
 6    41 ........        36,000  41,592  43,632  47,998    36,000  44,363  47,537    54,534   28,643  35,427  38,007   43,702
 7    42 ........        42,000  49,562  52,371  58,469    42,000  53,385  57,820    67,798   33,056  42,165  45,720   53,731
 8    43 ........        48,000  57,862  61,593  69,807    48,000  62,948  68,925    82,654   37,366  49,162  53,889   64,762
 9    44 ........        54,000  66,506  71,325  82,084    54,000  73,085  80,919    99,292   41,566  56,423  62,534   76,890
10    45 ........        60,000  75,508  81,593  95,377    60,000  83,830  93,873   117,927   45,667  63,965  71,693   90,234
11    46 ........        66,000  84,882  92,428 109,771    66,000  95,220 107,863   138,799   49,649  71,781  81,377  104,900
12    47 ........        72,000  94,645 103,861 125,357    72,000 107,293 122,972   162,175   53,519  79,887  91,624  121,027
13    48 ........        78,000 104,811 115,925 142,233    78,000 120,090 139,290   188,356   57,275  88,290 102,465  138,761
14    49 ........        84,000 115,399 128,656 160,507    84,000 133,656 156,913   217,678   60,908  96,993 113,927  158,257
15    50 ........        90,000 126,425 142,089 180,294    90,000 148,035 175,946   250,520   64,428 106,017 126,056  179,704
16    51 ........        96,000 137,907 156,263 201,719    96,000 163,277 196,501   287,302   67,901 115,441 138,960  203,370
17    52 ........       102,000 149,865 171,220 224,918   102,000 179,434 218,701   328,498   71,321 125,275 152,682  229,476
18    53 ........       108,000 162,318 187,003 250,038   108,000 196,560 242,678   374,638   74,682 135,530 167,266  258,267
19    54 ........       114,000 175,286 203,657 277,238   114,000 214,714 268,572   426,315   77,979 146,218 182,759  290,010
20    55 ........       120,000 188,792 221,230 306,690   120,000 233,956 296,538   484,192   81,208 157,351 199,214  325,006

30    65 ........       180,000 358,750 460,202 774,865   180,000 502,810 734,075 1,621,756  107,572 298,874 435,742  961,965
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                           DISTRIBUTION PHASE ASSUMPTIONS



                              Taxable Investment                   Qualified Plan               Private Retirement Strategy
                      --------------------------------  ----------------------------------   --------------------------------

Pre-Tax Dollars ......  6,000  16,800  39,100 108,000     8,695  24,347 56,666   156,521     6,000  16,800  39,100 108,000
After Tax Distribution  6,000  16,800  39,100 108,000     6,000  16,800 39,100   108,000     6,000  16,800  39,100 108,000


    Yr.  Age                                               Remaining Values End of Year
                      -------------------------------   ----------------------------------   --------------------------------
   <S>  <C>          <C>     <C>     <C>     <C>       <C>     <C>     <C>     <C>         <C>    <C>     <C>     <C> 
     1   66 ..........174,000 356,107 444,347 722,082   171,305 507,171 731,602 1,641,063   97,650 292,422 420,157 941,637
     2   67 ..........168,000 353,354 427,616 664,928   162,610 511,793 728,931 1,662,687   87,552 285,527 403,570 919,152
     3   68 ..........162,000 350,488 409,962 603,041   153,915 516,693 726,046 1,686,906   77,237 278,163 385,938 893,978
     4   69 ..........156,000 347,502 391,334 536,031   145,220 521,887 722,930 1,714,031   66,658 270,299 367,217 865,777
     5   70 ..........150,000 344,393 371,677 463,472   136,525 527,392 719,566 1,744,411   55,760 261,902 347,370 834,206
     6   71 ..........144,000 341,156 350,936 384,905   127,830 533,228 715,932 1,778,437   44,483 252,938 326,403 798,889
     7   72 ..........138,000 337,784 329,049 299,833   119,135 539,414 712,007 1,816,546   32,764 243,373 304,299 759,721
     8   73 ..........132,000 334,273 305,954 207,716   110,440 545,971 707,768 1,859,228   20,535 233,171 281,079 716,412
     9   74 ..........126,000 330,616 281,584 107,973   101,745 552,921 703,190 1,907,032    7,709 222,285 256,655 668,669
    10   75 ..........120,000 326,808 255,870       0    93,050 560,289 698,246 1,960,572        0 210,661 230,776 616,213
    11   76 ..........114,000 322,842 228,735            84,355 568,098 692,907 2,020,537          198,239 203,364 557,606
    12   77 ..........108,000 318,713 200,103            75,660 576,376 687,140 2,087,698          184,985 174,038 490,864
    13   78 ..........102,000 314,412 169,891            66,965 585,151 680,912 2,162,918          170,816 142,655 414,970
    14   79 .......... 96,000 309,933 138,010            58,270 594,452 674,185 2,247,165          155,671 109,058 328,790
    15   80 .......... 90,000 305,269 104,370            49,575 604,312 666,921 2,341,521          139,488  73,082 231,057

                           15      15      15      10       15     15      15        15        10      15      15      15

THIS IS A LIFE INSURANCE POLICY ILLUSTRATION.

THE  ILLUSTRATION  ASSUMES  DEATH BENEFIT OPTION B UNTIL RETIREMENT AT AGE 65 AND A CHANGE TO  DEATH  BENEFIT  OPTION A  DURING  THE
DISTRIBUTION STAGE.  EXCESSIVE LOANS OR WITHDRAWALS  MAY  CAUSE  THE  POLICY TO LAPSE BECAUSE OF INSUFFICIENT CASH VALUE. SHOULD THE
POLICY  LAPSE WHILE LOANS ARE  OUTSTANDING,  THE PORTION OF THE LOANS ATTRIBUTABLE TO EARNINGS WILL BECOME TAXABLE DISTRIBUTIONS.

THE  HYPOTHETICAL  INVESTMENT  RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS PROSPECTUS ARE ILLUSTRATIVE  ONLY AND SHOULD NOT BE
DEEMED A  REPRESENTATION  OF PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR LESS THAN THOSE  SHOWN
AND WILL  DEPEND ON A NUMBER OF  FACTORS,  INCLUDING  THE INVESTMENT  ALLOCATIONS  MADE  BY AN OWNER, DEATH BENEFIT OPTION SELECTED,
PREVAILING  INTEREST  RATES AND RATES OF  INFLATION.  THE DEATH BENEFIT AND CASH VALUE FOR A CONTRACT  WOULD BE DIFFERENT FROM THOSE
SHOWN IF THE ACTUAL RATES OF RETURN  AVERAGED 0%, 6%, 8% AND 12% OVER A PERIOD OF YEARS,  BUT ALSO FLUCTUATED  ABOVE  OR BELOW THOSE
AVERAGES FOR INDIVIDUAL  CONTRACT YEARS. NO REPRESENTATIONS  CAN  BE  MADE  BY  AVLIC OR  THE FUNDS THAT THESE HYPOTHETICAL RATES OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                      RETIREMENT PLANNING COMPARISONS

CLIENT AGE:  35                                                                         MAXIMUM ALLOWABLE
COST OF INSURANCE CHARGES
RETIREMENT AGE: 65                                                                                DEATH BENEFIT
OPTION: B TO AGE 65
PERSONAL TAX BRACKET -- 31%                                                                    DEATH BENEFIT
OPTION: A AFTER AGE 65
YEARLY NET CONTRIBUTIONS $6,000
                                                      ACCUMULATION PHASE ASSUMPTIONS

                              Taxable Investment                  Qualified Plan                  Private Retirement
Strategy
                      --------------------------------     -------------------------------     --------------------------------

Pre-Tax Dollars.......   8,695   8,695   8,695   8,695     6,000   6,000   6,000     6,000      8,695   8,695   8,695    8,695
After-Tax Contribution   6,000   6,000   6,000   6,000     6,000   6,000   6,000     6,000      6,000   6,000   6,000    6,000


Interest Rate.........   0.00%   6.00%   8.00%  12.00%     0.00%    6.00%  8.00%    12.00%      0.00%   6.00%   8.00%   12.00%
Net Interest Rate.....   0.00%   4.14%   5.52%   8.28%     0.00%    6.00%  8.00%    12.00%     -1.72%   4.28%   6.28%   10.28%

End of
Policy
Yr.   Age
<S> <C>               <C>     <C>     <C>     <C>       <C>     <C>     <C>       <C>       <C>     <C>     <C>     <C>  
 1   36 .........    .   6,000   6,248   6,331   6,497     6,000   6,360    6,480     6,720    4,996   5,314   5,419    5,632
 2   37 .........       12,000  12,755  13,012  13,532    12,000  13,102   13,478    14,246    9,872  10,820  11,145   11,807
 3   38 .........       18,000  19,532  20,061  21,149    18,000  20,248   21,037    22,676   14,640  16,537  17,204   18,591
 4   39 .........       24,000  26,589  27,500  29,397    24,000  27,823   29,200    32,117   19,299  22,471  23,615   26,044
 5   40 .........       30,000  33,938  35,349  38,328    30,000  35,852   38,016    42,691   23,848  28,627  30,398   34,230
 6   41 .........       36,000  41,592  43,632  47,998    36,000  44,363   47,537    54,534   28,285  35,013  37,572   43,223
 7   42 .........       42,000  49,562  52,371  58,469    42,000  53,385   57,820    67,798   32,607  41,632  45,154   53,097
 8   43 .........       48,000  57,862  61,593  69,807    48,000  62,948   68,925    82,654   36,815  48,491  53,172   63,944
 9   44 .........       54,000  66,506  71,325  82,084    54,000  73,085   80,919    99,292   40,904  55,598  61,646   75,857
10   45 .........       60,000  75,508  81,593  95,377    60,000  83,830   93,873   117,927   44,878  62,961  70,603   88,945
11   46 .........       66,000  84,882  92,428 109,771    66,000  95,220  107,863   138,799   48,728  70,582  80,065  103,319
12   47 .........       72,000  94,645 103,861 125,357    72,000 107,293  122,972   162,175   52,453  78,469  90,058  119,107
13   48 .........       78,000 104,811 115,925 142,233    78,000 120,090  139,290   188,356   56,051  86,626 100,613  136,451
14   49 .........       84,000 115,399 128,656 160,507    84,000 133,656  156,913   217,678   59,519  95,064 111,761  155,504
15   50 .........       90,000 126,425 142,089 180,294    90,000 148,035  175,946   250,520   62,852 103,784 123,528  176,434
16   51 .........       96,000 137,907 156,263 201,719    96,000 163,277  196,501   287,302   66,047 112,793 135,950  199,428
17   52 .........      102,000 149,865 171,220 224,918   102,000 179,434  218,701   328,498   69,091 122,089 149,051  224,682
18   53 .........      108,000 162,318 187,003 250,038   108,000 196,560  242,678   374,638   71,972 131,667 162,859  252,414
19   54 .........      114,000 175,286 203,657 277,238   114,000 214,714  268,572   426,315   74,679 141,527 177,403  282,863
20   55 .........      120,000 188,792 221,230 306,690   120,000 233,956  296,538   484,192   77,197 151,661 192,712  316,288
30   65 .........      180,000 358,750 460,202 774,865   180,000 502,810  734,075 1,621,756   88,696 266,323 395,156  894,645
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                            ACCUMULATION PHASE ASSUMPTIONS


                              Taxable Investment                   Qualified Plan              Private Retirement Strategy
                      --------------------------------  ----------------------------------  ---------------------------------

Pre-Tax Dollars ......  6,000  12,000  30,750  91,700   8,695   17,391   44,565   132,898     6,000  12,000 30,750  91,700
After Tax Distribution  6,000  12,000  30,750  91,700   6,000   12,000   30,750    91,700     6,000  12,000 30,750  91,700

    Yr.  Age                                               Remaining Values End of Year    
                      --------------------------------  ------------------------------------ ---------------------------------
    <S> <C>          <C>     <C>     <C>     <C>      <C>     <C>     <C>        <C>       <C>    <C>     <C>     <C>
     1   66 ..........174,000 361,106 453,158 739,731  171,305 514,544  744,671  1,667,521  76,467 260,360 382,507 881,061
     2   67 ..........168,000 363,559 445,725 701,688  162,610 526,982  756,115  1,718,777  63,801 253,778 368,998 866,374
     3   68 ..........162,000 366,113 437,881 660,496  153,915 540,167  768,473  1,776,185  50,621 246,522 354,601 849,210
     4   69 ..........156,000 368,773 429,605 615,892  145,220 554,142  781,821  1,840,481  36,843 238,530 339,288 829,213
     5   70 ..........150,000 371,544 420,872 567,595  136,525 568,957  796,237  1,912,493  22,358 229,721 323,023 806,041
     6   71 ..........144,000 374,429 411,656 515,299  127,830 584,659  811,805  1,993,147   7,011 219,979 305,732 779,305
     7   72 ..........138,000 377,434 401,932 458,673  119,135 601,305  828,620  2,083,478       0 209,037 287,234 748,976
     8   73 ..........132,000 380,563 391,672 397,358  110,440 618,948  846,779  2,184,650         196,931 267,599 715,005
     9   74 ..........126,000 383,821 380,844 330,967  101,745 637,651  866,391  2,297,962         183,310 246,767 677,100
    10   75 ..........120,000 387,214 369,420       0   93,050 657,475  887,572  2,424,872         167,893 224,789 635,140
    11   76 ..........114,000 390,748 357,364           84,355 678,489  910,448  2,567,011         150,379 201,779 589,111
    12   77 ..........108,000 394,428 344,643           75,660 700,764  935,153  2,726,206         130,396 177,907 536,787
    13   78 ..........102,000 398,261 331,220           66,965 724,376  961,835  2,904,505         107,487 153,259 477,393
    14   79 .......... 96,000 402,252 317,056           58,270 749,404  990,652  3,104,200          51,090 126,839 408,328
    15   80 .......... 90,000 406,409 302,110           49,575 775,934 1,021,774 3,327,859          50,443  98,289 328,243

                           15      15      15      10        15      15       15        15       7      15     15      15



THIS IS A LIFE INSURANCE POLICY ILLUSTRATION.

THE ILLUSTRATION ASSUMES DEATH BENEFIT OPTION B UNTIL RETIREMENT AT AGE 65 AND A CHANGE  TO  DEATH  BENEFIT  OPTION A   DURING   THE
DISTRIBUTION STAGE.   EXCESSIVE  LOANS OR WITHDRAWALS MAY CAUSE THE POLICY TO LAPSE BECAUSE OF INSUFFICIENT CASH VALUE.  SHOULD  THE
POLICY  LAPSE WHILE LOANS ARE  OUTSTANDING,  THE PORTION OF THE LOANS ATTRIBUTABLE TO EARNINGS WILL BECOME TAXABLE DISTRIBUTIONS.

THE  HYPOTHETICAL  INVESTMENT  RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS PROSPECTUS ARE ILLUSTRATIVE  ONLY AND SHOULD NOT BE
DEEMED A  REPRESENTATION  OF PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR LESS THAN THOSE  SHOWN
AND WILL  DEPEND ON A NUMBER OF  FACTORS,  INCLUDING  THE INVESTMENT  ALLOCATIONS  MADE  BY AN OWNER, DEATH BENEFIT OPTION SELECTED,
PREVAILING  INTEREST  RATES AND RATES OF  INFLATION.  THE DEATH BENEFIT AND CASH VALUE FOR A CONTRACT  WOULD BE DIFFERENT FROM THOSE
SHOWN IF THE ACTUAL RATES OF RETURN  AVERAGED 0%, 6%, 8% AND 12% OVER A PERIOD OF YEARS,  BUT ALSO FLUCTUATED ABOVE  OR  BELOW THOSE
AVERAGES FOR INDIVIDUAL  CONTRACT YEARS. NO REPRESENTATIONS CAN BE MADE BY AVLIC OR  THE  FUNDS  THAT  THESE  HYPOTHETICAL  RATES OF
RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.
</TABLE>
<PAGE>
APPENDIX C

LONG TERM MARKET TRENDS

The information  below covering the period of 1926-1995 is an examination of the
basic  relationship  between risk and return among the different  asset classes,
and between nominal and real (inflation  adjusted)  returns.  The information is
provided because the Policyowners  have varied investment  portfolios  available
which have different  investment  objectives and policies.  The chart  generally
demonstrates  how different  classes of investments  have  performed  during the
period. The study of asset returns provides a period long enough to include most
of the major types of events that investors have  experienced in the past.  This
is  a  historical  record  and  is  not  intended  as  a  projection  of  future
performance.

The graph  depicts  the  growth of a dollar  invested  in common  stocks,  small
company stocks,  long-term government bonds,  Treasury bills, and a hypothetical
asset  returning the inflation  rate over the period from the end of 1925 to the
end of 1995. All results assume  reinvestment  of dividends on stocks or coupons
on bonds and no taxes.  Transaction costs are not included,  except in the small
stock  index  starting in 1982.  Charges  associated  with a variable  insurance
policy are not reflected in the chart.

Each of the cumulative  index values is initiated at $1.00 at year-end 1925. The
graph  illustrates  that common stocks and small stocks gained the most over the
entire 70-year  period:  investments of one dollar would have grown to $1,113.92
and $3,822.40  respectively,  by year-end 1995. This growth, however, was earned
by taking  substantial  risk. In contrast,  long-term  government bonds (with an
approximate  20-year  maturity),  which exposed the holder to less risk, grew to
only $34.04. Note that the return and principal value of an investment in stocks
will fluctuate with changes in market conditions. Prices of small company stocks
are generally more volatile than those of large company stocks. Government bonds
and  Treasury  Bills  are  guaranteed  by the U.S.  Government  and,  if held to
maturity, offer a fixed rate of return and a fixed principal value.

The lowest risk strategy over the past 70 years was to buy U.S.  Treasury bills.
Since   Treasury   bills  tended  to  track   inflation,   the  resulting   real
(inflation-adjusted) returns were near zero for the entire 1926-1995 period.

Omitted graph illustrates long term market trends as described in the narrative
above.























                       Year End 1925 = $1.00
                       Source: Stocks, Bonds, Bills, and Inflation 1996 Yearbook
                      (C)Ibbotson Associates, Chicago. All Rights Reserved.
<PAGE>
APPENDIX D

STANDARD & POOR'S 500

The  Standard  and  Poor's (S & P 500) is a weighted  index of 500  widely  held
stocks: 400 Industrials,  40 Financial Company Stocks, 40 Public Utilities,  and
20  Transportation  stocks,  most of which  are  traded  on the New  York  Stock
Exchange.  This  information is provided  because the  Policyowners  have varied
investment options available.  The investment options,  except the Fixed Account
and the Money Market Account, involve investments in the stock market. The S & P
500 is generally regarded as an accurate composite of the overall stock market.
<TABLE>
<CAPTION>


PERCENT CHANGE OF TOTAL RETURN          
STANDARD & POOR'S 500 INDEX

                                   %
             Year                Change
- -----------------------------------------
<S>         <C>                 <C>
 1           1971                 14.56      Omitted graph depicts the activity
 2           1972                 18.90      of the S&P 500 Index for the years
 3           1973                -14.77      1971-1995.
 4           1974                -26.39
 5           1975                 37.16
 6           1976                 23.57
 7           1977                 -7.42
 8           1978                  6.38
 9           1979                 18.20
10           1980                 32.27
11           1981                 -5.01
12           1982                 21.44
13           1983                 22.38
14           1984                  6.10
15           1985                 31.57
16           1986                 18.56
17           1987                  5.10
18           1988                 16.61
19           1989                 31.69
20           1990                 -3.14
21           1991                 30.45
22           1992                  7.61
23           1993                 10.08
24           1994                  1.32
25           1995                 37.58
</TABLE>
THE CHART ASSUMES THE RETURN  EXPERIENCED BY THE STANDARD & POOR'S 500 INDEX FOR
THE LAST 25 YEARS.  FUTURE  RATES OF RETURN MAY BE MORE OR LESS THAN THOSE SHOWN
AND WILL DEPEND ON A NUMBER OF FACTORS,  INCLUDING  THE  INVESTMENT ALLOCATIONS
MADE BY AN OWNER. THE INFORMATION IN THE CHART IS NOT NECESSARILY  INDICATIVE OF
FUTURE PERFORMANCE.

INDEX  PERFORMANCE  IS  NOT  ILLUSTRATIVE OF POLICY SUBACCOUNT PERFORMANCE, AND
INVESTMENTS ARE NOT MADE IN THE INDEX.


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