AMERITAS VARIABLE LIFE INSURANCE CO SEPARATE ACCOUNT V
497, 1996-03-13
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                            Supplement to Prospectus

By Supplement to Prospectus  ("sticker") dated March 13, 1996, Ameritas Variable
Life Insurance Company discloses the following:

On February 27, 1996, AVLIC determined to postpone the merger with Ameritas Life
Insurance Corp. ("Ameritas Life") indefinitely.

On March 11, 1996,  Ameritas  Life and American  Mutual Life  Insurance  Company
("American  Mutual"),  an Iowa  mutual  life  insurance  company,  announced  an
Agreement of Joint Venture ("Agreement").

The terms of the Agreement,  which has a closing date of March 29, 1996, require
a holding company (AMAL Corporation) to be formed. Also pursuant to the terms of
the  Agreement,  the  stock of  AVLIC  and  Ameritas  Investment  Corp.  will be
transferred to AMAL  Corporation on the closing date. AMAL Corporation will then
issue a  controlling  ownership  of the stock to  Ameritas  Life and a  minority
ownership of the stock to American Mutual.

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.


PROSPECTUS                                                          COMPANY LOGO
                                        AMERITAS VARIABLE LIFE INSURANCE COMPANY

                                                One Ameritas Way/5900 "O" Street
VARIABLE UNIVERSAL LIFE POLICY      P.O. Box 81889/Lincoln, Nebraska  68501-1889
- --------------------------------------------------------------------------------

This  Prospectus  describes a flexible  premium  variable life insurance  policy
("Policy")  offered by Ameritas  Variable Life Insurance  Company  ("AVLIC"),  a
stock life insurance company that is a wholly-owned  subsidiary of Ameritas Life
Insurance Corp.  ("Ameritas  Life"). The Policy is designed to operate generally
as a single  premium  policy but provides  the  flexibility  to make  additional
premium  payments.  The Policy also provides the flexibility to change 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 minimum  required  premium is $10,000,  except for  Insureds who have an age
nearest birthday of 0 to 15, for which the minimum premium is $5,000. The Policy
is available  only to persons who have an age nearest  birthday of 80 or less at
the time the Policy is purchased.

The Policy guarantees a death benefit payable at the Insured's death for as long
as the Policy remains in force.  The Policyowner may choose either 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 cash value).  The minimum Specified Amount for a Policy
is the amount that a premium of $10,000 ($5,000 for ages 0-15) will purchase.

The Policy  provides for a cash surrender  value that can be obtained by partial
withdrawals, completely surrendering the Policy, or by policy loans. There is no
minimum guaranteed cash value. However, the Policy could be a modified endowment
contract.  Policy loans,  partial withdrawals or a surrender prior to age 59 1/2
may result in adverse tax consequences and or penalties.

The  Policyowner  may allocate net premiums to one or more of the Subaccounts of
Ameritas  Variable Life Insurance  Company Separate  Account V ("Account").  The
initial premium payment will be allocated to the Money Market Subaccount,  as of
the issue date, for 13 days. After the expiration of the 13 day period (see page
21) the  accumulation  value will be allocated to the  Subaccounts  or the Fixed
Account as selected by the  Policyowner.  The amount of the Policy's cash 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.  In addition,  the
cash 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 cash surrender value is sufficient to pay certain monthly charges
imposed in connection with the Policy.

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, MFS Variable Insurance Trust,  and/or
the Dreyfus Stock Index Fund (collectively, the "Funds"). The Variable Insurance
Products  Fund is a mutual fund with five  portfolios:  the 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:  the
Alger American Income and Growth, Alger American Balanced,  Alger American Small
Capitalization,  Alger American MidCap Growth,  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 Dreyfus  Stock Index Fund has one
portfolio.  The accompanying  prospectuses for the Funds describe the investment
objectives and policies and the risks of the portfolios of the Funds.

* New funds are only  available  under newly issued  policies.  Availability  is
expected by May 1, 1996, for all policyholders.

You have the right to  examine  the  Policy  and  return  it for a refund  for a
limited time.

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 The Current  Prospectuses for
Variable  Insurance  Products Fund,  Variable  Insurance Products Fund II, Alger
American Fund, MFS Variable Insurance Trust, and Dreyfus Stock Index Fund.

THESE  SECURITIES  HAVE NOT BEEN APPROVED OR  DISAPPROVED  BY THE SECURITIES AND
EXCHANGE COMMISSION OR BY STATE SECURITIES REGULATORY  AUTHORITIES,  NOR HAS THE
COMMISSION OR STATE REGULATORY  AUTHORITIES 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 September 1, 1995.
<PAGE>
<TABLE>
<CAPTION>


TABLE OF CONTENTS

                                                                           PAGE
<S>                                                                        <C>

Definitions................................................................   3
Ameritas Variable Life Insurance Company and the Account...................   8
Ameritas Variable Life Insurance Company...................................   8
        Ameritas Variable Life Insurance Company Separate Account V........   8
        The Funds..........................................................   8
        Investment Objectives and Policies of the Funds' Portfolios........   9
        Fixed Account......................................................  14
        Addition, Deletion or Substitution of Investments..................  14
Policy Benefits............................................................  14
        Purposes of the Policy.............................................  14
        Death Benefit Proceeds.............................................  15
        Death Benefit Options..............................................  15
        Cash Value.........................................................  16
        Benefits at Maturity...............................................  17
        Payment of Policy Benefits.........................................  17
Policy Rights..............................................................  18
        Loan Benefits......................................................  18
        Surrenders.........................................................  18
        Transfers..........................................................  19
        Refund Privilege...................................................  19
        Exchange Privilege.................................................  20
Payment and Allocation of Premiums.........................................  20
        Issuance of a Policy...............................................  20
        Premiums...........................................................  20
        Allocation of Premiums and Cash Value..............................  21
        Policy Lapse and Reinstatement.....................................  22
Charges and Deductions.....................................................  22
        Premium Charge.....................................................  22
        Monthly Deduction..................................................  23
        Daily Charges Against the Account..................................  23
        Fund Investment Advisory Fee and Expenses..........................  24
        Cash Surrender Charge..............................................  24
        Transfer Charge....................................................  24
        Partial Withdrawal Charge..........................................  25
General Provisions.........................................................  25
Distribution of the Policies...............................................  27   
Federal Tax Matters........................................................  27
Safekeeping of the Account's Assets........................................  29
Voting Rights..............................................................  29
State Regulation of AVLIC..................................................  30
Executive Officers and Directors of AVLIC..................................  30
Legal Matters..............................................................  31
Legal Proceedings..........................................................  31
Experts....................................................................  31
Additional Information.....................................................  31
Financial Statements.......................................................  31
        Ameritas Variable Life Insurance Company Account V.................  32
        Ameritas Variable Life Insurance Company...........................  43
Appendices.................................................................  60

</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 - The sum of any monthly  deductions  that are due and
unpaid.

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 wholly-owned  subsidiary of
Ameritas Life Insurance Corp.

BENEFICIARY  -  The   beneficiary  is  designated  by  the  Policyowner  in  the
application.  If changed, the beneficiary is as shown in the latest change filed
and recorded with AVLIC. If no beneficiary survives the Insured, the Policyowner
or the  Policyowner's  estate  will  be the  beneficiary.  The  interest  of any
beneficiary is subject to that of any assignee.

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

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

DEATH BENEFIT - 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
equal to: (l) the death benefit;  minus (2) any outstanding  policy debt;  minus
(3) any monthly deduction that may apply to that period, including the deduction
for the month of death.

DECLARED  RATES - AVLIC  guarantees  that it will  credit  interest in the Fixed
Account at an  effective  annual rate of at least  4.5%.  AVLIC may, at its sole
discretion,  declare higher interest rates for amounts  allocated or transferred
to the Fixed Account.

DUE PROOF OF DEATH - 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 contract.

EARNINGS LOAN VALUE - The amount of cash value equaling the  difference  between
the cash value and the total premium paid.

FIXED  ACCOUNT - An account that is a part of AVLIC's  general  account to which
all or a portion of premium  payments may be allocated for accumulation at fixed
rates of interest.

FUNDS - The Funds available on the policy date or as later changed by AVLIC. The
Funds  available as of the date of this  Prospectus  are the Variable  Insurance
Products Fund ("Fidelity Fund"),  Variable Insurance Products Fund II ("Fidelity
Fund II") ("collectively the "Fidelity Funds"),  the Alger American Fund ("Alger
American  Fund"),  the MFS Variable  Insurance  Trust ("MFS  Fund"),  and/or the
Dreyfus Stock Index Fund  ("Dreyfus  Index Fund" or "Dreyfus  Fund").  The Funds
have one or more portfolios  each. There is a portfolio that corresponds to each
of the Subaccounts of the Account.

GUIDELINE SINGLE PREMIUM - The "Guideline  Single Premium" as defined in Section
7702 of the  Internal  Revenue Code of 1986.  It is based on the single  premium
that would be required to provide the future benefits under the Policy, computed
using certain assumptions, including an assumed interest rate of 6% and standard
guaranteed cost of insurance rates and charges and the premium loads.

INSURED - The person upon whose life the Policy is issued.

ISSUE AGE - The age at the Insured's nearest birthday on 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 policy anniversary  nearest the Insured's 95th birthday,  if
living,  unless the  maturity  has been  extended by  election  of the  Extended
Maturity Rider.
<PAGE>
MINIMUM FIRST YEAR PREMIUM - The premium that must be paid on or before the date
the Policy is delivered to pay for insurance  coverage  under the selected death
benefit option.

MONTHLY  ACTIVITY  DATE - The same date in each  succeeding  month as the policy
date except that whenever the monthly activity date falls on a date other than a
valuation  date,  the monthly  activity  date will be deemed the next  valuation
date.

NET PREMIUM - The premium paid less any charge for premium taxes.

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

PLANNED PERIODIC PREMIUMS - A selected  scheduled premium of a level amount at a
fixed interval.  The Policyowner is not required to select a scheduled  premium.
The Policyowner is also not required to follow this schedule,  if selected,  and
following this schedule does not necessarily  ensure that the Policy will remain
in force.

POLICY - The flexible  premium  variable life insurance  Policy offered by AVLIC
and described in this Prospectus.

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  DATE - The date set forth in the Policy  that is the  effective  date of
coverage for all coverage provided in the original  application and that 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 needed
at the time of delivery (See Issuance of a Policy, page 20).

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

SPECIFIED  AMOUNT - The minimum  death  benefit  under the Policy so long as the
Policy remains in force.

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

VALUATION  DATE - A  valuation  date is each  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.


SUMMARY

The following  summary of Prospectus  information  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  effect  and  that  there  is  no  outstanding
indebtedness.

THE POLICY

This flexible  premium  variable life  insurance  policy  ("Policy")  allows the
Policyowner, within certain limitations, to choose: (a) the amount and frequency
of  premium  payments;  (b) the manner in which the  Policyowner's  accumulation
values are invested; and (c) a choice of two benefit options.

So long as the Policy remains in force,  it will provide for: (1) life insurance
coverage on the named Insured up to age 95; (2) cash value; (3) surrender rights
(including partial withdrawals and total surrenders) and policy loan privileges;
and (4) accelerated  death benefits under certain  circumstances in the instance
of terminal illness (See Accelerated  Benefit Rider for Terminal  Illness,  page
26).

PREMIUMS

This Policy differs in two important respects from a conventional life insurance
policy.  The failure to pay a planned  periodic premium will not in itself cause
the policy to lapse and a policy can lapse  even if  planned  periodic  premiums
have been paid.  (See Payment and  Allocation of Premiums,  page 20). The Policy
will lapse when its cash  surrender  value is  insufficient  to pay the  monthly
deduction for insurance charges and administrative  charges and the grace period
expires.  The  Policy  is  designed  so that it may be used as a single  premium
policy, whereby a single, large premium payment may be made. The Policy will not
be placed in force if the minimum first year
<PAGE>
premium  has not been paid on or before  the date the Policy is  delivered.  The
minimum  first year premium for the Policy is no less than  $10,000,  except for
Insureds who have an age nearest  birthday of 0 to 15 for whom the minimum first
year premium is no less than $5,000.  The minimum  first year premium  generally
approximates  80% of the  Guideline  Single  Premium  for  the  coverage  amount
selected as defined for federal  tax  purposes.  If the initial  premium is less
than 100% of the  Guideline  Single  Premium,  the  Policyowner  may establish a
schedule  of premium  payments  ("planned  periodic  premiums"),  subject to the
limitations  set  by federal tax law on total premiums paid. (See Premiums, page
20).

The  Policyowner  may  select  the manner in which new  premiums  are  allocated
between one or more of the Subaccounts or the Fixed Account. (See Fixed Account,
page  14).  The  assets  of each  Subaccount  are  invested  in a  corresponding
portfolio of the  Variable  Insurance  Products  Fund,  the  Variable  Insurance
Products Fund II, the Alger American Fund, the MFS Variable  Insurance Trust, or
the Dreyfus Index Fund, which are mutual fund companies with separate investment
portfolios,  each intended to pursue different investment  objectives.  (See The
Funds, page 8).

ALLOCATION OF PREMIUMS

On the issue date of the Policy, premiums paid are allocated to the Money Market
Subaccount.  Premium payments received by AVLIC prior to the issue date are held
in the general  account  until the issue date.  Should the  policyowner  elect a
policy date prior to the issue date the amounts held in the general account will
be credited with interest at a rate  determined by AVLIC for the period from the
later of,  the  policy  date or 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 until
the amounts are transferred to the Money Market Subaccount.  As of thirteen days
from the issue date of the Policy,  the Policy's cash value will be  reallocated
to  the  Subaccounts  or the  Fixed  Account  as  selected  by the  Policyowner.
Thereafter,  net premiums are allocated to the  Subaccounts or the Fixed Account
according to the latest Policyowner  instructions.  After the first policy year,
all  premiums  are subject to a premium  charge  (see  below) and then,  the net
premium is allocated. The Policyowner may change the allocation instructions for
future  premium  payments at any time. The  Policyowner  may also make a special
designation  for  unscheduled  premiums.  Subject  to  certain  restrictions,  a
Policyowner  may transfer  amounts  among the  Subaccounts.  (See  Allocation of
Premiums and Cash Value, page 21).

CHARGES

PREMIUM CHARGES.  No premium charges will be deducted from premium payments made
during  the first  year.  However,  a charge of 2 1/2% of the  premiums  will be
deducted from premium  payments made after the first year to reimburse AVLIC for
premium taxes.

MONTHLY  DEDUCTIONS FROM THE CASH VALUE. On each monthly activity date, the cash
value will be reduced by the monthly  deduction.  The monthly deduction is equal
to: (a) a charge for the cost of insurance for the current  policy month,  plus,
(b) one-twelfth of any flat extra rating charge (See Monthly Deduction,  page 23
and Rate Class, page 23).

DAILY CHARGES  AGAINST THE ACCOUNT.  A Daily Charge will be imposed at an annual
rate of 1.20% of the average  daily net assets of each  Subaccount,  but not the
Fixed Account,  to compensate AVLIC for certain  mortality and expense risks and
administrative  costs incurred in connection with the Policy. (See Daily Charges
Against the Account, page 23).

No charges are  currently  made against the Account for federal,  state or local
taxes (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
Federal Tax Matters, 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 investment advisory fee and other
expenses incurred by the Funds. (See The Funds, page 8).

CASH  SURRENDER  CHARGE.  If a Policy  is  surrendered  prior to the 7th  policy
anniversary, AVLIC will assess a cash surrender charge based upon percentages of
premiums  actually  paid during the first policy  year,  limited as shown in the
policy  schedule  pages.  Subject to other  considerations,  the Policyowner may
decide to minimize the cash  surrender  charge by paying only the minimum amount
required during the first policy year. However,  the amount paid will affect the
values and costs under the Policy and the duration of the Policy.

AVLIC has  voluntarily  lowered its maximum  surrender  charge to 9%. This would
affect the  surrender  charge for the first 3 years.  The Policy  provides  that
should the Policyowner surrender during the first seven policy years
<PAGE>
AVLIC may assess a cash surrender  charge  beginning with 11.5% during the first
year grading off to 0% during the next seven years.  The maximum  charge allowed
by the Policy is based on a 9% deferred sales cost and a 2.5% charge for premium
tax.  Because the cash 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. (See Cash Surrender Charge, page
24).

TRANSFER CHARGE.  The first 15 transfers per policy year will be allowed free of
charge. Thereafter a transfer charge of $10 may be assessed for each transfer of
cash value among  Subaccounts,  or the Fixed  Account,  to compensate  AVLIC for
administrative  costs in handling  the  transfer.  The  transfer  charge will be
deducted from the amount transferred. Transfers may be made from the Subaccounts
to the Fixed Account. 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 anniversary date of the Policy.  (See Transfer Charge, page
24).

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% of the  amount  withdrawn.  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.  (See
Partial Withdrawal Charge, page 25).


THE ISSUER

The Policy is issued by AVLIC, which is a Nebraska stock life insurance company.
A separate account of AVLIC,  Ameritas  Variable Life Insurance Company Separate
Account V ("Account"),  has been  established to hold the assets  supporting the
Policy.  The Account has twenty  Subaccounts  that  support the  Policies  which
correspond  to, and invest in, the  portfolios  of the Funds.  For more detailed
information  about AVLIC,  Ameritas Life and the Account,  see Ameritas Variable
Life  Insurance  Company and the Account,  page 8. The financial  statements for
AVLIC and the Account can be found beginning on page 32.



POLICY BENEFITS

DEATH BENEFIT PROCEEDS AND DEATH BENEFIT OPTIONS.  So long as the Policy remains
in force, AVLIC will pay the proceeds under the Policy upon receipt of due proof
of death of the Insured.  These  proceeds  will be the Policy's  death  benefit,
reduced by any outstanding  policy debt and any accrued  expenses.  The 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. 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 cash 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 cash value on the date of the Insured's  death, or if greater,  the
cash 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 Proceeds, page
15).

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

BENEFITS AT  MATURITY.  On the  maturity  date of the Policy,  if the Insured is
still living, the Policyowner will be paid the cash value of the Policy less any
outstanding policy debt.

CASH VALUE  BENEFITS.  The  Policy's  cash value in the Account will reflect the
amount and  frequency of premium  payments,  the  investment  experience  of the
chosen  Subaccounts,  policy  loans,  any partial  withdrawals,  and any charges
imposed in connection  with the Policy.  The entire  investment risk is borne by
the  Policyowner.  AVLIC does not guarantee a minimum cash value in the Separate
Account. (See Cash Value, page 16).

The  Policyowner  may at any time  surrender  the  Policy and  receive  its cash
surrender value,  which is the cash value less any outstanding policy debt, cash
surrender charge and accrued expense charges.  (See Surrenders page 18). Subject
to certain limitations,  the Policyowner may also make a partial withdrawal from
the Policy and  obtain a portion of the cash  surrender  value at any time after
the second policy year and prior to the maturity date. Partial  withdrawals will
reduce both the cash value and the death benefit payable under the Policy.  (See
Partial  Withdrawals,  page 19). A charge will be deducted  from the amount paid
upon partial withdrawal. (See Partial Withdrawal Charge, page 25).

POLICY LOANS.  The  Policyowner  may exercise  certain loan  privileges  under a
Policy.  THIS POLICY MAY BE A MODIFIED  ENDOWMENT  CONTRACT  ("MEC").  THERE ARE
ADVERSE TAX  CONSEQUENCES  FOR MECS,  INCLUDING  WHEN A POLICY LOAN PROVISION
IS
EXERCISED.  (See Tax  Treatment  of the  Policy,  page 7, MEC and Tax Penalty on
Early Withdrawals, page 28).
<PAGE>
The maximum loan amount, which is the amount that may be borrowed, is 85% of the
cash  value  less any cash  surrender  charge and  accrued  expenses.  Texas and
Virginia  Policyowners  may  borrow  100% of the cash  value  subject to certain
deductions.  The minimum loan that may be requested is $1000. The available loan
amount at any time is the maximum loan amount less any outstanding  policy debt.
Loans  currently will accrue interest on a daily basis at the rate of 4 1/2% per
year on that portion of the  outstanding  policy debt not exceeding the Earnings
Loan Value and 6% per year on the  remainder  of the  outstanding  policy  debt.
AVLIC may  increase  these  rates to a maximum  of 8%.  The  amount of any loans
outstanding  plus any  accrued  interest  equals the  outstanding  policy  debt.
Interest is due on each  policy  anniversary  and if not paid when due,  will be
added to the  outstanding  loan.  When the loan is made or when  interest is not
paid when due, an amount sufficient to secure the policy debt is transferred out
of the Account and into  AVLIC's  general  account as security  for the loan and
will  earn  interest  at the  annual  rate  of  4.5%,  credited  on  the  policy
anniversary.  Upon partial or full loan repayment, the portion of the cash value
in the general  account  securing the repaid  portion of the policy loan will be
transferred  to the  Account or the Fixed  Account.  Any loan  transaction  will
permanently  affect the values of the  Policy.  If the  outstanding  policy debt
exceeds  the  Policy's  cash value less any cash  surrender  charge and  accrued
expenses,  the excess  must be repaid  within the  specified  time period or the
Policy will  terminate  without  value.  Should the policy lapse while loans are
outstanding  the  portion of the loans  attributable  to  earnings  will  become
taxable distributions. (See Loan Benefits, page 18).


FLEXIBILITY TO ADJUST DEATH BENEFITS

After the first policy  anniversary,  the  Policyowner has flexibility to adjust
the death benefit by changing the death benefit option.  After the second policy
year the  Policyowner  has flexibility to adjust the death benefit by decreasing
the  Specified  Amount of the  Policy.  A change in the  Specified  Amount and a
change  in the death  benefit  option  may only be made  once per year,  and are
subject  to certain  limitations.  No change  will be  allowed if the  resulting
Specified Amount is less than the minimum allowed.  The minimum Specified Amount
during the first  three  policy  years is the  amount  that a premium of $10,000
($5,000 for ages 0- 15) will  purchase;  thereafter,  the minimum is $15,000.  A
change in the  death  benefit  option  from  Option A to  Option B will  require
satisfactory  evidence of insurability.  Finally, no decrease will be allowed if
the Specified Amount is less than $15,000 in the first three policy years.  (See
Change in Death Benefit Option,  page 15, and Change in Specified  Amount,  page
16).

TAX TREATMENT OF THE POLICY

The Internal  Revenue Code ("the Code") defines a modified  endowment  insurance
contract ("MEC") as one where the accumulated  amount paid under the contract at
any time  during the first 7  contract  years  exceeds  the sum of the net level
premiums  which  would  have been paid on or before  that time if the Policy was
paid up after the payment of 7 level annual  premiums.  Because this is designed
to operate as a single premium contract, the initial premium exceeds the amounts
allowed in the seven pay test. Partial or full surrenders,  assignments,  policy
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  Policyowner
reaching  age 59 1/2. The 10% penalty tax does not apply if the  Policyowner  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  Policyowner or the joint lives of the
Policyowner and beneficiary. (See Federal Tax Matters, page 27).

Like death benefits payable under  conventional  life insurance  policies,  life
insurance  proceeds payable under a Policy should be completely  excludable from
the gross income of the beneficiary. As a result, the beneficiary generally will
not be taxed on these proceeds. (See Federal Tax Matters, page 27).

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 cancellation
notice,  whichever  is later.  The  amount of the  refund is the  greater of the
premium  paid  or  the premium paid adjusted by investment gains or losses. (See
Refund Privilege, page 19).


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 non-variable
life insurance  policy issued 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 20).
<PAGE>
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 43.

AVLIC is a wholly-owned  subsidiary of Ameritas Life.  Ameritas Life is a mutual
life  insurance  company  domiciled in Nebraska  since 1887. The Home Offices of
both AVLIC and Ameritas Life are at One Ameritas Way, 5900 "0" Street,  P.O. Box
81889,  Lincoln,  Nebraska 68501.  Ameritas Life and its  subsidiaries had total
assets at  December  31, 1994 of over $2.0  billion.  AVLIC,  as a  wholly-owned
subsidiary  of  Ameritas  Life,  has a rating of A+  (Superior)  from A.M.  Best
Company,  a firm that analyses insurance  carriers.  Ameritas Life enjoys a long
standing A+ (Superior) rating from A.M. Best.  Ameritas Life also has been rated
A ("Excellent") by Weiss Research, Inc., and has an AA ("Excellent") rating from
Standard  & Poor's for  claims-paying  ability.  Ameritas  Life  guarantees  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.

AVLIC voted to approve a Merger  Agreement with Ameritas Life  ("Agreement")  at
its December 5, 1994, board meeting. The merger was scheduled to occur on May 1,
1995, or such later date as the required regulatory approvals could be obtained.
On March 31, 1995, the company determined to postpone the merger to evaluate its
options in light of the present  regulatory  climate.  The effective date of the
merger is currently postponed until May 1, 1996.

AVLIC may publish in advertisements and reports to Policyowners, the ratings and
other information  assigned it by one or more independent  rating services.  The
purpose of the ratings is to reflect the financial strength and/or claims-paying
ability of AVLIC.  The ratings do not relate to the  performance of the separate
account.  Further  AVLIC may  publish  charts and other  information  concerning
dollar cost averaging, tax-deference and other investment methods.


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 the  Account  are
credited without regard to the other 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 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.

THE FUNDS

Each Subaccount of the Account will invest only in the shares of a corresponding
portfolio of the Fidelity  Fund,  Fidelity Fund II, the Alger American Fund, the
MFS Fund,  and/or the Dreyfus Index Fund. The Funds are each registered with the
SEC under the 1940 Act as an open-end diversified management investment company.
These  registrations  do  not  involve  SEC  supervision  of the  management  or
investment  practices or policies of the Funds.  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 risks, is in
the prospectuses for the Funds, which must accompany or precede this Prospectus.
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,
<PAGE>
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.

Since the Fidelity  Fund, the Fidelity Fund II, the Alger American Fund, the MFS
Fund and the Dreyfus Index 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.

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.
<PAGE>
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     respresented    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:         Focuses on stocks  for high     Seeks  to  maximize total
Growth2                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.


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 in  dividend  paying     folio.
                       equity securities  that are
                       listed  on  a  national ex-
                       change  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              The Portfolio  will  invest     Seeks  long-term  capital
                       its   assets   in    equity     appreciation.
                       securities  of    companies 
                       whose securities are traded
                       on domestic stock exchanges
                       or in the  over-the-counter
                       market. These companies may
                       still  be  in  the develop-
                       mental stage. The Portfolio
                       will invest at least 65% of
                       its  total  assets  in  the 
                       securities of companies who
                       have total  market capital-
                       ization  of  less  than  $1 
                       billion.  The Portfolio may
                       also  purchase   restricted
                       securities,  lend  its sec-
                       urities  or sell securities
                       short.  Investing in small,
                       newer   issues    generally
                       involves greater  risk than
                       investing  in  larger, more
                       established issues. Accord-
                       ingly, an investment in the
                       Portfolio may not be appro-
                       priate for all investors. 
<PAGE>
MidCap                 The  Portfolio  will invest     Seeks  long-term  capital
Growth                 its  assets in equity  sec-     appreciation.
                       urities of companies  whose
                       securities  are  traded  on
                       domestic  exchanges  or  in 
                       the over-the-counter market.
                       These  companies  may still 
                       be  in   the  developmental
                       stage, they  may   also  be 
                       older companies that appear
                       to  be entering a new stage
                       of  growth.   The Portfolio 
                       will invest at least 85% of
                       its  net  assets  in equity  
                       securities and at least 65%
                       of  its  total   assets  in 
                       securities of companies who
                       have total  market capital-
                       ization  of  between   $750 
                       million and $3.5 billion.

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 on
                       securities indexes and pur-
                       chase  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   common     term capital growth. Div-
                       stocks of small  and medium     idend and interest income
                       sized emerging  growth com-     is incidental.
                       panies. From 10% to 25% 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. 
<PAGE>
DREYFUS FUND

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

Dreyfus                The Fund  attempts to dupli-    Seeks to provide  invest-
Index Fund             cate the  investment results    ment  results  that  cor-
                       of the Standard & Poor's 500    respond to the  price and
                       Composite  Stock Price Index    yield   performance    of
                       (the  "Index").    The  Fund    publicly  traded   common
                       attempts to be fully invest-    stocks  in the aggregate,
                       ed  at all times and, in any    as   represented  by  the
                       event, at  least  80% of the    Standard  &  Poor's   500
                       Fund's  net  assets  will be    Composite Stock Index.
                       invested,  in  stocks   that 
                       comprise the Index.


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


FUND MANAGEMENT AND FEES

FIDELITY FUNDS EXPENSES

Fidelity  Management & Research  Company ("FMR") is the Manager for the Fidelity
Funds. It maintains a large staff of experienced investment personnel and a full
compliment of related support facilities.  Each portfolio pays FMR a monthly fee
for managing its investment and business affairs.  FMR has voluntarily agreed to
temporarily  limit the total  expenses  (excluding  interest,  taxes,  brokerage
commissions  and  extraordinary  expenses)  of  the  Equity-Income,  Growth  and
Overseas Portfolios to an annual rate of 1.50%,  respectively;  the High Income,
Contrafund  and Asset  Manager:  Growth  Portfolios  to an annual rate of 1.00%,
respectively;  the Asset Manager  Portfolio to an annual rate of 1.25%;  and the
Investment  Grade Bond  Portfolio  to an annual rate of .80% of the  Portfolio's
average net assets.  FMR has voluntarily  agreed to temporarily  limit Index 500
Portfolio's total operating expenses to 0.28%. If a Portfolio's  expenses exceed
the specified amount,  FMR will waive all or a portion of its fees and reimburse
the Portfolio for its other expenses to the extent  necessary to reduce expenses
to the  applicable  limit.  As long as this expense  limitation  continues for a
Portfolio,  if a  reimbursement  occurs,  it has  the  effect  of  lowering  the
portfolio's expense ratio and increasing its total return.

The Money Market  Portfolio's  fee is  calculated  as follows:  (a) the sum of a
group fee rate and an individual  fund fee rate of .03%, and (b) the addition of
an income component of 6% of the Portfolio's gross income in excess of 5% annual
yield. The result is multiplied by the Portfolio's average net assets. The group
fee rate,  which is based on the average  net assets of all of the mutual  funds
advised by FMR,  cannot  rise above  .37%,  and it drops as total  assets  under
management increase. The income component cannot rise above .24%.

THE HIGH INCOME AND INVESTMENT GRADE BOND PORTFOLIOS' fee has two components:

1.      A group fee rate  based on the  monthly  average  net  assets of all the
        mutual  funds  advised by FMR. On an annual  basis this rate cannot rise
        above .37%, and it drops as the group assets rise.

2.      An individual portfolio fee rate of their average net assets of .45% for
        the High Income Portfolio,  and  .30%  for  the  Investment  Grade  Bond
        Portfolio.    

THE  EQUITY-INCOME,  GROWTH,  OVERSEAS,  ASSET MANAGER,  CONTRAFUND  AND   ASSET
MANAGER: GROWTH PORTFOLIOS' fees have two components:

1.      The group fee rate is based on the monthly average net assets of all the
        mutual funds advised by FMR. On an annual  basis,  this rate cannot rise
        above .52%, and drops as the group assets rise.

2.      An individual Portfolio fee rate of their average net assets of .20% for
        the Equity-Income Portfolio, .30% for the Growth Portfolio, .45% for the
        Overseas Portfolio, .40% for the Asset Manager  Portfolio,  .30% for the
        Contrafund Portfolio, and .40% for the Asset Manager: Growth Portfolio.

Each  portfolio's  total  operating  expenses will include fees for  management,
shareholder  services and other expenses,  such as custodial,  legal,  and other
miscellaneous  fees. The total expenses for the period ending  December 31, 1994
of each  Fund,  including  management  fees and  after  any  applicable  expense
limitations were: Money Market, .27%; High Income, .71%;  Equity-Income,  .58%*;
Growth,  .69%*;  Overseas,  .92%;  Investment  Grade Bond,  .67%; Asset Manager,
 .80%*; Index 500, .28%**.

* 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
the Equity-Income - .60%; Growth - .70%; and for Asset Manager .81%.

** Prior to applying expense  reimbursements by FMR, total expenses for the year
ending December 31, 1994 were .81%.
<PAGE>
Asset  Manager:  Growth and Contrafund  Portfolios  did not commence  operations
until January 3, 1995.  Estimated expenses for the year ending December 31, 1995
for  Asset  Manager:  Growth  and  Contrafund  Portfolios  are  .93%  and  .89%,
respectively.


ALGER AMERICAN FUND EXPENSES

Fred Alger Management, Inc. (Alger Management) serves as the Alger American Fund
investment manager.  Alger Management stresses proprietary research by its large
research team that follows  approximately  1400  companies.  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 as follows:  Alger  American  Income and Growth,  .625%;  Alger  American
Small-Capitalization,   .85%;  Alger  American  Growth,   .75%;  Alger  American
Balanced, .75%; and Alger American MidCap Growth, .80%.

Each  portfolio  will  bear its own  expenses  which  will  include  management,
shareholders  services  and  other  expenses.  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, Alger American
Balanced,  1.25%;  Alger American  Small-Capitalization,  Alger American  MidCap
Growth,  Alger American Leveraged AllCap, and the Alger American Growth,  1.50%.
As long as the expense limitation continues for a Portfolio,  if a reimbursement
occurs,  it has the  effect  of  lowering  the  portfolio's  expense  ratio  and
increasing its total return.

The total  expenses  for the  period  ending  December  31,  1994 of each  fund,
including  management  fees were:  Alger  American  Income-Growth,  .75%;  Alger
American  Balanced,  1.08%;  Alger American  Small-Capitalization,  .96%;  Alger
American Growth, .86%; and Alger American MidCap Growth, .97%.

Alger American Leveraged AllCap's inception date was January 25, 1995. Estimated
expenses for this portfolio for the year ending December 31, 1995, are 1.79%.


MFS FUND EXPENSES

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

EXPENSE SUMMARY

Annual Operating Expenses of each Series (as percentage of average net assets):

        Management Fee . . . . . . . . . . . . . . . . . . . . . . .    .75%
        Other Expenses (after fee reduction)*. . . . . . . . . . . .    .25%
        Total Operating Expenses (after fee reduction)*. . . . . . .   1.00%

ANNUAL OPERATING EXPENSES (AS A PERCENTAGE OF AVERAGE NET ASSETS):

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 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 1.00% and 1.75%, respectively, for the Emerging Growth Series
and  0.93%  and  1.68%,  respectively,  for the  Utilities  Series,  based  upon
estimated expenses for the series' current fiscal year.

MFS Co. has  agreed to bear,  subject to  reimbursement,  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 0.63% and 1.38%, respectively.


DREYFUS INDEX FUND EXPENSES

WELLS FARGO  NIKKO  INVESTMENT  ADVISORS  (WFNIA)  serves as Dreyfus  Index Fund
Manager.  It is one of the world's largest managers of Index Funds. The Fund has
agreed to pay the  manager a monthly  fee at an annual rate of .30% of the value
of the Fund's average daily net assets. The total expenses were reduced pursuant
to an undertaking by WFNIA and Dreyfus Index Fund that they would  reimburse the
Fund for those total expenses  exceeding .40%. As long as the expense limitation
continues  for a  Portfolio,  if a  reimbursement  occurs,  it has the effect of
lowering the portfolio's expense ratio and increasing its total return.  Without
reimbursement,  the total expenses for the period ending December 31, 1994, were
 .56%.
<PAGE>
FIXED ACCOUNT

Owners may elect to allocate all or a portion of their  premium  payments to the
Fixed Account,  and they may also transfer  monies from the Separate  Account to
the Fixed  Account  or from the Fixed  Account  to the  Separate  Account.  (See
Transfers, page 19).

Payments  allocated to the Fixed Account and transfers from the Separate 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 owner bears the investment risk
after the expiration of a contract year.  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 1940 Act.  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
Contract;  however,  disclosures  regarding  the Fixed  Account  portion  of the
Contract  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 sole  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 for the monies
transferred  or allocated to the Fixed  Account that month.  The owner will earn
interest on the amount transferred or allocated (after the refund period) 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.



ADDITION, DELETION OR SUBSTITUTION OF INVESTMENTS

Generally  AVLIC  reserves  the  right,  subject  to  applicable  law,  and,  if
necessary,  after notice and prior approval from the SEC and/or state  insurance
authorities,  to make additions to,  deletions  from, or  substitutions  for the
shares  that are 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,  which would invest in shares  corresponding  to a new portfolio of the
Fund or in  shares  of  another  investment  company  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 owner has an interest.



POLICY BENEFITS

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
the  level  of  life  insurance  proceeds  payable  under  the  Policy.   Unlike
traditional life insurance, other
<PAGE>
than the minimum  first year  premium,  the  Policyowner  is not required to pay
scheduled  premiums to keep a Policy in force.  The Policy is designed so that a
single premium  payment may be made, or the  Policyowner  has the flexibility to
vary subsequent 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 decreasing  the Specified  Amount or changing the death
benefit option.  Thus, as insurance needs or financial  conditions  change,  the
Policyowner  has the  flexibility  to adjust life  insurance  benefits  and vary
premium payments.

The death  benefit  may,  and the cash  value  will,  vary  with the  investment
experience of the chosen  Subaccounts of the Account.  The Policyowner reaps the
benefit of 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.


DEATH BENEFIT PROCEEDS

As long as the  Policy  remains  in  force,  AVLIC  will,  upon due 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 17).


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 22). The minimum  Specified  Amount
currently  is the amount  that a premium of $10,000  ($5,000 for ages 0-15) will
purchase.

OPTION A. Under Option A, the death benefit is the current  Specified  Amount of
the Policy or, if greater,  the applicable  percentage of cash 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 108%,  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 cash value  exceeds  the  current
Specified Amount, in which case the amount of the death benefit will vary as the
cash  value  varies.  Policyowners  who  prefer  to  have  favorable  investment
performance  reflected  in higher cash value,  rather than  increased  insurance
coverage, generally should select Option A.

OPTION B. Under  Option B, the death  benefit is equal to the current  Specified
Amount  plus the  cash  value of the  Policy  or,  if  greater,  the  applicable
percentage of the cash 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 as in
Option A.  Accordingly,  under  Option B the  amount of the death  benefit  will
always vary as the cash value varies (but will never be less than the  Specified
Amount).  Policyowners  who  prefer  to have  favorable  investment  performance
reflected  in  increased  insurance  coverage,  rather than higher cash  values,
generally should select Option B.

EXTENDED MATURITY

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

CHANGE IN DEATH BENEFIT  OPTION.  Generally,  the death benefit option in effect
may be  changed  once per year any time after the first  policy  year by sending
AVLIC a written request for change.  AVLIC will require evidence of insurability
before  making a change in the death  benefit  option from Option A to Option B.
The  effective  date of such a change  will be the monthly  activity  date on or
following the date the change is approved by AVLIC.

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 cash value on the effective date of the change.  If the death benefit option
is changed  from Option B to Option A, the death  benefit  after the change will
equal the death benefit  before the change minus the cash value on the effective
date of change.
<PAGE>
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 cash 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 cash value on that date. Changing
from Option B to Option A will  generally  decrease the net amount at risk,  and
therefore  cost of insurance  charges.  Changing  from Option A to Option B will
generally  result in a net  amount at risk that  remains  level.  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 - Cost of
Insurance, page 23).

CHANGE IN SPECIFIED  AMOUNT.  Subject to certain  limitations,  after the second
policy year a  Policyowner  may decrease  the  Specified  Amount of a Policy.  A
decrease 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. (See Charges and Deductions - Cost of Insurance, page 23).

Any  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 the amount a minimum  first year  premium of $10,000  ($5,000 for ages
0-15)  would  have  purchased  during  the  first 3  Policy  years  and  $15,000
thereafter. Further, no decrease will be allowed if the Specified Amount is less
than $15,000 in the first three Policy  years.  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 Premium  Limitations,  page
21),  the  decrease  may  be  limited  or  cash  value  may be  returned  to the
Policyowner at the Policyowner's election, to the extent necessary to meet these
requirements.

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 cash value - in several  ways as  insurance
needs change.  These ways include  decreasing the Specified Amount of insurance,
changing  the level of  premium  payments,  and,  to a lesser  extent,  making a
partial withdrawal of the Policy's cash value. The consequences of each of these
methods will depend upon the individual circumstances.

DURATION  OF THE  POLICY.  The Policy will not be placed in force if the minimum
first  year  premium  has not been  paid on or  before  the date the  Policy  is
delivered.  The Policy will remain in force so long as the cash surrender  value
is sufficient to pay the monthly deduction.  (See Monthly  Deduction,  page 23).
Where,  however,  the cash 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 22).


CASH VALUE

The Policy's cash value in the Account will reflect the  investment  performance
of the chosen  Subaccounts  of the 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 cash
surrender value. (See Surrenders,  page 18). There is no guaranteed minimum cash
value.

DETERMINATION OF CASH VALUE. Cash value is determined on each valuation date. On
the policy issue date, the cash value in a Subaccount  will equal the portion of
any premium  allocated  to the  Subaccount,  reduced by the portion of the first
monthly deduction allocated to that Subaccount.  (See Allocation of Premiums and
Cash Value,  page 21).  Thereafter,  on each valuation date, the cash value of a
Policy will equal:

(1)     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

(2)     The value of the Fixed Account; plus

(3)     Any cash value impaired by policy debt held in the general account; plus

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

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

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

(7)     Any federal or state income taxes charged against the cash value.

In computing the Policy's cash 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 cash value is dependent upon a number of variables,
a Policy's cash value cannot be predetermined.
<PAGE>
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 Daily  Charge not  exceeding  an annual rate of 1.20% for  mortality  and
expense risk (.90%) and  administrative  costs  (.30%);  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 23).

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 cash value of the  Policy,  less
outstanding  policy debt,  on the maturity  date.  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 due proof of death.  Cash 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 26). 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.  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.

An  election  or change of method of  payment  must be in  writing.  A change in
beneficiary revokes any previous settlement election.  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 rules set out above.
<PAGE>
POLICY RIGHTS

LOAN BENEFITS 

LOAN PRIVILEGES. AVLIC will permit the Policyowner to borrow money from it using
the Policy as the only  security  for the loan.  The maximum  amount that may be
borrowed is 85% of the cash value less the cash surrender charge and any accrued
expenses  as of the date of the  policy  loan.  The  minimum  amount of any loan
request is $1,000.  The loan may be completely  or partially  repaid at any time
while the Insured is living,  prior to the maturity date. Loans usually are paid
within  7  days  after  receipt  of  a  written  request.   Texas  and  Virginia
Policyowners may borrow 100% of the surrender value after deducting interest and
policy charges for the remainder of the policy year.  LOANS MAY HAVE ADVERSE TAX
CONSEQUENCES. (See Tax Treatment of Policy Proceeds, page 28).

INTEREST.  The interest  rate charged on the portion of the  outstanding  policy
debt not  exceeding  the  Earnings  Loan  Value is 4 1/2% per year.  Outstanding
policy  debt in excess of the  Earnings  Loan Value is charged 6%  interest  per
year.  The  determination  of whether the  outstanding  policy debt  exceeds the
Earnings  Loan Value will be made each time a loan is taken.  AVLIC may increase
either of these rates to a maximum of 8%.  Interest  accrues daily and is due on
each policy  anniversary date. If unpaid when due, interest will be added to the
amount of the loan and bear interest at the same rate.

EFFECT OF POLICY LOANS.  When a loan is made,  cash value equal to the amount of
the loan will be  transferred  from the cash value in the Account to the general
account of AVLIC as security for the  indebtedness.  The cash 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  as a result of a loan is
$100. If no instructions  are given,  the amount will be withdrawn in proportion
to the various deposits in the Subaccount or 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 cash value of a Policy,  and may permanently  affect the
amount of the death benefit, even if the loan is repaid. Should the policy lapse
while  policy loans are  outstanding  the portion of the loans  attributable  to
earnings will become taxable.

Cash value in the general account held to secure  indebtedness  will be credited
with interest at a rate of 4.5% per year.  Currently,  the net cost to borrow to
the  Policyowner  ranges from 0% interest per annum (on the amount not exceeding
the  Earnings  Loan Value) to 1 1/2% per annum.  However,  the Policy  permits a
maximum  net cost to borrow of 3 1/2%.  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 to a  Subaccount  in
accordance  with the  repayment of  indebtedness  provision  (see below) will be
transferred to the Subaccount and increase the cash 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 cash value less any cash  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. A
lapsed Policy may later be reinstated. (See Policy Lapse and Reinstatement, page
22).

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 cash 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 to
those Subaccounts at the time of repayment.


SURRENDERS

At any time during the lifetime of the Insured and prior to the  maturity  date,
the Policyowner may totally surrender the Policy by sending a written request to
AVLIC.  After the second policy year,  certain  partial  withdrawals may also be
made.  Surrenders  from the Account will  generally be paid within seven days of
receipt  of the  written  request.  (See  Postponement  of  Payments,  page 26).
SURRENDERS  AND PARTIAL  WITHDRAWALS  MAY HAVE  ADVERSE TAX  CONSEQUENCES. 
(See
Modified Endowment Contract; Tax Penalty on Early Withdrawals page 28).
<PAGE>
TOTAL SURRENDERS. If the Policy is being totally surrendered,  the Policy itself
must be returned to AVLIC along with the request. AVLIC will pay an amount equal
to the cash surrender value at the end of the valuation  period during which the
surrender request is received at AVLIC's Home Office.  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 17).

PARTIAL  WITHDRAWALS.  A partial  withdrawal  may be made only  after the second
policy year, and only one partial withdrawal is allowed per policy year. Partial
withdrawals are irrevocable.  The amount of a partial  withdrawal may not exceed
the cash surrender value on the date the request is received and in policy years
three through seven,  may not exceed 10% of the minimum first year premium.  The
cash surrender  value after a partial  withdrawal  must be at least $1,000.  The
amount  paid will be  deducted  from the  Policy's  cash value at the end of the
valuation  period  during  which the  request is  received.  The amount  will be
deducted from the Subaccounts  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 amount will be withdrawn in proportion to the various deposits in the
Subaccount and/or Fixed Account.

The Death Benefit may 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 23; Death  Benefits - Methods of  Affecting  Insurance
Protection,  page 16). If Option B is in effect,  the Specified  Amount will not
change, but the cash value will be reduced.

The Specified Amount remaining in force after a partial  withdrawal,  during the
first three policy  years,  may not be less than the amount a premium of $10,000
would  purchase  ($5,000  for ages 0- 15) and  thereafter  may not be less  than
$15,000.  Also, no partial withdrawal will be allowed if the Specified Amount is
less than $15,000 in the first three years. 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 25).


TRANSFERS

Cash value may be transferred  among the  Subaccounts of the Account.  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 after a
transfer is $100.  AVLIC will  effectuate  transfers and determine all values in
connection  with transfers on the later of the date designated in the request or
at the  end of the  valuation  period  during  which  the  transfer  request  is
received.  Cash value on the date of a transfer  will not be affected  except to
the  extent  of any  transfer  charge.  Transfers  may  also  be made  from  the
subaccounts to the Fixed Account.  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 anniversary of the date of the Policy.

An unlimited  number of transfers may be made, with the first fifteen  transfers
per policy year permitted free of charge.  A transfer charge may be imposed each
additional  time amounts are  transferred  and will be deducted  from the amount
transferred.  The charge is $10 per transfer.  (See Transfer  Charge,  page 24).
Transfers resulting from policy loans or exercise of the exchange privilege will
not be subject to a transfer  charge.  In addition,  such  transfers will not be
counted for purposes of the  limitation  on the number of  transfers  allowed in
each  year.  AVLIC  may at any time  revoke or modify  the  transfer  privilege,
including the minimum amount  transferable.  (See also Tax Status of the Policy,
page 28).

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.


REFUND PRIVILEGE

The  Policyowner  may cancel  the  Policy  within the later of 10 days after the
Policyowner receives it, within 10 days after AVLIC mails a cancellation notice,
or within 45 days of completing Part I of the application. If a Policy is
<PAGE>
cancelled within this time period, a refund will be paid. 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 26).



EXCHANGE PRIVILEGE

During the first 24 policy  months  after the  policy  date of the  Policy,  the
Policyowner  may exchange the Policy for a non-variable  life  insurance  policy
issued by AVLIC or  Ameritas  Life.  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. Cash 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 cash 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 81889,
Lincoln,  Nebraska 68501). A Policy will generally be issued only to individuals
80 years of age on  their  nearest  birthday  or less  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.  On the issue date, the premium paid (plus any interest credited on
premiums  paid before the issue date less any cost of  insurance  charge for the
period  between the policy date and the issue  date) is  allocated  to the Money
Market  Subaccount.  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. The amount
of the interim  coverage  is limited to the  smaller of the amount of  insurance
applied for,  $100,000,  or $25,000 if the  proposed  Insured is under age 10 or
over age 60 at his nearest birthday.


PREMIUMS

The minimum  first year premium must be paid on or before the date the Policy is
delivered.  No insurance  will take effect before the minimum first year premium
is  received in AVLIC's  home office in Federal  Funds.  No other  premiums  are
required.  The amounts and frequency of the planned periodic  premiums are shown
in the  Schedule  of  Premiums  in  the  Policy.  However,  subject  to  certain
limitations, a Policyowner has flexibility in determining
<PAGE>
the frequency and amount of premiums since the planned periodic premium schedule
is not  binding on the  Policyowner.  The timing and amount of premium  payments
will have an effect on the  values  under,  and the  duration  of,  the  Policy,
including the cash surrender charge,  the cost of insurance charge,  the premium
tax charges and the cash value under the Policy.

MINIMUM  FIRST YEAR  PREMIUM.  The  minimum  first year  premium is equal to the
amount designated in the Policy.  The minimum first year premium will be no less
than  $10,000,  except on Insureds who have an age nearest  birthday of 0 to 15,
for which the minimum  premium  will be no less than $5,000.  The minimum  first
year premium  generally  approximates  80% of the Guideline  Single Premium,  as
defined  for  federal  tax  purposes,  for the  initial  Specified  Amount.  The
Guideline  Single  Premium is based on the single premium that would be required
to  provide  the  future  benefits  under the  Policy,  computed  using  certain
assumptions,  including an assumed  interest rate of 6% and standard  guaranteed
cost  of  insurance  rates  and  charges  and the  premium  loads.  There  is no
representation  that the Policy will not lapse if the minimum first year premium
is paid, nor is there a guarantee that the Policy will not lapse even if planned
periodic premiums are paid.

PREMIUM  FLEXIBILITY.  A Policyowner  may make a single  premium  payment,  make
unscheduled premium payments at any time in any amount, or skip planned periodic
premium payments, subject to the premium limitations described below. Therefore,
unlike  conventional  insurance  policies,  this  Policy does not  obligate  the
Policyowner to pay premiums in accordance  with a rigid and  inflexible  premium
schedule.

The level of premium  payments does,  however,  affect the nature of the Policy,
including  the  amount  of pure  insurance  coverage  and the  charge  for  that
coverage.  Comparing two Policies that are identical in all respects  other than
the amount of the  initial  premium  paid,  the Policy  with the larger  initial
premium  will have a greater cash value and,  therefore,  will provide less pure
insurance  protection  (a lower net  amount at risk) and have a smaller  monthly
cost of insurance  charge.  AVLIC does reserve the right to limit the number and
amount of additional or unscheduled premium payments.

PLANNED  PERIODIC  PREMIUMS.  At the time the Policy is issued,  if the  initial
premium is less than 100% of the Guideline  Single Premium,  the Policyowner may
determine a planned  periodic  premium schedule that provides for the payment of
level premiums at selected  intervals;  subject,  however,  to a minimum planned
periodic premium schedule of $1,200 on an annual basis and a maximum schedule of
no greater than the limitation on total premiums established by federal tax law.
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.

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.  Instead,  the duration of the Policy depends
upon the Policy's cash surrender value.  (See Duration of the Policy,  page 16).
Thus, even if planned periodic premiums are paid by the Policyowner,  the Policy
will  nonetheless  lapse any time cash surrender  value is  insufficient  to pay
certain  monthly  charges,  and a grace  period  expires  without  a  sufficient
payment. (See Policy Lapse and Reinstatement, page 22).

Any premium  received in an amount  different from the planned  periodic premium
will be considered an unscheduled premium.

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 also establish a minimum acceptable premium amount.


ALLOCATION OF PREMIUMS AND CASH VALUE

ALLOCATION  OF  PREMIUMS.  In the  application  for a  Policy,  the  Policyowner
allocates  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 premium,  and fractional  percentages may not
be used. The allocations must total 100%. The allocation for future premiums may
be changed  without charge at any time by providing  proper  notification to the
Home Office.

The initial premium is allocated as of the issue date of the Policy to the Money
Market  Subaccount  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 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 that are available to AVLIC until the date the amounts are  transferred to
the Money Market Subaccount,  but in no event will interest be credited prior to
the policy  date.  After the first  policy  year,  all premiums are subject to a
premium charge, and thus the net premium is allocated to the selected Subaccount
or the Fixed  Account.  If there is any  outstanding  policy debt at the time of
payment, AVLIC will treat it as a premium payment unless otherwise instructed in
proper written notice.
<PAGE>
The value of amounts  allocated to Subaccounts of the Account will vary with the
investment  performance  of these  Subaccounts,  and the  Policyowner  bears the
entire investment risk. This will affect the Policy's cash 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 REINSTATMEENT

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 cash  surrender  value is  insufficient  to cover the
monthly deduction,  and a grace period expires without a sufficient payment. 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 cash surrender value is insufficient to cover the monthly deduction,  the
Policyowner  must pay a premium during the grace period  sufficient to cover the
monthly deduction. (See Charges and Deductions, page 22).

REINSTATEMENT.  A lapsed Policy may be reinstated  any time within 2 years after
the end of the grace period (or if required by state law, longer  periods),  but
before the maturity date.  Reinstatement will be affected based on the Insured's
underwriting  classification at the time of the reinstatement.  Reinstatement is
subject to the following:

1. Evidence of insurability of the Insured satisfactory to AVLIC;
2. Payment of a premium equal to the greater of $1,000 or an amount that,  after
   the  deduction  of  premium  charges,  is large  enough to cover the  monthly
   deductions for at least the three policy months commencing with the effective
   date of reinstatement; and
3. Any policy debt will be reinstated with interest due and accrued.
4. The Policy  cannot be reinstated  if it has been  surrendered  for its full
   cash surrender value. 

The  amount  of cash  value  on the date of  reinstatement  will be equal to the
amount of the cash value on the date of lapse,  increased by the premium paid at
reinstatement,  less the premium  charges  and the amounts  stated in (b) above,
plus that part of the deferred sales load (i.e.,  cash  surrender  charge) which
would apply if the Policy were  surrendered  on the date of  reinstatement.  The
last addition to the cash value is designed to avoid  duplicate  cash  surrender
charges.  The original  policy date will be used for purposes of calculating the
cash surrender charge. If any policy debt was reinstated, that debt will be held
in  AVLIC's  general  account.  Cash  value  calculations  will then  proceed as
described under "Determination Of Cash Value" on page 16.

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.


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.

PREMIUM CHARGE

No premium charges will be deducted from premium  payments made during the first
policy year prior to their  allocation to the selected  Subaccounts or the Fixed
Account.  However,  a charge equal to 2.5% of the premium will be deducted  from
each  payment  made after the first  policy year prior to  allocation  among the
selected  Subaccounts to reimburse  AVLIC for premium taxes.  Various states and
their  subdivisions  impose a tax on premiums  received by insurance  companies.
Premium taxes vary from state to state.

Although no deduction  for premium  taxes is made from  premiums paid during the
first  policy  year,  upon  surrender,  a portion of the cash  surrender  charge
includes  a charge  for  state  premium  taxes of no  greater  than  2.5% of the
premiums paid. (See "Cash  Surrender  Charge," page 24). The charges for premium
taxes  represent an amount AVLIC  considers  necessary to pay all premium  taxes
imposed by the states and their subdivisions.
<PAGE>
MONTHLY DEDUCTION

Charges  will be deducted on each monthly  activity  date from the cash value of
the Policy to compensate  AVLIC for insurance  provided.  The monthly  deduction
includes:  (a) the cost of  insurance  for the current  policy  month,  plus (b)
one-twelfth  of any flat extra  rating  charge.  The monthly  deduction  will be
deducted as of the policy date and on each monthly activity date thereafter.  It
will be  allocated  among the  Subaccounts  or the Fixed  Account  on a Pro rata
basis. Each of these charges is described in more detail below.

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
cash 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 and risk class. The rate will vary
if the Insured is a smoker or non-smoker  or is  considered a  substandard  risk
classification  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
risk class, and the 1980 Commissioners  Standard Ordinary Smoker and Non-Smoker,
Male and Female Mortality Tables. The cost of insurance rate,  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 and risk class
and whose policies have been in effect for the same length of time.

If the  underwriting  class 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.

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.

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.

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  and  the
administrative  costs incurred in connection with the Policy.  This daily charge
from the  Account  will be at the rate of  0.003288  percent  (equivalent  to an
annual rate of 1.20 percent) 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
0.003288 percent 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.

Of this Daily  Charge,  .002466  percent  (equivalent  to an annual rate of 0.90
percent)  of the  average  daily  net  assets  of the  Account  is  deducted  to
compensate  AVLIC for the mortality and expense risk assumed under the Policies.
AVLIC  believes that this level of charge is reasonable in relation to the risks
assumed by AVLIC under the 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.

AVLIC  also  deducts  .000822  percent  (equivalent  to an  annual  rate of 0.30
percent)  of the  average  daily net assets of the  Account on a daily  basis to
compensate it for administrative  costs in connection with the Policy. AVLIC has
primary  responsibility  for the  administration  of the Policy and the Account.
AVLIC intends to administer  the Policy itself  through an  arrangement  whereby
AVLIC may purchase some administrative services from Ameritas Life. The services
in connection with the Policy involve  issuance of the Policy,  ordinary ongoing
maintenance of the
<PAGE>
Policy,  and  future  changes  in  the  Policy  initiated  by  the  Policyowner.
Administrative  expenses  in  connection  with the  issuance  of the  Policy are
medical exams, review of applications for insurance underwriting decisions,  and
processing of the applications and establishing policy records. Ongoing ordinary
administrative  expenses  expected to be incurred  in  connection  with a Policy
include premium billing;  recordkeeping;  processing death benefit claims,  cash
surrenders,  and policy  changes;  preparing and mailing  reports;  and overhead
costs. Future changes in the Policy initiated by the Policyowner include changes
in the death benefit option. Administrative costs for changing the death benefit
option include the cost of processing applications and changing and establishing
policy records.  The Daily Charge is assessed throughout the life of the Policy.
AVLIC  does not expect to make a profit on the  portion of the charge  levied to
cover administrative expenses.

TAXES.  Currently, no charge will be 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 as a portion of the Daily  Charge.  (See  Federal Tax  Matters,
page 27).


FUND INVESTMENT ADVISORY FEE AND EXPENSES

Because the Account purchases shares of the Funds, the net assets of the Account
will reflect the  investment  advisory fees and other  expenses  incurred by the
Funds.  The  investment  advisers to the Funds will  receive  compensation  with
respect  to the Funds'  portfolios  that they  advise at a rate which  varies by
portfolio and the size of that portfolio. (See The Funds, page 8).

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

CASH SURRENDER CHARGE

If a Policy is  surrendered  prior to the 7th  policy  anniversary,  AVLIC  will
assess a cash surrender charge based upon  percentages of the premiums  actually
paid  during the first  policy  year,  limited  as shown in the policy  schedule
pages.  Paying less premium in the first year  generally will have the effect of
reducing the cash  surrender  charge.  However,  depending  upon the  investment
experience,  if the  Policyowner  chooses to pay less premium in the first year,
the cost of  insurance  charge  may  increase,  the  premium  tax  charge may be
greater,  the Policy  Values may be reduced and there is an increased  risk that
the Policy will lapse. A portion of the cash surrender  charge includes a charge
to cover  state  premium  taxes.  The  remainder  of the charge is  deducted  to
compensate  AVLIC for the cost of  distributing  the Policy.  The cost  includes
agents'  commissions,  the printing of Prospectuses  and sales  literature,  and
advertising.

The sales load  portion of the cash  surrender  charge in any policy year is 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.  AVLIC  anticipates that funds generated by the sales loads will not
be  sufficient  to cover  distribution  expenses.  To the extent  that sales and
distribution  expenses exceed sales loads 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.

AVLIC has voluntarily  lowered its maximum  surrender charge to 9%, which amount
will be charged on surrenders during policy years one, two and three. The Policy
provides that surrender charges may equal,  respectively,  11.5%, 10.5% and 9.5%
for the first three years. Thereafter,  the cash surrender charge grades to 8.5%
in year four, 7% in year five, 5% in year six, 2% in year seven and 0% after the
seventh year. The charge allowed by the Policy is based on a 9% sales load and a
2.5% charge for premium  tax. The sales load and premium tax  components  of the
cash  surrender  charge grade down  proportionately.  There is no cash surrender
charge assessed upon decreases in the Specified  Amount of the Policy or partial
withdrawals  of  cash  value.  There  is no  additional  cash  surrender  charge
attributable  to payments  made after the first  policy  year.  Because the cash
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 may be imposed for each  additional  transfer among
the Subaccounts or the Fixed Account after fifteen per policy year to compensate
AVLIC for the costs of effecting the transfer. Since the charge reimburses AVLIC
for the cost of  effecting  the  transfer  only,  it does not expect to make any
profit from the 
<PAGE>
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.  The amount of the  transfer
charge is guaranteed not to be increased.

PARTIAL WITHDRAWAL CHARGE

A charge 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. The charge will be deducted from the amount of
the  withdrawal.  The current charge made will be the lesser of 2% of the amount
withdrawn or $25.  This charge is  guaranteed  not to be more than the lesser of
$50 or 2% of the amount withdrawn. AVLIC does not expect to make any profit from
the partial withdrawal charge.



GENERAL PROVISIONS

THE CONTRACT

The Policy, the application,  any supplemental applications,  and any 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.


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

The  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.



CHANGE IN 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 designed  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  owner'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.
<PAGE>
INCONTESTABILITY

The  Policy is  incontestable  after it has been in force for two years from the
policy date during the lifetime of the Insured. However, this two year provision
shall not apply to riders that provide  disability or accidental death benefits.
Any  reinstatement of a Policy shall be incontestable  only after having been in
force during the lifetime of the Insured for two years after the effective  date
of the reinstatement.


MISSTATEMENT OF AGE, SEX, OR SMOKING

If the age,  sex, or smoking  habits of the  Insured  have been  misstated,  the
amount of the death  benefit and cash values  under the Policy will be adjusted.
The death  benefit will be adjusted in  proportion  to the correct and incorrect
cost of insurance rates. The adjustment in the cash value will be the difference
between the cost of  insurance  deductions  that were made and those that should
have been made.



SUICIDE

Suicide within two years of the policy date is not covered by the Policy, unless
otherwise provided by state 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 and any outstanding policy debt. 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 is not a defense to the payment of
Accidental  Death Benefits  unless the insane person  intended  suicide when the
Insured applied for the Policy.



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  week-end  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  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.


ACCELERATED BENEFIT RIDER FOR TERMINAL ILLNESS (LIVING BENEFIT RIDER)

Upon satisfactory  proof of terminal illness and 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
coverage,  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 an 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 death benefit policy value and will thus reduce the proceeds payable
on the death of the insured.

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

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 Cash Surrender Value is greater than zero, the policy may 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
<PAGE>
continues in force.  Interest on policy loans will continue to accrue and become
part of the policy debt.  This rider does not extend the original  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 cash value,  cash
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.



DISTRIBUTION OF THE POLICIES

Ameritas  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.
Ameritas  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.  Ameritas Investment Corp. offers its clients a wide variety
of financial products and services and has the ability to execute stock and bond
transactions  on a number of national  exchanges.  It also has executed  selling
agreements  with a variety of mutual funds,  unit  investment  trusts and direct
participation programs.

The Policies  are sold by  individuals  who are  Registered  Representatives  of
Ameritas  Investment  Corp.  and who are licensed as life  insurance  agents for
AVLIC. In addition,  Ameritas  Investment Corp. has entered into agreements with
other registered  broker/dealers to permit their Registered  Representatives  to
sell the Policies subject to applicable law.

Registered  Representatives  who sell the Policy will receive  commissions based
upon a  commission  schedule.  After  issuance of the Policy,  commissions  will
equal,  at  most,  5% of  premiums  paid  in the  first  policy  year.  Further,
Registered  Representatives  who meet certain  production  standards may receive
additional compensation and managers receive override commission with respect to
the policies.



FEDERAL TAX MATTERS

The following  discussion  provides a general  description of the federal income
tax considerations  associated with the Policy.  This discussion is not intended
as tax advice. Any person concerned about these tax implications  should consult
a competent tax advisor.  This discussion is based upon AVLIC's understanding of
the present  federal  income tax laws as they are currently  interpreted  by the
Internal Revenue Service (the` Service').  No  representation  is made as to the
likelihood  of  continuation  of the present  federal  income tax laws or of the
current  interpretations by the Service.  The following summary does not purport
to be complete or to cover all situations.

Special  rules not  described in this  Prospectus  may be  applicable in certain
situations.  Specifically,  this discussion does not address tax provisions that
may be applicable if the Policyowner is a corporation.  Moreover, no attempt has
been  made to  consider  in detail  any  applicable  state or other tax  (except
premium taxes, see discussion "Premium Charge," page 22) laws.

Counsel and other  competent  advisors  should be  consulted  for more  complete
information before a Policy is purchased.

(a)     Taxation of AVLIC.  After AVLIC issues the Policies,  AVLIC  believes it
        will be taxed as a life  insurance  company under Part I of Subchapter L
        of the Internal  Revenue Code of 1986 (the "Code").  At that 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.
<PAGE>
        Net  investment  income and realized net capital  gains on the assets of
        the Account are reinvested and are taken into account in determining the
        death  benefit  and cash  value of the  Policy.  As a  result,  such net
        investment  income and  realized  net  capital  gains are  automatically
        retained as part of the reserves  under 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 the 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) in  various
        states.  At  present,  these  taxes are not  significant.  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)     MODIFIED ENDOWMENT CONTRACT.  The Code (Section 7702 A) also states that
        a Policy becomes a "modified  endowment  contract" if it does not meet a
        7-pay  premium test  described  in the  section.  Because this Policy is
        designed to operate generally as a single premium contract,  it does not
        meet that test.  While gains  remaining in the Policy continue to be tax
        deferred, distributions such as partial or full surrenders, assignments,
        policy pledges,  and loans  (including loans to pay loan interest) under
        the Policy will be taxable to the extent of any gain under the Policy.

(c)     TAX PENALTY ON EARLY WITHDRAWALS.  A 10% penalty tax also applies to the
        taxable  portion of any  distribution  such as prior to the  Policyowner
        reaching  age 59  1/2.  The  10%  penalty  tax  does  not  apply  if the
        Policyowner 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 Policyowner
        or the joint lives of the Policyowner and beneficiary.

(d)     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  cash 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 decreased, 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 cash values, the Policyowner must include in
        ordinary  income  (to the  extent  of  any  gain in the  Policy) certain
        amounts prescribed in  Section 7702 definitional limitations on premiums
        and cash values, the  Policyowners must include in ordinary  income  (to
        the  extent  of any  gain  in the  Policy) certain amounts prescribed in
        Section 7702 which are so distributed.

        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
        Funds'  assets may be  invested.  Although  AVLIC does not  control  the
        Funds, it has entered into  agreements  regarding  participation  in the
        Funds,  which  require the Funds to be operated in  compliance  with the
        requirements  prescribed by the Treasury.  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 are expected in the near
        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 Owner 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.

(e)     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
<PAGE>
        death benefit payable under either death benefit option under the Policy
        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 cash value under the Policy until its
        actual surrender.  However,  in the event of certain cash  distributions
        under the Policy  resulting from any change which reduce 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."

        Loans received from a MEC will be considered distributions to the extent
        of any gain under the Policy. 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.  See
        "Tax Status of the Policy" above for a discussion  of potential  changes
        to the tax treatment of loans and withdrawals.

        The right to  exchange  the Policy  for a  non-variable  life  insurance
        policy (see Exchange Privilege, page 20), may have tax consequences and,
        the right to change  owners (see General  Provisions,  page 25), and the
        provision for partial  withdrawals (see  Surrenders,  page 18) will have
        tax consequences.  Upon complete surrender or when maturity benefits are
        paid, if the amount  received plus any  outstanding  policy debt exceeds
        the total premiums paid that are not treated as previously  withdrawn by
        the Policyowner, the excess generally will be taxed as ordinary income.

        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.  AVLIC  maintains
records  of all  purchases  and  redemptions  of  Fund  shares  by  each  of the
Subaccounts.


VOTING RIGHTS

All of the assets held in the  Subaccounts  of the  Account  will be invested in
shares of the corresponding  portfolios of the Funds.  AVLIC is the legal holder
of  those  shares  and as such  has the  right  to vote to  elect  the  Board of
Directors of the Funds,  to vote upon  certain  matters that are required by the
1940 Act to be approved or ratified by the shareholders of a mutual fund, and to
vote upon any other matter that may be voted upon at a shareholders' 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. The number of votes for which each
Policyowner has the right to provide  instructions  will be determined as of the
record date selected by the Board of Directors of the Funds.  AVLIC will furnish
Policyowners with the proper forms, materials and reports to enable them to give
it these instructions.

The number of Fund shares in a Subaccount for which instructions may be given by
a  Policyowner  is  determined  by dividing the Policy's cash 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 Funds in its own right.

Matters  on  which  Policyowners  may  give  voting  instructions   include  the
following:  (1) election of the Board of Directors of the Fund; (2) ratification
of the  independent  accountant  of the Fund;  (3)  approval  of the  Investment
Advisory  Agreement  for  the  Portfolio(s)  of the  Fund  corresponding  to the
Policyowner's selected Subaccount; and
<PAGE>
(4) any  change  in the  fundamental  investment  policies  of the  Portfolio(s)
corresponding to the Policyowner's selected Subaccount(s).

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 a Fund,  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.


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 & 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: 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, PRESIDENT & CHEIF OPERATING OFFICER
President and Chief  Operating  Officer:  ALIC;  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.

NORMAN M. KRIVOSHA, DIRECTOR, SECRETARY
Executive Vice President, Secretary & Corporate General Counsel: ALIC; 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.

JON C. HEADRICK, TREASURER
Executive Vice  President-Investments and Treasurer: ALIC; Treasurer to: 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,  President,  Chief Executive  Officer,  and Treasurer:
Ameritas  Investment  Corp.;  Director,  President and Chief Executive  Officer:
Ameritas Investment Advisors Inc.

JAMES R. HAIRE, DIRECTOR, VICE PRESIDENT
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.
<PAGE>
JOANN MARTIN, DIRECTOR, COMPTROLLER
Senior Vice  President-Controller  and Chief Financial Officer:  ALIC; Director:
Ameritas Managed Dental Plan, Inc., Ameritas Investment Advisors, Inc., Ameritas
Investment Corp., BLN Financial Services,  Inc., FMA Realty,  Inc.;  Comptroller
to: Veritas Corp.,  Bankers Life Nebraska Company,  Pathmark  Assurance Company;
Director,   Treasurer:   Lincoln  Gateway   Shopping   Center  Inc.;   Director,
Comptroller,  Assistant  Secretary:  Ameritas Bankers  Assurance  Company;  Vice
President, Comptroller: First Ameritas Life Insurance Corp. of New York.

THOMAS D. HIGLEY, VICE PRESIDENT AND ACTUARY
Vice  President - Individual  Financial  Operations and  Actuarial,  ALIC;  Vice
President  and  Actuary:  First  Ameritas  Life  Insurance  Corp.  of New  York;
Director, Vice President and Actuary, Ameritas Bankers Assurance Company.

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

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.

*      The principal business address of each person listed is Ameritas Variable
       Life Insurance Company, One Ameritas Way, 5900 "O" Street, P.O. Box 81889
       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.


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 the
Account.

EXPERTS

The financial statements of AVLIC as of December 31, 1994 and 1993, and for each
of the three  years in the period  ended  December  31,  1994 and the  financial
statements  of the  Account as of  December  31,  1994 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  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  1, 1994,  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, 1994. 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, 1994,  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, 1995
<PAGE>
<TABLE>
<CAPTION>

                     AMERITAS VARIABLE LIFE INSURANCE COMPANY
                               SEPARATE ACCOUNT V
                             STATEMENT OF NET ASSETS
                                DECEMBER 31, 1994


ASSETS
<S>                                                          <C>
INVESTMENTS AT NET ASSET VALUE:
  Variable Insurance Products Fund:
    Money Market Portfolio - 6,247,661.970 shares at
      $1.00 per share (cost $6,247,662)                       $  6,247,662
    Equity Income Portfolio - 410,159.302 shares at
      $15.35 per share (cost $5,539,697)                         6,295,945
    Growth Portfolio - 569,981.087 shares at
      $21.69 per share (cost $10,666,166)                       12,362,890
    High Income Portfolio - 276,041.963 at
      $10.76 per share (cost $2,889,687)                         2,970,211
    Overseas Portfolio - 316,186.952 shares at
      $15.67 per share (cost $4,703,647)                         4,954,650
  Variable Insurance Products Fund II:
    Asset Manager Portfolio - 1,171,722.945 shares at
      $13.79 per share (cost $15,864,705)                       16,158,059
    Investment Grade Bond Portfolio - 82,319.293 shares at
      $11.02 per share (cost $967,658)                             907,159
  Alger American Fund:
    Small Capitalization Portfolio - 156,146.723 shares at
      $27.31 per share (cost $4,083,316)                         4,264,367
    Growth Portfolio - 87,011.270 shares at
      $23.13 per share (cost $1,930,745)                         2,012,571
    Income and Growth Portfolio - 23,109.060 shares at
      $13.30 per share (cost $326,379)                             307,350
    Midcap Growth Portfolio - 40,556.228 shares at
      $13.46 per share (cost $522,284)                             545,887
    Balanced Portfolio - 11,683.157 shares at
      $10.80 per share (cost $126,560)                             126,178
  Dreyfus Stock Index Fund:
    Stock Index Fund Portfolio - 74,453.907 shares at
      $12.94 per share (cost $1,052,851)                           963,434
                                                               -------------
       NET ASSETS REPRESENTING EQUITY OF POLICYOWNERS         $ 58,116,363
                                                               =============


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 ASSETS
                         FOR THE YEAR ENDED DECEMBER 31,


                                                  1994            1993          1992 
                                             --------------   ------------  -------------
<S>                                        <C>              <C>           <C>

INVESTMENT INCOME
  Dividend Distributions received           $     799,210    $   499,740   $    270,834
EXPENSE
  Charges to policyowners for assuming
  mortality and expense risk (Note B)             465,706        260,944        121,652
                                             --------------  -------------  -------------
       INVESTMENT INCOME - NET                    333,504        238,796        149,182
                                             --------------  -------------  ------------- 
REALIZED AND UNREALIZED GAIN/(LOSS)
ON INVESTMENTS - NET
  Capital Gain Distributions received           1,403,280        292,625        121,808
  Unrealized increase/(decrease)               (2,469,056)     3,683,814        983,400
                                             --------------  -------------  -------------
       NET GAIN/(LOSS) ON INVESTMENTS          (1,065,776)     3,976,439      1,105,208
                                             --------------  -------------  -------------
       NET (DECREASE)/INCREASE IN NET
       ASSETS RESULTING FROM OPERATIONS          (732,272)     4,215,235      1,254,390

NET INCREASE IN NET ASSETS RESULTING
  FROM PREMIUM PAYMENTS AND OTHER
  OPERATING TRANSFERS (NOTE B)                 21,904,104     14,840,992      8,433,982
                                             --------------  -------------  ------------- 
       TOTAL INCREASE IN NET ASSETS            21,171,832     19,056,227      9,688,372

NET ASSETS
  Beginning of period                          36,944,531     17,888,304      8,199,932
                                             --------------  -------------  -------------    
  End of period                            $   58,116,363   $ 36,944,531   $ 17,888,304
                                             ==============  =============   ===========





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, 1994



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 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, 1994, there are 
     thirteen subaccounts within the Account.  Five of the subaccounts invest
     only in a corresponding Portfolio of Variable Insurance Products Fund and
     two 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.  
     Five 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 Wells Fargo
     Nikko Investment Advisors.  All four 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, 1994



C.   DISSOLUTION OF ZERO COUPON BOND PORTFOLIO:
     ------------------------------------------

     The Zero Coupon Bond Portfolio managed by Fidelity Management and Research
     Company was closed by the fund manager effective December 30, 1992.  These
     funds had been unavailable to new policyowners or for transfers since 
     May 1, 1991.  A substitution order from the Securities and Exchange 
     Commission allowed the transfer of accumulated values invested in the 1993
     Zero Coupon Bond subaccount to the Money Market subaccount of the Variable
     Insurance Products Fund and the transfer of accumulated values in the 1998
     and 2003 Zero Coupon Bond subaccounts  to the  Investment  Grade  Bond  
     subaccount of the Variable Insurance Products Fund II on December 30, 1992.

D.   PLAN FOR MERGER:
     ----------------

     In December 1994 the Board of Directors for AVLIC and ALIC approved a plan
     of statutory merger of the companies.  The  merger,  which  will  combine
     the  assets  and  liabilities  of  the companies, has an effective date of
     May 1, 1995, or at such later date as all required regulatory approvals 
     can be obtained.  The plan of merger has been approved by the Insurance
     Department of the State of Nebraska.
<PAGE>
<TABLE>
<CAPTION>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                               SEPARATE ACCOUNT V
                          NOTES TO FINANCIAL STATEMENTS
                                DECEMBER 31, 1994

E.   INFORMATION BY FUND:
     --------------------
                                                                    Alger American Fund
                                  -----------------------------------------------------------------------------------------
                                                                         Income and           Midcap
                                      Small Cap         Growth             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, 1994



E.   INFORMATION BY FUND:
     --------------------
                                                                    Alger American Fund
                                  -----------------------------------------------------------------------------------------
                                                                         Income and           Midcap
                                      Small Cap         Growth             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>
<TABLE>
<CAPTION>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                               SEPARATE ACCOUNT V
                          NOTES TO FINANCIAL STATEMENTS
                                DECEMBER 31, 1994


E.   INFORMATION BY FUND:
     --------------------


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

    Balance 12-31-91             $    1,221,511   $    1,553,786     $    2,947,040      $     290,693     $     250,623
    Distributed earnings                 84,230           63,812             72,609             29,542             3,800
    Mortality risk charge               (24,206)         (18,988)           (36,300)            (5,602)           (3,749)
    Realized gain/(loss)
      on distribution                       ---              ---                ---                ---                ---
    Unrealized increase/(decrease           ---          243,041            394,360             65,738           (48,827)
    Net premium transferred           1,318,725          635,111            635,111            476,762           384,826
                                  ---------------- -----------------  -----------------   ---------------   ---------------
    Balance 12-31-92             $    2,600,260   $    2,476,762     $    5,152,469      $     857,133     $     586,673
                                 ================ =================   =================   ===============   ===============     

                                

                                        Variable Insurance
                                         Products Fund II                         Zero Coupon Bond Fund (5) 
                                  ----------------------------------  ----------------------------------------------------
                                       Asset           Investment          
                                      Manager          Grade Bond           1993               1998              2003         
  
                                  ---------------- -----------------  -----------------   ---------------  ---------------         

    Balance 12-31-91             $    1,679,178   $       40,920     $       44,420      $     85,185     $       86,576
    Distributee earnings                 97,937           31,832              2,437             1,254              1,306
    Mortality risk charge               (27,359)          (1,848)              (347)             (550)              (691)
    Realized gain/(loss) 
      on distribution                       ---              ---               (724)           10,008             12,062
    Unrealized increase/(decrease)      246,506          (22,909)              (152)           (8,710)           (10,369)
    Net premium transferred           2,856,001          462,808            (45,634)          (87,187)           (88,884)
                                  ---------------- -----------------  -----------------   ---------------   --------------- 
    Balance 12-31-92             $    4,852,263   $      510,803     $          ---      $        ---     $          ---
                                  ================ =================  =================   ===============   =============== 



                                                  Alger American Fund                        Dreyfus
                                  -----------------------------------------------------   ---------------------------------
                                                                         Income and           Stock
                                    Small Cap(1)      Growth(2)          Growth (3)        Index Fund(4)         TOTAL
                                  ---------------- -----------------  -----------------   ---------------   ---------------

    Balance 12-31-91             $          ---   $         ---      $          ---      $        ---      $   8,199,932
    Distributed earnings                    ---             ---                 ---             3,883            392,642
    Mortality risk charge                (1,586)           (114)                (45)             (267)          (121,652)
    Realized gain/(loss)
      on distribution                       ---             ---                  ---              ---             21,346
    Unrealized increase/(Decrease)       95,088           5,537                1,552            1,199            962,054
    Net premium transferred             503,175          50,623               36,201          156,695          8,433,982
                                  ---------------- -----------------  -----------------   ---------------   ---------------
    Balance 12-31-92             $      596,677   $      56,046      $        37,708     $    161,510      $  17,888,304
                                  ================ =================  =================   ===============   ===============



    (1) Commenced business 06/05/92.  (4) Commenced business 05/19/92.
    (2) Commenced business 05/29/92.  (5) Zero Coupon Bond funds closed by fund
    (3) Commenced busniess 05/20/92.      manager effective 12/30/92.

</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                               SEPARATE ACCOUNT V
                             STATEMENT OF NET ASSETS
                                  JUNE 30, 1995


ASSETS
<S>                                                                       <C>
INVESTMENTS AT NET ASSET VALUE:
  Variable Insurance Products Fund:
  ---------------------------------
    Money Market Portfolio - 6,551,977.180 shares at
      $1.00 per share (cost $6,551,977)                                    $  6,551,977
    Equity Income Portfolio - 535,943.192 shares at
      $16.89 per share (cost $7,538,628)                                      9,052,081
    Growth Portfolio - 630,456.322 shares at
      $26.70 per share (cost $12,061,809)                                    16,833,184
    High Income Portfolio - 398,014.509 at
      $11.19 per share (cost $4,157,689)                                      4,453,782
    Overseas Portfolio - 367,670.267 shares at
      $16.19 per share (cost $5,440,713)                                      5,952,582
  Variable Insurance Products Fund II:
  ------------------------------------
    Asset Manager Portfolio - 1,237,166.357 shares at
      $14.33 per share (cost $16,751,909)                                    17,728,594
    Investment Grade Bond Portfolio - 102,502.882 shares at
      $11.76 per share (cost $1,192,088)                                      1,205,434
  Alger American Fund:
  --------------------
    Small Capitalization Portfolio - 194,281.254 shares at
      $36.02 per share (cost $5,252,336)                                      6,998,011
    Growth Portfolio - 126,367.792 shares at
      $28.60 per share (cost $2,923,647)                                      3,614,119
    Income and Growth Portfolio - 36,704.822 shares at
      $16.84 per share (cost $521,606)                                          618,109
    Midcap Growth Portfolio - 82,090.271 shares at
      $17.12 per share (cost $1,133,877)                                      1,405,385
    Balanced Portfolio - 16,746.949 shares at
      $12.59 per share (cost $185,566)                                          210,844
  Dreyfus Stock Index Fund:
  -------------------------
    Stock Index Fund Portfolio - 94,791.022 shares at
      $15.34 per share (cost $1,346,721)                                      1,454,094
                                                                            ----------- 
       NET ASSETS REPRESENTING EQUITY OF POLICYOWNERS                      $ 76,078,196
                                                                            ===========


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 ASSETS
                       FOR THE SIX MONTHS ENDED JUNE 30,
                                  (Unaudited)


                                                  1995            1994        
                                            ---------------  --------------
<S>                                       <C>              <C> 
INVESTMENT INCOME
  Dividend distributions received          $      984,106   $    566,381  
EXPENSE
  Charges to policyowners for assuming
  mortality and expense risk (Note B)             313,108        206,755  
                                            ---------------  --------------
       INVESTMENT INCOME - NET                    670,998        359,626  
                                            ---------------  --------------    
REALIZED AND UNREALIZED GAIN/(LOSS)
ON INVESTMENTS - NET
  Capital gain distributions received             382,049      1,398,987  
  Unrealized increase/(decrease)                7,824,624     (4,231,961)  
                                            ---------------  --------------      
       NET GAIN/(LOSS) ON INVESTMENTS           8,206,673     (2,832,974)
                                            ---------------  --------------
       NET (DECREASE)/INCREASE IN NET
       ASSETS RESULTING FROM OPERATIONS         8,877,671     (2,473,348)

NET INCREASE IN NET ASSETS RESULTING
  FROM PREMIUM PAYMENTS AND OTHER
  OPERATING TRANSFERS (Note B)                  9,084,162     13,033,162
                                            ---------------  --------------
       TOTAL INCREASE IN NET ASSETS            17,961,833     10,559,814

NET ASSETS
  Beginning of period                          58,116,363     36,944,530
                                            ---------------  -------------- 
  End of period                            $   76,078,196   $ 47,504,344
                                            ===============  ==============

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
                                  JUNE 30, 1995


                                   (UNAUDITED)


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  products issued
     by AVLIC.

     The Account  is  registered  under  the  Investment Company Act of 1940, as
     amended, as a unit investment trust. At June 30, 1995, there  are  thirteen
     subaccounts  within the Account.  Five of the subaccounts  invest only in a
     corresponding  Portfolio of Variable Insurance Products Fund and two 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.   Five  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 Wells  Fargo  Nikko  Investment
     Advisors. All four funds are registered under the Investment Company Act of
     l940,  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.   BASIS OF PRESENTATION OF UNAUDITED INTERIM FINANCIAL STATEMENTS:
     ----------------------------------------------------------------

     Management  believes  that  all  adjustments, consisting  of  only   normal
     recurring accruals, considered  necessary  for  a  fair presentation of the
     unaudited interim financial statements have been  included.  The results of
     operations for any interim peirod are not necessarily indicative of results
     for the full year.  The unaudited  interim  financial  statements should be
     read in conjunction with the audited financial statements and notes thereto
     for the years ended December 31, 1994 and 1993.


C.   PLAN FOR MERGER:
     ----------------
     In December 1994 the Board of Directors for AVLIC and ALIC  approved a plan
     of statutory merger of the companies. The merger, which  will  combine  the
     assets  and  liabilities of the companies, has an effective  date of May 1,
     1995, or at  such  later  date  as all required regulatory approvals can be
     obtained.  The plan of merger has been approved by the Insurance Department
     of the State of Nebraska.  The  merger  was  subsequently  postponed  until
     May 1, 1996.
<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, 1994 and 1993, 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, 1994.  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, 1994 and 1993,  and the results of its  operations  and its cash
flows for each of the three years in the period  ended  December  31,  1994,  in
conformity with statutory  accounting  principles which are considered generally
accepted  accounting  principles for mutual life insurance   companies and their
insurance subsidiaries.

DELOITTE & TOUCHE LLP

Lincoln, Nebraska
February 1, 1995
<PAGE>
<TABLE>
<CAPTION>
                                   AMERITAS VARIABLE LIFE INSURANCE COMPANY

                                                 BALANCE SHEET
                                        (Columnar amounts in thousands)


                                                                                  December 31,
                                                                          --------------------------    
                                                                              1994           1993 
                             ASSETS                                       -----------     ----------   
                             ------
    <S>                                                          <C>             <C>
     Investments:
       Bonds (Note C)                                                   $     34,607    $    23,974                              
       
       Short-term investments                                                  7,714         19,273
       Loans on life insurance policies                                        1,597          1,021
                                                                           ---------      ---------  
      Total investments                                                       43,918         44,268

     Cash                                                                        431          1,161
     Accrued investment income                                                   774            676
     Reinsurance Recoverable - affiliates  (Note E)                              467              -
     Other assets                                                                129             97
     Separate Accounts  (Note F)                                             462,886        325,088
                                                                           ---------      --------- 
                                                                        $    508,605    $   371,290
                                                                           =========      ========= 
   LIABILITIES AND STOCKHOLDER'S EQUITY
   ------------------------------------
     LIABILITIES:

     Life and annuity reserves                                          $     30,578    $    31,261
     Funds left on deposit with the company                                      142             97
     Interest maintenance reserve                                                 36             31
     Accounts payables - affiliates  (Note E)                                    884          1,570
     Income tax payable-affiliates                                                36            109
     Accrued professional fees                                                    11             40
     Sundry current liabilities - 
       Cash with applications                                                    562          1,995
       Other                                                                     692            394
     Valuation Reserve                                                           163            100
     Separate Accounts  (Note F)                                             462,886        325,088
                                                                           ---------      ---------        
                                                                             495,990        360,685
                                                                           ---------      ---------


   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         23,700
     Deficit                                                                 (21,085)       (17,095)
                                                                           ----------     ----------     
                                                                              12,615         10,605
                                                                           ----------     ----------  

                                                                        $    508,605    $    371,290
                                                                           ==========     ==========

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,
                                                                    --------------------------------------
                                                                         1994        1993          1992
                                                                    ------------  -----------   ----------
<S>                                                               <C>           <C>          <C>

INCOME:
  Premium income                                                   $    174,085  $   155,166  $    84,181                  
  Less reinsurance:  (Note E)
     Yearly renewable term                                               (1,333)        (843)        (293)
     Fixed account                                                            -            -       (3,840)
                                                                    ------------   -----------   --------- 
       Net premium income                                               172,752      154,323       80,048
  Net investment income  (Note D)                                         3,050        2,897        1,732
  Miscellaneous insurance income                                          1,398          459          596
                                                                    ------------   -----------   ---------
                                                                        177,200      157,679       82,376
                                                                    ------------   -----------   ---------
EXPENSES:

  Increase (Decrease) in reserves                                          (637)       1,717       28,671
  Benefits to policyowners                                               19,012        8,128        3,902
  Redemptions from fixed  account                                             -            -      (25,831)
  Commissions                                                            15,799       13,080        7,733
  General insurance expenses  (Note E)                                    6,403        4,216        3,583
  Taxes, licenses and fees                                                1,183          829          447
  Net premium transferred to                                            
   Separate Accounts  (Note F)                                          139,974      136,451       71,043
                                                                    ------------   -----------  ----------
                                                                        181,734      164,421       89,548
(Loss) before income taxes                                          ------------   -----------  ----------
    and realized capital gains                                           (4,535)      (6,742)      (7,172)


Income Taxes (benefit)-current                                             (611)      (1,501)      (1,844)
                                                                    ------------   -----------   ---------
(Loss) before realized capital gains                                     (3,923)      (5,241)      (5,328)

Realized  capital  gains  (net of tax of $11,  $19  and $0 
   and  $12,  $32 and $0 transfers to interest maintenance
   reserve for 1994, 1993 and 1992 , respectively)                           (2)           1            -
                                                                    ------------    ----------    --------
Net (loss)                                                         $     (3,925)  $   (5,240)   $  (5,328)
                                                                    ============    ==========    ======== 





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, 1994, 1993 AND 1992
                         (in thousands, except shares)





                                                                                   Additional
                                                             Common Stock           Paid in
                                                         Shares        Amount       Capital        Deficit       Total
                                                      ------------   -----------  -----------    -----------   ----------
<S>                                                     <C>        <C>          <C>            <C>          <C>    
BALANCE, January 1, 1992                                 40,000     $    4,000   $   13,200     $   (6,492)  $    10,708
           
   Decrease in non-admitted assets                            -              -            -             65           65

   Transfer to  Valuation Reserve                             -              -            -            (38)         (38)

   Capital Contribution from
     Ameritas Life Insurance Corp.                            -              -        5,000              -        5,000

   Net (loss)                                                 -              -            -         (5,328)      (5,328)
                                                       ---------    -----------   ----------     -----------   ----------  
BALANCE, December 31, 1992                               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

                                                       ==========   ============   ==========     ==========   ==========




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,
                                                                         -----------------------
                                                               1994              1993                1992
                                                         ----------------   ----------------     -------------
<S>                                                   <C>                 <C>               <C>   
OPERATING ACTIVITIES:                                                                                                        
  
  Net premium income received                          $       172,701     $      154,408    $        80,037
  Miscellaneous insurance income                                 1,398                459                596
  Net investment income received                                 2,899              2,848              1,714
  Net premium transferred to Separate Accounts                (140,161)          (136,451)           (71,043)
  Benefits paid to policyowners                                (18,944)            (8,207)            (3,823)
  Redemptions from fixed account                                     -                  -              1,931
  Commissions                                                  (15,799)           (13,080)            (7,659)
  Expenses and taxes                                            (7,547)            (4,939)            (3,950)
  Net increase in policy loans                                    (576)              (592)               (99)
  Income taxes                                                     527              1,630              1,805
  Other operating income and disbursements                      (2,222)               270              2,496
                                                          ---------------    ---------------     -------------  
  Net cash (used in) provided by operating activities           (7,724)            (3,654)             2,005
                                                          ---------------    ---------------     -------------
INVESTING ACTIVITIES:
  Maturity of bonds                                              5,108              8,266              3,069
  Purchase of Investments                                      (15,673)            (1,460)              (448)
                                                          ---------------    ---------------     ------------- 
Net cash (used in) provided by investing activities            (10,565)             6,806              2,621
                                                          ---------------    ---------------     -------------    
FINANCING ACTIVITIES:
  Capital Contribution                                           6,000              5,500              5,000
                                                          ---------------    ---------------     -------------           
NET INCREASE (DECREASE) IN CASH AND
     SHORT TERM INVESTMENTS                                    (12,289)             8,652              9,626

CASH AND SHORT TERM INVESTMENTS -
     BEGINNING OF YEAR                                          20,434             11,782              2,156
                                                          ---------------    ---------------     -------------
CASH AND SHORT TERM INVESTMENTS -
     END OF YEAR                                         $       8,145      $      20,434       $     11,782
                                                          ===============    ===============     =============





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, 1994, 1993 AND 1992
                                 (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. 

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.  It is
management's  intent  to hold  fixed  maturity  securities  to  maturity;  thus,
adjustment  to market  value is not  considered  appropriate.  Separate  account
assets are carried at market.  Realized  gains and losses are  determined on the
basis of  specific  identification.  At  December  31,  1994,  the  Company  had
securities  with a book value of $3,278  and  market  value of $3,149 on deposit
with various State Insurance Departments.

ACQUISITION  COSTS -  Commissions,  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,
                                 1994          1993            1992
                              ----------    -----------     -----------
                  <S>       <C>           <C>             <C>  
                   Life      $  31,980     $   20,591      $   11,693
                   Annuity     142,105        134,575          72,488
                              ----------    -----------     -----------                                                          
                             $ 174,085     $  155,166      $   84,181
                              ==========    ===========     =========== 
 
</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.

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.  Amortization  for the years ended December 31, 1994
and 1993 was $5 and $1,  respectively.  There was no  amortization  for the year
ended December 31, 1992. 
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                         NOTES TO FINANCIAL STATEMENTS
              FOR THE YEARS ENDED DECEMBER 31, 1994, 1993 AND 1992
 

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

  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 con-
  solidated 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 deferred  acquisition  costs, current
  tax  benefits are less than the statutory corporate rate of 35%. 

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

   The following  methods and  assumptions  were used to estimate the fair value
   of each class of financial  instruments  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, 1994, 1993 AND 1992
                                 (in thousands)


B.  FINANCIAL INSTRUMENTS: (Continued)

    The estimated fair values, as of December 31, 1994 and 1993, of the 
    Company's financial instruments are as follows:

<TABLE>
<CAPTION>

                                        1994                      1993
                            --------------------------   -----------------------                                                  
                                                            
                               Carrying       Fair        Carrying      Fair                                                        
                                Amount        Value        Amount       Value
                            -------------  -----------   -----------  ----------
<S>                       <C>            <C>          <C>           <C>
 
 Financial Assets:
    Bonds                  $     34,607   $   34,021   $    23,974   $   25,803                                        
    Short-term investments        7,714        7,714        19,273       19,273                                        
    Cash                            431          431         1,161        1,161                                        
    Accrued investment income       774          774           676          676                                        
    Loans on life insurance       1,597        1,190         1,021          905                                        
    policies
 
  Financial Liabilities:

    Funds left on deposit           142          142            97           97                                        
   
       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, 1994:         
<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           
                                           ==========     ===========   ============  
  ============     ============             

    The comparative data as of December 31, 1993 is summarized as follows:
  
                                                                            Gross          Gross             
                                            Amortized        Fair        Unrealized      Unrealized         Carrying          
                                              Cost           Value          Gains          Losses            Value                
                                           -----------    -----------   ------------    ------------      ------------  
    LONG TERM BONDS:
    Corporate-U.S.                        $   13,511    $     14,801   $    1,290      $         -      $     13,511       
                      
    Mortgage-Backed                            2,486           2,613          127                -             2,486          
                   
    U.S. Treasury securities and                                           
    obligations of U.S. government
    corporations and agencies                  7,977           8,389          427               15             7,977 
                                           -----------    ------------   -----------    ------------      ------------
                                          $   23,974    $     25,803   $    1,844      $        15      $     23,974           
                                           ===========    ============   ===========    ============      ============

</TABLE>
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                         NOTES TO FINANCIAL STATEMENTS
              FOR THE YEARS ENDED DECEMBER 31, 1994, 1993 AND 1992
                                 (in thousands)

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

   The carrying value and fair value of bonds at December 31, 1994 by 
   contractual maturity are shown below:
<TABLE>
<CAPTION>
                                                      Fair         Carrying
                                                      Value          Value
                                                   -----------    -----------   
     <S>                                          <C>           <C>        
      Due in one year or less                      $    1,512    $     1,501
      Due after one year through five years            22,306         22,655                                                 
      Due after five years through ten years            8,517          8,806                                                 
      Due after ten years                                 502            496
      Mortgage-Backed Securities                        1,184          1,149                                                 
                                                    ----------    -----------
                                                   $   34,021    $    34,607
                                                    ==========    ===========

</TABLE>

     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:

<TABLE>
<CAPTION>

      Included in Bonds:                        Carrying
           ISSUER                                 Value
           ------                              ------------

    <S>                                       <C>     
     Legget & Platt Inc Medi um 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

     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, 1993 are as follows:

      Included in Bonds:                        Carrying
           ISSUER                                 Value
           ------                              ------------
     Carlisle Company                          $    1,200
     Pep Boys                                       1,198
     Sears, Roebuck & Co.                           1,498

     Included in Short-Term Investments:

           ISSUER
           ------
     American Tel & Tel                        $    1,490
     Bell South                                     1,495
     Cargill                                        1,493
     Congra                                         1,394
     Cox Enterprises                                1,492
     Kmart                                          1,495
     Nynex                                          1,494
     Pepsico                                        1,494
</TABLE>
<PAGE>
                    AMERITAS VARIABLE LIFE INSUANCE COMPANY
                         NOTES TO FINANCIAL STATEMENTS
              FOR THE YEARS ENDED DECEMBER 31, 1994, 1993 AND 1992
                                 (in thousands)



D. INVESTMENT INCOME:
   ------------------
   Net investment income for the years ended December 31, 1994, 1993 and 1992 is
   comprised as follows:
<TABLE>
<CAPTION>

                                                 Year Ended December 31,
                                          --------------------------------------
                                             1994         1993         1992
                                          ----------   -----------  ------------                                                  
  <S>                                   <C>          <C>          <C>
   Bonds                                 $    2,410   $     2,384  $     1,645    
   Short-term Investments                       609           529          105
    IMR Amortization                              5             1            -
    Loans on Life Insurance Policies             82            39           26
                                          ----------   -----------  ------------
                 Gross Investment Income      3,106         2,953        1,776
    Less investment expenses                     56            56           44
                                          ----------   -----------  ------------
                 Net Investment Income   $    3,050   $     2,897  $     1,732
                                          ==========   ===========  ============ 
</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,  1994,  1993 and 1992
   was $4,029, $1,915 and $1,285, 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, 1994,
   1993 and 1992 was $40, $54 and $48, respecitively.
 
   Under the terms of an investment advisory agreement, the Company paid $43,
   $44 and $32 for the years ended December 31, 1994,  1993 and 1992 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 paid $1,333,  $843 and $293 of reinsurance  premiums for
   the years ended December 31, 1994, 1993 and 1992, respectively.

   The Company ceded premium designated for the Fixed Account of $3,840 for the 
   year ended December 31, 1992.  The reinsurance agreement on thee Fixed 
   Account between Ameritas Life Insurance Corp. and the Company provided either
   party with the option to cancel the agreement when the Fixed Account reached 
   $20 million.  The two parties cancelled the agreement as of July 31, 1992.
   Starting July 1, 1992 all Fixed Account Activity is held and invested by the 
   Company. The value of the Fixed Account at July 31, 1992 ($24,900) was 
   transferred from ALIC to the Company during August, 1992 via participaiton
   certificates.

   The Company  has  entered  into a  guarantee  agreement  with  Ameritas  Life
   Insurance Corp., whereby, Ameritas Life Insurance Corp. guarantees absolutely
   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 $266 and $23 for the years ended December 31, 1994 and 1993, 
   respectively, from this affiliate to partially defray the costs of materials,
   prospectuses, etc..  In 1992 there were no reimbursements from this affiliate
   for these purposes.  Policies placed by this affiliate generated commission 
   expense of $15,223, $12,621 and $7,454 for the years ended December 31, 1994,
   1993 and 1992, respectively.
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                         NOTES TO FINANCIAL STATEMENTS
              FOR THE YEARS ENDED DECEMBER 31, 1994, 1993 AND 1992
                                 (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:
<TABLE>
<CAPTION>
   
                
                                             December 31, 1994
                                         ---------------------------
                                            1994           1993
                                         -----------    ------------   
  <S>                                 <C>            <C>

   Separate Account V                  $     58,117   $      36,945
   Separate Account VA-2                    404,769         288,143
                                         -----------    ------------
                                       $    462,886   $     325,088
                                         ===========    ============

</TABLE>

   The assets of Account V are  invested  in shares of the  Variable  Insurance
   Products Fund, the Variable Insurance Products Fund II, Alger American Fund 
   and Dreyfus Stock Index Fund. 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 two portfolios:
   the Investment Grade Bond Portfolio and the Asset Manager Portfolio.  The 
   Alger American Fund is managed by Fred Alger Management, Inc. and has five 
   portfolios: Income and Growth Portfolio, Small Capitalization Portfolio, 
   Growth Portfolio, MidCap Growth Portfolio (effective June 17, 1993) and the 
   Balanced Portfolio (effective June 28, 1993).  The Dreyfus Stock Index Fund 
   is managed by Wells Fargo Nikko Investment Advisors and has the Stock Index
   Fund Portfolio.

   Prior to December 30, 1992 the Company offered Fidelity Management and 
   Research Company's Zero Coupon Bond Fund and its three  portfolios,  Zero 
   coupon 1993 Portfolio,  Zero Coupon 1998 Portfolio and Zero Coupon 2003 
   Portfolio, as an investment option in Separate Account V.  On December 31, 
   1992 Fidelity Management and Research Company liquidated and closed the Fund.
   All remaining shares were transferred into other portfolios pursuant to a
   substitution program approved by the Securities and Exchange Commission as of
   the close of business December 30, 1992 Separate Account VA-2 allows 
   investment in the Variable Insurance Products Fund, Variable Insurance 
   Products Fund II, Alger  American Fund and Dreyfus Stock Index Fund with the
   same  portfolios as described above.
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                         NOTES TO FINANCIAL STATEMENTS
              FOR THE YEARS ENDED DECEMBER 31, 1994, 1993 AND 1992
                                 (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  fundedon 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 of this plan are not segregated.
   Total Company contributions for the years ended December 31, 1994, 1993 and
   1992 were $47, $51 and $32, 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. Total Company
   contributions for the years ended December 31, 1994, 1993 and 1992 were $20,
   $22 and $21, respectively.

   The Company is also included in the postretirement benefit plans provided 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 liabilities of this plan are not segregated. Total Company contributions
   for the years ended December 31, 1994 and 1993 were $7 and $2, respectively.
   In 1992 there was no cost charged for postretirement benefits.

H. PLAN FOR MERGER:
   ----------------

   In December 1994 the Board of Directors for  AVLIC and ALIC approved a plan
   of statutory merger of the companies. The merger,  which will combine the 
   assets and  liabilities  of the companies, has an effective date of May 1, 
   1995, or at such later date as all required regulatory approvals can be 
   obtained.  The plan of merger has been approved by the Insurance Department
   of the State of Nebraska.
<PAGE>
<TABLE>
<CAPTION>
                                     AMERITAS VARIABLE LIFE INSURANCE COMPANY

                                                   BALANCE SHEET
                                          (Columnar amounts in thousands)

                                                    (Unaudited)

                                                                                                June 30, 1995
                                                                                               ---------------                
                ASSETS
                ------
    <S>                                                                                    <C> 

     Investments:
     Bonds                                                                                  $          36,163
     Short-term investments                                                                            12,406
     Loans on life insurance policies                                                                   2,059
                                                                                                -------------

          Total investments                                                                            50,628

     Cash                                                                                                 774
     Accrued investment income                                                                            713
     Other assets                                                                                         120
     Separate Accounts                                                                                561,343
                                                                                                 ------------

                                                                                             $        613,578
                                                                                                 ============

LIABILITIES AND STOCKHOLDER'S EQUITY
- ------------------------------------

     LIABILITIES:

     Life and annuity reserves                                                                 $       33,793
     Funds left on deposit with the company                                                               155
     Interest maintenance reserve                                                                          52
     Accounts payables - affiliates                                                                     2,273
     Income tax payable-affiliates                                                                        766
     Other liabilities                                                                                  2,054
     Asset valuation reserve                                                                              194
     Separate Accounts                                                                                561,343
                                                                                                  -----------
                                                                                                      600,630
                                                                                                  -----------


   STOCKHOLDER'S EQUITY:

     Common stock, par value $100 per share;                                                            4,000
     authorized 50,000 shares, issued and
     outstanding 40,000 shares
     Additional paid-in capital                                                                        29,700
     Deficit                                                                                          (20,752)
                                                                                                  -----------
                                                                                                       12,948
                                                                                                  -----------                  
                                                                                                $     613,578
                                                                                                  ===========             
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)

                                                    (Unaudited)





                                                                                            Six Months End
                                                                                      ----------------------------    
                                                                                          1995            1994
                                                                                      -------------   ------------   
<S>                                                                                 <C>             <C>
INCOME:  Premium income                                                              $     66,949    $    113,836
  Less reinsurance:
     Yearly renewable term                                                                 (2,607)           (547)
                                                                                      ------------     -----------
     Net premium income                                                                    64,342         113,289
  Net investment income                                                                     1,737           1,444
  Miscellaneous insurance income                                                            2,481             580
                                                                                      -----------      ----------

                                                                                           68,560         115,313
                                                                                      -----------      ----------
EXPENSES:

  Increase (Decrease) in reserves                                                           3,215            (844)
  Benefits to policyowners                                                                 16,747           8,347
  Commissions                                                                               6,450           9,721
  General insurance expenses                                                                3,156           3,080
  Taxes, licenses and fees                                                                    645             687
  Net premium transferred to
  Separate Accounts                                                                        37,268          98,452
                                                                                        ----------       --------

                                                                                           67,481         119,443
Income/(loss) before income taxes                                                       ----------       --------
  and realized capital gains                                                                1,079          (4,130)


Income Taxes (benefit)-current                                                                720            (845)
                                                                                       ----------        ---------

Income/(loss) before realized capital gains                                                   359          (3,285)

Realized capital gains (net of tax of $11, and $11
  and $18 and $8 transfers to interest maintenance
  reserve for 1995 and 1994 , respectively)                                                     -               -
                                                                                       ----------        --------     
Net income/(loss)                                                                    $        359    $     (3,285)
                                                                                       ==========       
=========




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 SIX MONTHS ENDED JUNE 30, 1995 AND THE YEAR ENDED DECEMBER 31,
1994
                                           (in thousands, except shares)

                                                    (Unaudited)



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

BALANCE, January 1, 1994                  40,000     $   4,000    $    23,700   $    (17,095)   $     10,605

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

  Transfer to asset 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

  Increase in non-admitted assets              -             -                -            5              5
 
  Transfer to asset valuation reserve          -             -                -          (31)           (31)

  Net income                                   -             -                -          359             359
                                     -----------    ----------      -----------    ----------       --------

BALANCE, June 30, 1995                    40,000   $     4,000     $     29,700   $  (20,752)    $    12,948
                                     ===========    ==========      ===========   
==========       ========



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)

                                                     Unaudited

                                                                                     Six Months Ended June 30,
                                                                                 ---------------------------------
                                                                                      1995                1994
                                                                                 -------------        ------------
<S>                                                                            <C>                  <C>    
OPERATING ACTIVITIES:
  Net premium income received                                                   $     64,705         $    113,254
  Miscellaneous insurance income                                                       1,033                   37
  Net investment income received                                                       1,760                1,465
  Net premium transferred to Separate Accounts                                       (36,859)             (98,118)
  Benefits paid to policyowners                                                      (16,802)              (8,143)
  Commissions                                                                         (5,230)              (9,692)
  Expenses and taxes                                                                  (4,063)              (3,782)
  Net increase in policy loans                                                          (462)                (206)

  Other operating income and disbursements                                             2,448                   76
                                                                                 ------------         ------------

  Net cash (used in) provided by operating activities                                  6,530               (5,109)
                                                                                 ------------         ------------

INVESTING ACTIVITIES:
  Maturity of bonds                                                                    2,501                3,402
  Purchase of Investments                                                             (3,996)              (7,216)
                                                                                 ------------         ------------

Net cash (used in) provided by investing activities                                   (1,495)              (3,814)
                                                                                 ------------         ------------


FINANCING ACTIVITIES:
  Capital Contribution                                                                     -                6,000
                                                                                 ------------         ------------

NET INCREASE (DECREASE) IN CASH AND
  SHORT TERM INVESTMENTS                                                               5,035               (2,923)

CASH AND SHORT TERM INVESTMENTS -
  BEGINNING OF PERIOD                                                                  8,145               20,430
                                                                                 ------------         ------------

CASH AND SHORT TERM INVESTMENTS -
  END OF PERIOD                                                                 $     13,180          $    17,507
                                                                                 ============         
===========






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

</TABLE>
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                         NOTES TO FINANCIAL STATEMENTS
                     FOR THE SIX MONTHS ENDED JUNE 30, 1995
                                 (in thousands)

                                  (Unaudited)


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 or permitted 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.

B.   BASIS OF PRESENTATION OF UNAUDITED INTERIM FINANCIAL STATEMENTS:
     ----------------------------------------------------------------

     Management believes that all adjustments, consisting of only normal
     recurring accruals, considered necessary for a fair presentation of the
     unaudited interim financial statements have been included.  The results
     of operations for any interim period are not necessarily indicative of
     results for the full year.  The unaudited interim financial statements
     should be read in conjunction with the audited financial statements and
     notes thereto for the years ended December 31, 1994 and 1993.

C.   PLAN OF MERGER
     --------------

     In December, 1994 the Board of Directors for the company and ALIC approved
     a plan of statutory merger of the companies.  The merger, which will 
     combine the assets and liabilities fo the companies, had an effective date
     of May 1, 1995, or at such later date as all required regulatory approvals
     can be obtained.  The plan of merger has been approved by the Insurance
     Department of the State of Nebraska.  The merger was subsequently postponed
     until May 1, 1996. 
<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 61 through 64  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
61 and 63 are based on the current  cost of  insurance  rates,  current  expense
deductions and the guaranteed  percent of premium loads. These reflect the basis
on which AVLIC currently sells its Policies. The maximum cost of insurance rates
allowable  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  guaranteed
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 62 and 64 are based on the  assumption  that the  maximum
allowable cost of insurance  rates as described  above  ("guaranteed  cost") 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  investment  advisory
fee paid by each portfolio available for investment (the equivalent to an annual
rate of .62% of the aggregate  average daily net assets of the Fund),  the other
expenses  incurred by the Fund  (0.21%),  and the daily  charge by AVLIC to each
Subaccount  for assuming  mortality and expense risks and  administrative  costs
(which is  equivalent  to a charge at an annual rate of 1.20% of the average net
assets of the  Subaccounts)  After  deduction of these amounts,  the illustrated
gross  annual  investment  rates of return of 0%,  6%,  and 12%,  correspond  to
approximate net annual rates of -2.03%, 3.97%, 9.97% respectively.

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, .28% for the Index 500 Portfolio, 1.25% for the
Asset  Manager  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 AllCap,
and Alger American Growth  Portfolios,  1.00% for the MFS Emerging  Growth,  MFS
Utilities,  and MFS World Governments  Portfolios and .40% for the Dreyfus Index
Fund of daily net assets.  These  agreements  are expected to continue in future
years.  As  long  as  this  reimbursement   continues  for  a  portfolio,  if  a
reimbursement occurs, it has the effect of lowering the portfolios expense ratio
and increasing its total return.

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 27).

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 nine 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.
<PAGE>
<TABLE>
<CAPTION>

ILLUSTRATION OF POLICY VALUES
AMERITAS VARIABLE LIFE INSURANCE COMPANY

Single Endowment at Age 95
Male Issue Age: 35                                  Non-Smoker                                        Standard
Underwriting Class   
                                        MINIMUM FIRST YEAR PREMIUM: $10,000
                                         INITIAL SPECIFIED AMOUNT: $55,593
                                              DEATH BENEFIT OPTION: A

                                 USING CURRENT SCHEDULE OF COST OF INSURANCE RATES

                                               Cash Value Less Any
                                            Cash Surrender Charge (1)(2)                      Death Benefit (1)(2)
                                     -----------------------------------------    -----------------------------------------
                  Premiums                 Assuming Hypothetical Gross                  Assuming Hypothetical Gross
  End Of        Accumulated            Annual Investment Rate of Return Of:          Annual Investment Rate of Return Of:
  Policy       At 5% Interest          0% Gross      6% Gross     12% Gross        0% Gross     6% Gross    12% Gross
  Year            Per Year           (-2.03% net)   (3.97% net)  ( 9.97% net)     (-2.03% net)  (3.97% net) (9.97% net)
- ---------     -----------------      -----------------------------------------    -----------------------------------------
  <S>             <C>                   <C>          <C>           <C>               <C>          <C>          <C> 
    1              10500                 8820          9418         10016             55593        55593         55593     
    2              11025                 8542          9746         11023             55593        55593         55593
    3              11576                 8264         10083         12127             55593        55593         55593
    4              12155                 8036         10479         13387             55593        55593         55593
    5              12762                 7906         10982         14865             55593        55593         55593
    6              13400                 7825         11544         16523             55593        55593         55593
    7              14071                 7840         12213         18422             55593        55593         55593
    8              14774                 7752         12789         20378             55593        55593         55593
    9              15513                 7458         13173         22307             55593        55593         55593
   10              16288                 7160         13564         24427             55593        55593         55593

   15              20789                 5545         15601         38564             55593        55593         73658
   20              26532                 3571         17698         60897             55593        55593         95608

  Ages
 
   60              33863                  925         19680         96409             55593        55593        129188
   65              43219                    0*        21570        153167                 0*       55593        186864
   70              55160                    0*        22735        243423                 0*       55593        282371
   75              70399                    0*        21902        388048                 0*       55593        415211 


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

1) Assumes a minimum first year premium of $10,000 is paid at issue with no additional premium payment. 
Values would  be different if premiums are paid 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.  Should a policy lapse with loans  outstanding the portion of the loans attributable to earnings
will become taxable.

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,  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

Single Endowment at Age 95
Male Issue Age: 35                                  Non-Smoker                                        Standard
Underwriting Class

                                        MINIMUM FIRST YEAR PREMIUM: $10,000
                                         INITIAL SPECIFIED AMOUNT: $55,593
                                              DEATH BENEFIT OPTION: A

                                 USING GUARANTEED SCHEDULE OF COST OF INSURANCE RATES

                                               Cash Value Less Any
                                            Cash Surrender Charge (1)(2)                      Death Benefit (1)(2)
                                     -----------------------------------------    -----------------------------------------
                  Premiums                 Assuming Hypothetical Gross                  Assuming Hypothetical Gross
  End Of        Accumulated            Annual Investment Rate of Return Of:          Annual Investment Rate of Return Of:
  Policy       At 5% Interest          0% Gross      6% Gross     12% Gross        0% Gross     6% Gross     12% Gross
  Year            Per Year           (-2.03% net)   (3.97% net)  ( 9.97% net)     (-2.03% net)  (3.97% net)  (9.97% net)
- ---------     -----------------      -----------------------------------------    ----------------------------------------- 
  <S>             <C>                   <C>          <C>           <C>               <C>          <C>           <C>   
    1              10500                 8570          9168          9766             55593        55593         55593
    2              11025                 8392          9596         10873             55593        55593         55593
    3              11576                 8214         10033         12077             55593        55593         55593
    4              12155                 8036         10479         13387             55593        55593         55593
    5              12762                 7906         10982         14865             55593        55593         55593
    6              13400                 7825         11544         16523             55593        55593         55593
    7              14071                 7840         12213         18422             55593        55593         55593
    8              14774                 7752         12789         20378             55593        55593         55593
    9              15513                 7458         13173         22307             55593        55593         55593
   10              16288                 7160         13564         24427             55593        55593         55593

   15              20789                 5545         15601         38564             55593        55593         55593
   20              26532                 3560         17690         60890             55593        55593         95598

  Ages

   60              33863                  773         19557         96307             55593        55593        129051
   65              43219                    0*        20737        152489                 0*       55593        186037
   70              55160                    0*        20207        241263                 0*       55593        279865
   75              70399                    0*        15719        383309                 0*       55593        410141


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

1)  Assumes a minimum first year premium  of $10,000 is paid at issue with no additional premium payment. 
Values would be different if premiums are paid 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. Should a policy lapse with loans outstanding the portion of the loans  attributable to earnings
will become taxable.

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,  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

Single Endowment at Age 95
Male Issue Age: 35                                  Non-Smoker                                        Standard
Underwriting Class   


                                        MINIMUM FIRST YEAR PREMIUM: $10,000
                                         INITIAL SPECIFIED AMOUNT: $55,593
                                              DEATH BENEFIT OPTION: B

                                 USING CURRENT SCHEDULE OF COST OF INSURANCE RATES

                                               Cash Value Less Any
                                            Cash Surrender Charge (1)(2)                      Death Benefit (1)(2)
                                     -----------------------------------------    -----------------------------------------
                  Premiums                 Assuming Hypothetical Gross                  Assuming Hypothetical Gross
  End Of        Accumulated            Annual Investment Rate of Return Of:          Annual Investment Rate of Return Of:
  Policy       At 5% Interest          0% Gross      6% Gross     12% Gross        0% Gross     6% Gross    12% Gross
  Year            Per Year           (-2.03% net)   (3.97% net)  ( 9.97% net)     (-2.03% net)  (3.97% net) (9.97% net)
- ---------     -----------------      -----------------------------------------    -----------------------------------------
  <S>             <C>                   <C>          <C>           <C>               <C>          <C>          <C> 

    1              10500                 8803          9401          9999             65296        65894         66492
    2              11025                 8509          9710         10983             65002        66203         67476
    3              11576                 8214         10025         12059             64707        66518         68552
    4              12155                 7969         10395         13286             64412        66839         69729
    5              12762                 7821         10871         14722             64115        67164         71015
    6              13400                 7722         11401         16327             63815        67494         72421
    7              14071                 7719         12034         18163             63512        67827         73956
    8              14774                 7612         12570         20042             63205        68163         75635
    9              15513                 7300         12907         21876             62893        68500         77469
   10              16288                 6982         13246         23881             62575        68839         79474 

   15              20789                 5263         14905         37071             60857        70499         92664
   20              26532                 3184         16319         57635             58777        71912        113228

  Ages

   60              33863                  469         17081         89717             56062        72674        145310
   65              43219                    0*        17031        140384                 0*       72624        195977
   70              55160                    0*        14876        220059                 0*       70469        275652
   75              70399                    0*         8340        345295                 0*       63933        400888



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

1)  Assumes a minimum first year premium  of $10,000 is paid at issue with no additional premium payment. 
Values would be different if premiums are paid 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.  Should a policy lapse with loans outstanding the portion of the loans attributable to earnings will become taxable.


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,  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

Single Endowment at Age 95
Male Issue Age: 35                                  Non-Smoker                                        Standard
Underwriting Class 


                                        MINIMUM FIRST YEAR PREMIUM: $10,000
                                         INITIAL SPECIFIED AMOUNT: $55,593
                                              DEATH BENEFIT OPTION: B

                                 USING GUARANTEED SCHEDULE OF COST OF INSURANCE RATES

                                               Cash Value Less Any
                                            Cash Surrender Charge (1)(2)                      Death Benefit (1)(2)
                                     -----------------------------------------    -----------------------------------------
                  Premiums                 Assuming Hypothetical Gross                  Assuming Hypothetical Gross
  End Of        Accumulated            Annual Investment Rate of Return Of:          Annual Investment Rate of Return Of:
  Policy       At 5% Interest          0% Gross      6% Gross     12% Gross        0% Gross     6% Gross    12% Gross
  Year            Per Year           (-2.03% net)   (3.97% net)  ( 9.97% net)     (-2.03% net)  (3.97% net)  (9.97% net)
- ---------     -----------------      -----------------------------------------    -----------------------------------------
  <S>             <C>                   <C>          <C>          <C>               <C>          <C>            <C> 

    1              10500                 8553         9151           9749            65296        65894          66492
    2              11025                 8359         9560          10833            65002        66203          67476
    3              11576                 8164         9975          12009            64707        66518          68552
    4              12155                 7969        10395          13286            64412        66839          69729
    5              12762                 7821        10871          14722            64115        67164          71015
    6              13400                 7722        11401          16327            63815        67494          72421
    7              14071                 7719        12034          18163            63512        67827          73956
    8              14774                 7612        12570          20042            63205        68163          75635
    9              15513                 7300        12907          21876            62893        68500          77469 
   10              16288                 6982        13246          23881            62575        68839          79474

   15              20789                 5263        14905          37071            60857        70499          92664
   20              26532                 3172        16307          57623            58766        71900         113216
 
  Ages

   60              33863                  313        16901          89519            55906        72494         145112
   65              43219                    0*       15766         138991                0*       71359         194584
   70              55160                    0*       11154         215652                0*       66747         271245
   75              70399                    0*         112         334852                0*       55705         390445


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

1)  Assumes a minimum first year premium  of $10,000 is paid at issue with no additional premium payment. 
Values would be different if premiums are paid 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.  Should a policy lapse with loans outstanding the portion of the loans attributable to earnings will become taxable.

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,  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

LONG TERM MARKET TRENDS

The information  below covering the period of 1926-1994 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 and may
experience in the future.  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 1994. 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 69-year period: investments of  one dollar would  have  grown to $810.54 
and $2,842.77 respectively, by year-end 1994. 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 $25.86.

The lowest risk strategy over the past 69 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 1926-1994 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 1995 Yearbook
                     (C)Ibbotson Associates, Chicago. All Rights Reserved.
<PAGE>
APPENDIX C

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
STANDARD & POOR'S 500 INDEX

                           %
             Year        Change
- ----------------------------------
<S>         <C>         <C>
 1           1970         3.93
 2           1971        14.56              (OMITTED GRAPH DEPICTS THE ACTIVITY      
 3           1972        18.90              OF THE S&P 500 INDEX FOR THE YEARS 
 4           1973       -14.77              1970-1994.) 
 5           1974       -26.39
 6           1975        37.16
 7           1976        23.57
 8           1977        -7.42
 9           1978         6.38
10           1979        18.20
11           1980        32.27
12           1981        -5.01
13           1982        21.44
14           1983        22.38
15           1984         6.10
16           1985        31.57
17           1986        18.56
18           1987         5.10
19           1988        16.61
20           1989        31.69
21           1990        -3.14
22           1991        30.45
23           1992         7.61
24           1993        10.08
25           1994        -1.32


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.
</TABLE>


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