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

FLEXIBLE PREMIUM                              ONE AMERITAS WAY / 5900 "O" STREET
VARIABLE UNIVERSAL LIFE POLICY           P.O. BOX 81889 / LINCOLN, NE 68501-1889

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

Ameritas  Variable Life Insurance  Company ("AVLIC") is not offering the sale of
Flexible Premium Variable  Universal Life Insurance (UniVar Life) policies (Form
#4002) pursuant to this prospectus.  AVLIC stopped issuing UniVar policies as of
March 1, 1990. The purpose of the  prospectus is to inform present  policyowners
concerning  their policy and further to inform them of AVLIC's offer to exchange
the UniVar Policy for AVLIC's Variable Universal Life Insurance Policy (Applause
Life) (Policy Form #4010).  AVLIC  proposes to exchange  presently  owned UniVar
policies for the new Applause  Life policy as of the original  UniVar issue date
without additional  evidence of insurability on the same size policy. The UniVar
policyowner accepting the exchange offer will first be refunded all of the sales
and  acquisition  charges  deducted from the premium  payments,  except  premium
taxes, plus 12% interest thereon.  After the amount is added to the policyowners
accumulation  values the exchange  will take place on a relative net asset basis
without  deducting  surrender  charges  on the  surrendered  policy  or sales or
acquisition  charges on the new  policy.  The  policyowner  would then enjoy the
benefits and be subject to the charges and contract  provisions  as described in
the Applause Life prospectus. (See Exchange Offer pages 9 and 13).

This  Prospectus  describes a flexible  premium  variable life insurance  policy
("Policy") previously offered by AVLIC, a stock life insurance company that is a
wholly-owned  subsidiary of Ameritas Life Insurance Corp. ("Ameritas Life"). The
Policy is designed to provide lifetime insurance protection to age 95 and at the
same time  provide  flexibility  to vary the  frequency  and  amount of  premium
payments and to increase or decrease the level of death  benefits  payable under
the Policy.  This  flexibility  allows a  policyowner  to provide  for  changing
insurance needs under a single insurance policy.

The Policy guarantees 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 generally  $50,000,  and 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  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.

The initial premium payment will be allocated to the money market  subaccount of
the Variable  Products  Insurance Fund, as of the issue date, for 13 days. After
the expiration of the refund period (see page 20), the  accumulation  value will
be  allocated  to the  subaccounts  or the  Fixed  Account  as  selected  by the
policyowner.  The  policyowner  may  allocate net premiums to one or more of the
Subaccounts  of Ameritas  Variable Life  Insurance  Company  Separate  Account V
("Account"), or to the Fixed Account. 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. 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 of the Separate  Account are invested in shares of
a corresponding portfolio of the Variable Insurance Products Fund, (collectively
the Funds).  The  Variable  Insurance  Products  Fund is a mutual fund with five
portfolios:   the  Money  Market  Portfolio,  the  High  Income  Portfolio,  the
Equity-Income  Portfolio,  the Growth Portfolio and the Overseas Portfolio.  The
accompanying   prospectus  for  the  various  funds   describes  the  investment
objectives and policies and the risk of each of the portfolios of the Funds.

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 Current  Prospectuses for the
Variable Insurance Products Fund.

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

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

The Date of This Prospectus is May 1, 1995.
<PAGE>
<TABLE>
<CAPTION>

TABLE OF CONTENTS
 
                                                                          Page
<S>                                                                       <C> 
Definitions..............................................................   3
Summary..................................................................   4
Ameritas Variable Life Insurance Company and the Account.................   9
Ameritas Variable Life Insurance Company.................................   9
Ameritas Variable Life Insurance Company Separate Account V..............  10
Variable Insurance Products Fund.........................................  10
Fixed Account............................................................  12
Addition, Deletion, or Substitution of Investments.......................  12
Exchange Offer ..........................................................  12
Policy Benefits..........................................................  14
Purposes of the Policy...................................................  14
Death Benefit Proceeds...................................................  14
Death Benefit Options....................................................  14
Cash Value ..............................................................  17
Benefits at Maturity ....................................................  18
Payment of Policy Benefits ..............................................  18
Policy Rights ...........................................................  18
Loan Benefits ...........................................................  18
Surrenders ..............................................................  19
Partial Withdrawals .....................................................  19
Transfers ...............................................................  20
Refund Privilege.........................................................  20
Exchange Privilege.......................................................  20
Payment and Allocation of Premiums.......................................  21
Issuance of a Policy.....................................................  21
Premiums.................................................................  21
Allocation of Premiums and Cash Value....................................  22
Policy Lapse and Reinstatement...........................................  22
Charges and Deductions ..................................................  23
Premium Charges .........................................................  23
Charges from Cash Value .................................................  23
Daily Charges Against the Account........................................  27
General Provisions ......................................................  27
Distribution of the Policies ............................................  29
Federal Tax Matters .....................................................  29
Safekeeping of the Variable Account's Assets ............................  31
Voting Rights ...........................................................  31
State Regulation of AVLIC................................................  32
Executive Officers and Directors of AVLIC................................  32
Legal Matters  ..........................................................  33
Legal Proceedings .......................................................  33
Experts .................................................................  34
Additional Information ..................................................  34
Financial Statements ....................................................  34
Ameritas Variable Life Insurance Company Separate Account V..............  35
Ameritas Variable Life Insurance Company Corp............................  43


Policy is not  available  in all States.  The Overseas  Portfolio  and the Fixed
Account may not be 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.
</TABLE>
<PAGE>
DEFINITIONS

ACCOUNT -  Ameritas  Variable  Life  Insurance  Company  Separate  Account  V, a
separate  investment  account  established by Ameritas 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: in the first policy year, an amount equal
to the monthly first year  acquisition  charge times the number of months to the
first policy anniversary;  during the twelve policy months following an increase
in Specified  Amount,  an amount  equal to the monthly  charges for the increase
(including acquisition and sales load charges) times the number of months to the
anniversary of the increased  Specified Amount;  and 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.

AMERITAS - Ameritas  Variable Life  Insurance  Company,  which is 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  Ameritas.  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.

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
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 Ameritas may reasonably  require to establish the
validity of the contract.

DEATH  BENEFIT - The amount of insurance  coverage  provided  under the selected
death benefit option of the Policy.

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

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.

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.

MINIMUM  FIRST YEAR  PREMIUM - The  premium  that must be paid  during the first
policy year. A pro rata portion of the minimum first year premium is required to
keep the Policy,  including coverage under any riders, in force during the first
policy year.
<PAGE>
MINIMUM FIRST YEAR PREMIUM FOR THE POLICY - The premium that must be paid during
the first policy year to pay for  insurance  coverage  under the selected  death
benefit option.  It does not include the required premium for coverage under any
riders.

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 less the premium charges  consisting of the sales load
charge, premium taxes and the $2.00 per payment processing charge.

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 follow this  schedule 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 Ameritas
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.

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,  subject to certain  limitations,  to make premium  payments in any
amount and at any  frequency.  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) a variety of optional  benefits
and riders that may be added to the Policy for an additional charge.

The Policy is a "flexible premium" policy because,  unlike traditional insurance
policies,  other than the minimum first year premium, there is no fixed schedule
for  premium  payments.  The  policyowner  may  establish  a schedule of premium
payments ("planned  periodic  premiums"),  however,  failure to make the planned
periodic premiums will not necessarily cause the Policy to lapse nor will making
the planned  periodic  premiums  guarantee  that the Policy will remain in force
until  maturity.  The  Policy  will  lapse  when  the  cash  surrender  value is
insufficient  to pay the monthly  deduction  for  insurance  and  administrative
charges and a grace period expires without  sufficient  additional  payment.  In
addition,  the Policy  will lapse  during the first  policy year if the pro rata
portion of the  minimum  first year  premium  has not been  paid.  Thus,  within
certain  limits,  a  policyowner  can skip  premium  payments or pay  additional
premiums.  (See  Premiums,  page 6.) This  flexibility  permits a policyowner to
provide for changing insurance needs within a single policy.

The  Policy is a  "variable"  policy  because,  unlike the fixed  benefits  of a
conventional life insurance policy,  the death benefit under the Policy may, and
the cash value will, if so invested,  reflect the investment  performance of the
selected Subaccounts of the separate account supporting the Policies, as well as
other factors.  (See Death Benefit  Proceeds,  page 14 and Cash Value, page 17.)
Accordingly, the policyowner reaps the benefit of any appreciation
<PAGE>
in values,  but bears the investment  risk of any  depreciation  in value of the
underlying assets. The amount and/or duration of the life insurance coverage and
the cash values of this Policy is not  guaranteed,  except in the Fixed Account,
and may increase or decrease  depending  upon the  investment  experience of the
Subaccounts supporting the Policy.

Net premium  payments are allocated by the  policyowner  to one or more of these
Subaccounts or to the Fixed Account.  The assets of the Various  Subaccounts are
invested in a corresponding portfolio of the Variable Products Funds.

THE VARIABLE INSURANCE PRODUCTS FUND is a mutual fund company with five separate
investment portfolios,  each intended to pursue different investment objectives.
The  objectives  of  these  portfolios  are  described  in  more  detail  in the
accompanying prospectuses for the funds.

THE  VARIABLE  INSURANCE  PRODUCTS  FUND  currently  offers the  following  five
Portfolios:

THE MONEY MARKET  PORTFOLIO seeks to obtain as high a level of current income as
is consistent with preserving capital and providing liquidity.  The Money Market
Portfolio will invest only in high-quality money market instruments.

THE HIGH  INCOME  PORTFOLIO  seeks to obtain a high level of  current  income by
investing primarily in high-yielding,  fixed-income securities (sometimes called
"junk  bonds").  In choosing  these  securities,  growth of capital will also be
considered.

THE EQUITY-INCOME  PORTFOLIO seeks reasonable  income by investing  primarily in
income-producing equity securities.  In choosing these securities this Portfolio
will also consider the potential for capital appreciation. This Portfolio's goal
is to achieve a yield which exceeds the composite yield of the Standard & Poor's
500 Composite Stock Direct Index.

THE GROWTH PORTFOLIO seeks to achieve capital appreciation, normally through the
purchase  of  common  stocks  (although  the  Portfolio's  investments  are  not
restricted to any one type of security).  Capital appreciation may also be found
in other types of securities, including bonds and preferred stocks.

THE  OVERSEAS  PORTFOLIO  seeks long term  growth of capital  primarily  through
investments in foreign  securities.  The Overseas Portfolio provides a means for
investors to diversify  their own Portfolios by  participating  in companies and
economies outside of the United States. May not be available in all states.

There is no assurance that these  objectives will be met. The policyowner  bears
the  entire  investment  risk of amounts  allocated  to the  Subaccounts  of the
Account.

FIXED ACCOUNT. Policyholders may also allocate their premiums or transfer monies
to the Fixed Account where they will earn  interest.  (See Fixed  Account,  page
12.)

THE ISSUER

The Policy is issued by Ameritas  Variable Life Insurance Company  ("AVLIC"),  a
Nebraska  stock life  insurance  company that is  wholly-owned  by Ameritas Life
Insurance Corp.  ("Ameritas Life"), a mutual life insurance company domiciled in
Nebraska  since  1887.  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 5 Subaccounts which correspond
to, and are invested in, the portfolios of the Funds  discussed just above.  For
more  detailed  information  about AVLIC,  Ameritas  Life and the  Account,  see
Ameritas Variable Life Insurance Company and the Account,  page 9. The financial
statements for AVLIC and the Account can be found beginning on page 35.

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, plus
any life  insurance  proceeds  provided  by rider,  but will be  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.  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 Options, page 14.)
<PAGE>
Optional insurance  benefits offered under the Policy include:  accidental death
benefit  rider;  term  rider for  covered  Insured;  disability  benefit  rider;
guaranteed insurability rider; payor disability rider; and children's protection
rider.  (See  Additional  Insurance  Benefits,  page  28.)  The  cost  of  these
additional insurance benefits will be deducted from the Policy's cash value as a
part of the monthly deduction.

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 of the Account
is borne by the  policyowner.  AVLIC does not  guarantee a minimum cash value in
the Account. (See Cash Value, page 17.)

The  policyowner  may at any time  surrender  the  Policy and  receive  its cash
surrender value. 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 first  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 26.)

POLICY LOANS. After the first policy  anniversary,  the policyowner may exercise
certain  loan  privileges  under a Policy.  The maximum loan amount which is the
amount  that may be  borrowed  is 75% of the cash value less any cash  surrender
charges and accrued  expenses.  Texas  policyholders may borrow 100% of the cash
value subject to certain  deductions.  The available  loan amount at any time is
the maximum  loan amount less any  outstanding  policy  debt.  Loans will accrue
interest  on a daily  basis at the rate of 8% per year.  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 or the Fixed 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 policy loans
are  outstanding  the portion of the loans  attributable to earnings will become
taxable. (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 increasing
or  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 $50,000;  thereafter the
minimum is $35,000.  Increases in the Specified  Amount or a change in the death
benefit option from Option A to Option B will require  satisfactory  evidence of
insurability.  Further,  an increase in the Specified  Amount may not be made if
the  Insured's  age nearest  birthday is over 75, and the minimum  amount of any
increase is the greater of 10% of the initial Specified Amount or $25,000.  (See
Change in Death Benefit Option,  page 16, and Change in Specified  Amount,  page
16.)



PREMIUMS

AMOUNTS. An initial premium of at least 1/12th of the minimum first year premium
for the Policy and any riders  must be paid in order to put the Policy in force.
A pro rata  portion of the minimum  first year  premium is required to have been
paid at all times  during the first  policy  year in order to keep the Policy in
force.  After the initial premium is paid,  unscheduled  premiums may be paid in
any  amount  and at any  frequency,  subject  only to the  maximum  and  minimum
limitations  set by AVLIC and the maximum  limitations set by federal income tax
law. A policyowner may also choose a planned periodic  premium.  The amounts and
frequency  of the  planned  periodic  premiums  may be changed at any time.  Any
premium received in an amount different from the planned periodic  premiums will
be considered an unscheduled premium.

A Policy will lapse when the cash  surrender  value is  insufficient  to pay the
monthly deduction. Prior to the first policy anniversary,  the Policy will lapse
regardless  of the cash  surrender  value if a pro rata  portion of the  minimum
first year premium has not been paid on any monthly  activity  date. A period of
61 days from the date written  notice of lapse is mailed will be allowed to make
sufficient payment to keep the Policy in force.

Therefore,  this Policy  differs in two important  respects from a  conventional
life insurance policy. First, the failure to pay a planned periodic premium will
not in itself  cause the  Policy to lapse.  Second,  a Policy  can lapse even if
planned  periodic  premiums  have been paid.  (See  Payment  and  Allocation  of
Premiums, page 21.)
<PAGE>
ALLOCATION OF NET PREMIUMS. Net premiums,  which equal the premium paid less the
premium charges and the payment  processing  charge,  are allocated to the Money
Market  Subaccount  of the  Variable  Products  Fund as of the issue date for 13
days. After the expiration of the refund period,  the accumulation value will be
allocated  to  the   Subaccounts  or  the  Fixed  Account  as  selected  by  the
policyowner. Premium payments received by AVLIC prior to the issue date are held
in the general account until the issue date. Amounts held in the general account
are credited with interest at a rate determined by AVLIC for the period from the
date good funds are received by AVLIC until the amounts are  transferred  to the
Subaccounts, but in no event will interest be credited prior to the policy date.
The policyowner may change the allocation instructions for premiums and may also
make a special designation for unscheduled premiums. Subject to certain charges,
a policyowner  may transfer  amounts among the  Subaccounts.  (See Allocation of
Premiums and Cash Value, page 22.)

CHARGES

PREMIUM  CHARGES.  Certain  charges will be deducted  from each  premium  before
placing any amount in a Subaccount.

Generally, a charge of 7.5% of each premium will be deducted to compensate AVLIC
for the  expenses  associated  with  distributing  the Policy.  During the first
policy  year,  a charge of 8.5% will be  deducted  from the  minimum  first year
premium  for the Policy and 7.5% will be deducted  from any  premium  payment in
excess of the minimum first year premium for the Policy.  In addition,  a charge
of 2.5%  of each  premium  will be  deducted  to  compensate  AVLIC  for  taxes,
including  premium  taxes,  paid to the  various  states.  A $2.00  per  payment
processing  charge is also  deducted  from each  premium  payment.  (See Premium
Charges, page 23.)

MONTHLY CHARGES AGAINST 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 maintenance charge of up to $5.00, plus
     b)   An acquisition charge during the first policy year only, plus
     c)   A charge for the cost of insurance for the current policy month, 
          including the cost  for any riders,  plus
     d)   Charges for any increase in the specified amount of insurance, 
          including a sales load charge and
          administrative charge. (See Charges from Cash Value, page 23.)

Monthly charges will be deducted from the  Subaccount(s)  on a pro rata basis in
proportion to the assets held in each Subaccount.  (See Monthly Deduction,  page
23.)

The  maintenance   charge  will  compensate   AVLIC  for  the  ordinary  ongoing
administrative costs of the Policy. This charge is a maximum of $5.00. The first
year acquisition  charge  compensates AVLIC for certain start-up  processing and
insurance  underwriting  costs  associated with determining the insurability and
risk  classification  of the Insured and other costs of issuing the Policy.  The
cost of insurance charge  compensates AVLIC for the insurance  benefits provided
under the Policy and riders. The charge for any increase in the Specified Amount
compensates AVLIC for the cost of underwriting the increase, such as the cost of
medical  examinations  and  review  of  applications,  the  cost  of  processing
applications and changing and establishing policy records,  and for distribution
expenses incurred in connection with the Policy.

CASH  SURRENDER  CHARGE.  If a Policy is  surrendered  prior to the 15th  policy
anniversary,  AVLIC will  assess a cash  surrender  charge  based  upon  certain
percentages of premiums actually paid in policy years 1 and 2.

If the policyowner  surrenders during the first policy year, AVLIC will assess a
cash surrender  charge equal to 21.5% of the amount actually paid in policy year
1, up to the  amount of the  minimum  first year  premium  for the  Policy.  Any
premium paid in excess of the amount of the minimum  first year premium will not
be subject to a charge. If the policyowner  surrenders during policy year 2, the
amount of the cash  surrender  charge will equal 21.5% of the minimum first year
premium for the Policy,  plus 2.5% of any premiums  actually  paid in the second
policy  year up to an amount  equal to the  minimum  first year  premium for the
Policy,  except that if the  policyowner  had not paid the entire  minimum first
year premium for the Policy  during the first  policy  year,  any portion of the
premium paid in the second  policy year  attributable  to the minimum first year
premium  due for the Policy  would not be subject to the 2.5%  charge.  The cash
surrender  charge  remains level in policy years three  through  eleven and will
equal the cash  surrender  charge at the end of year 2 and then  grades to 0% in
year sixteen.  There is no additional cash surrender charge  attributable to any
increase  in the  Specified  Amount of the Policy and no cash  surrender  charge
assessed  upon  decreases  in the  Specified  Amount of the  Policy  or  partial
withdrawals of cash value.  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 26.)

TRANSFER CHARGE. The first 9 transfers per policy year will be permitted free of
charge.  Thereafter a transfer  charge of $10 will be assessed for each transfer
of cash value among Subaccounts and/or the Fixed Account to compensate AVLIC for
administrative  costs in handling  the  transfer.  The  transfer  charge will be
deducted from the amount  transferred.  (See Transfers and Transfer Charge, page
20 and 26.)

PARTIAL  WITHDRAWAL CHARGE. A maximum charge, not to exceed the lesser of $50 or
2% of the amount  withdrawn  may be deducted  for each partial  withdrawal.  The
charge will be deducted from the amount paid as a result of the
<PAGE>
withdrawal and will  compensate  AVLIC for the  administrative  costs of partial
withdrawals. (See Partial Withdrawal Charge, page 26.)

DAILY CHARGES  AGAINST THE ACCOUNT.  A daily charge will be imposed at an annual
rate of .70% of the  average  daily net assets of each  Subaccount,  but not the
Fixed  Account,  to  compensate  AVLIC for certain  mortality  and expense risks
incurred in connection with the Policy.  (See Daily Charges Against the Account,
page 27.)

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

In addition,  because the Account purchases shares of the Fund, 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 10.)


DISTRIBUTION OF THE POLICY

The  Policy  will be  distributed  by  registered  representatives  of  Ameritas
Investment  Corp.,  which  acts  as the  principal  underwriter  of the  Policy.
Ameritas  Investment Corp. is registered as a broker-dealer  with the Securities
and  Exchange  Commission  and  is a  member  of  the  National  Association  of
Securities  Dealers,  Inc.  The Policy will also be  distributed  through  other
registered  broker-dealers  that have entered into written sales agreements with
the principal underwriter. (See Distribution of the Policies, page 29.)



TAX TREATMENT OF THE POLICY

The  Internal  Revenue  Code (the  Code)  defines  a  modified  endowment  (MEC)
insurance contract as one where the cumulative 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.  One may avoid a policy
becoming a MEC by, among other things, not making excessive payments or reducing
benefits.  Should one deposit  excessive  premiums  during a policy  year,  that
portion  that is  returned  by the  insurance  company  within 60 days after the
policy anniversary will reduce premiums paid during the policy year to avoid the
policy becoming a MEC. Should the policy become a "modified  endowment contract"
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  policyholder  reaching  age 59 1/2.  The 10%
penalty tax does not apply if the  policyholder 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 policyholder or the joint lives of the policyholder and beneficiary.

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 29.)

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 20.)


EXCHANGE PRIVILEGE

During  the first 24 months  after the  policy  date of the  Policy,  subject to
certain  restrictions,  the  policyowner  may exchange the Policy for a flexible
premium  adjustable life insurance  policy issued 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.)


EXCHANGE OFFER

AVLIC and the Account will exchange the flexible premium variable life insurance
policy  offered  by AVLIC  and  registered  with  the  Securities  and  Exchange
Commission known as Applause Flexible Premium Variable  Universal Life (Applause
Life) (Policy Form #4010) for previously issued UniVar Flexible Premium Variable
Universal  Life   Insurance   Policies   (Policy  Form  #4002).   More  detailed
information,  including a description  of policy charges and provisions is found
at page 13 herein and in the  prospectus for the Applause  policy.  The exchange
offer provisions
<PAGE>
are  designed  to allow the old  UniVar  Life  policyowner  to  acquire  the new
Applause Life policy as if he had owned it from the date of the issue of the old
UniVar Life policy.

The exchange is offered under the following terms:

1.   The Applause Life  Insurance  Policy will be issued as of the original date
     of issue of the exchanged UniVar Life Policy.

2.   The Applause Life  Insurance  Policy will be issued to UniVar  policyowners
     without  additional  evidence of  insurability  of the insured for the same
     face amount of insurance.

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

4.   After the additions to the accumulation value, AVLIC will then exchange the
     UniVar Life Policy for and issue the Applause Life Policy on a relative net
     asset basis without  deducting  surrender charges on the UniVar Life Policy
     surrender or sales or  acquisition  charges on this  policy's  acquisition.
     AVLIC  expects to recover  certain of the  refunded  sales and  acquisition
     charges  through  surrender  charges on the Applause  Policy if surrendered
     before the 15th policy year dating from the original UniVar issue date.

5.   The new  Applause  Life  policyholder  will then enjoy the  benefits and be
     subject to the charges and contract  provisions  as set out in the Applause
     Life Prospectus. (A comparison of the charges is set out at page 13.)








AMERITAS VARIABLE LIFE INSURANCE COMPANY 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. The ratings do not relate to the
performance of the separate account. 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  that 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.

Ameritas  Investment  Corp.  is  the  principal  underwriter  for  the  Policies
described in this Prospectus.
<PAGE>
AMERITAS VARIABLE LIFE INSURANCE COMPANY
SEPARATE ACCOUNT V

AVLIC  established the Ameritas Variable Life Insurance Company Separate Account
V (the  "Account")  on  August  28,  1985,  under  Nebraska  law  as a  separate
investment  account.  This Account holds assets that are segregated  from all of
AVLIC's  other  assets and at present is used only to support  flexible  premium
variable life insurance policies. AVLIC is the legal holder of the assets in the
Account and will at all times maintain assets in the Account with a total market
value at least  equal to the  reserve  and other  contract  liabilities  for the
Account.  The  assets  of the  Account  attributable  to the  Policies  are  not
chargeable  with  liabilities  arising out of any other business which AVLIC may
conduct,  and income and both realized and  unrealized  gains or losses from the
assets of the Account are  credited  to or charged  against the Account  without
regard to income,  gains or losses  arising out of any other business that AVLIC
may  conduct.  Nevertheless,  these  assets  shall be  available  to  cover  the
liabilities  of  AVLIC's  general  account,  but  only to the  extent  that  the
Account's assets exceed its liabilities  arising under the Policies supported by
it. In addition to these assets, the Account assets may include accumulations of
the charges AVLIC makes against Policies participating in the Account. From time
to time, any such assets due AVLIC may be transferred in cash to AVLIC's general
account.  The Account will at all times contain  assets equal to or greater than
account  values  invested  in the  separate  account.  The  Account's  financial
statements may be found at page 35.

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.
There are currently five Subaccounts within the Account and each invests only in
corresponding  portfolios of the Variable Insurance Products Fund, (collectively
the Variable Products Funds).



THE FUNDS

Each Subaccount of the Account will invest only in the shares of a corresponding
portfolio of the Variable  Insurance Products Fund. Each fund is 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 Account will  purchase and redeem  shares from the Funds at net asset value.
Shares  will be redeemed to the extent  necessary  for AVLIC to collect  charges
under the Policies,  to pay the cash surrender value upon full surrenders of the
contracts,  to fund  partial  withdrawals,  to make  policy  loans,  to  provide
benefits  under the  Policies,  or to  transfer  assets from one  Subaccount  to
another, or to the Fixed Account, as requested by policyowners.  Any dividend or
capital  gain  distribution  received  from a  portfolio  of the  Funds  will be
reinvested  immediately  at net  asset  value in shares  of that  portfolio  and
retained as assets of the corresponding Subaccount.

The investment  objectives and policies of each portfolio are summarized  below.
There is no  assurance  that any of the  portfolios  will  achieve  their stated
objectives.  More detailed  information,  including a description  of investment
objectives, policies,  restrictions,  expenses and risks, is in the prospectuses
for each of the Funds, which must accompany or precede this Prospectus and which
should be read carefully together with the Prospectus and retained.

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

THE VARIABLE INSURANCE PRODUCTS FUND

The Variable Insurance  Products Fund currently has a Money Market Portfolio,  a
High Income Portfolio,  an Equity- Income  Portfolio,  a Growth Portfolio and an
Overseas Portfolio.  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.

Since the Variable  Insurance  Products  Fund is designed to provide  investment
vehicles for variable  annuity or 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 or variable annuity  contracts,  there is a possibility that a material
conflict may arise  between the  interests of the Account and one or more of the
separate accounts of another participating  insurance company. In the event of a
material conflict,  the affected insurance companies agree to take any necessary
steps,  including  removing its separate accounts from the Funds, to resolve the
matter.  The risks of such mixed and shared funding are described further in the
prospectuses of the Funds.
<PAGE>
THE  VARIABLE  INSURANCE  PRODUCTS  FUND  currently  offers the  following  five
Portfolios:

THE MONEY MARKET  PORTFOLIO seeks to obtain as high a level of current income as
is consistent with preserving capital and providing liquidity.  The Money Market
Portfolio will invest only in high-quality money market instruments.

THE HIGH  INCOME  PORTFOLIO  seeks to obtain a high level of  current  income by
investing primarily in high-yielding,  fixed-income securities (sometimes called
"junk  bonds").  In choosing  these  securities,  growth of capital will also be
considered.

THE EQUITY-INCOME  PORTFOLIO seeks reasonable  income by investing  primarily in
income-producing equity securities.  In choosing these securities this Portfolio
will also consider the potential for capital appreciation. This Portfolio's goal
is to  achieve a yield  which  exceeds  the  composite  yield on the  securities
comprising the Standard & Poor's Daily Stock Price Index of 500 Common Stocks.

THE GROWTH PORTFOLIO seeks to achieve capital appreciation, normally through the
purchase  of  common  stocks  (although  the  Portfolio's  investments  are  not
restricted to any one type of security).  Capital appreciation may also be found
in other types of securities, including bonds and preferred stocks.

THE  OVERSEAS  PORTFOLIO  seeks long term  growth of capital  primarily  through
investments in foreign  securities.  The Overseas Portfolio provides a means for
investors to diversify  their own Portfolios by  participating  in companies and
economics  outside of the  United  States.  The  Overseas  Portfolio  may not be
available in all states.

FUND MANAGEMENT AND FEES

Fidelity  Management  & Research  Company  (FMR) is the Manager for The Variable
Products  Funds.  It provides a number of mutual  funds and other  clients  with
investment  research and  portfolio  management  services.  It maintains a large
staff of  experienced  investment  personnel  and a full  complement  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%,  and the High  Income  Portfolio  to an annual rate of
1.00% of each Portfolio's  average net assets. If a Portfolio's  expenses exceed
that  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 a 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 PORTFOLIO'S fee has 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
     .37%, and it drops as the average group assets rise.

2.   An  individual fund  fee  rate of .45% of the Portfolio's average daily net
     assets throughout the month.

THE EQUITY-INCOME, GROWTH AND OVERSEAS 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 average group assets rise.

2.   An individual Portfolio fee  rate  of .20% for the Equity-Income Portfolio,
     .30% for the Growth Portfolio, and .45% for the Overseas Portfolio.

One-twelfth of the annual  management fee rate is applied to net assets averaged
over the most recent month, resulting in a dollar amount which is the management
fee for that month. 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 Account will  purchase and redeem  shares from the Funds at net asset value.
Shares  will be redeemed to the extent  necessary  for AVLIC to collect  charges
under the Policies,  to pay the cash surrender value upon full surrenders of the
contracts,  to fund  partial  withdrawals,  to make  policy  loans,  to  provide
benefits under the Policies,
<PAGE>
or  to  transfer   assets  from  one  Subaccount  to  another  as  requested  by
policyowners.  Any  dividend  or  capital  gain  distribution  received  from  a
portfolio  of the Funds will be  reinvested  immediately  at net asset  value in
shares of that portfolio and retained as assets of the corresponding Subaccount.



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  accounts to
the Fixed  Account  or from the Fixed  Account  to the  Separate  Account.  (See
Transfers, page 20.)

Payments  allocated  to the Fixed  Account  and  transferred  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
that the  declared  rate  described  below,  will fall to a lower rate after the
expiration  of a declared  rate period.  Because of exemptive  and  exclusionary
provisions,  interests in the General Account have not been registered under the
Securities Act of 1933 (the "1933 Act") nor is the General Account registered as
an investment company under "the Investment  Company Act of 1940".  Accordingly,
neither the General Account nor any interest therein is generally subject to the
provisions of the 1933 or 1940 Act. We understand  that the staff of the SEC has
not reviewed the  disclosures in this  Prospectus  relating to the Fixed Account
portion of the Policy; however,  disclosures regarding the Fixed Account portion
of the Policy may be subject to generally  applicable  provisions of the federal
securities  laws regarding the accuracy and  completeness  of statements made in
prospectuses.

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

ADDITION, DELETION OR SUBSTITUTION OF INVESTMENTS

AVLIC  reserves the right,  subject to  applicable  law, to make  additions  to,
deletions from, or substitutions  for the shares that are held in the Account or
that the Account may  purchase.  If the shares of a portfolio of the Fund are no
longer available for investment or if in AVLIC's judgment further  investment in
any  portfolio  should  become  inappropriate  in  view of the  purposes  of the
Account, AVLIC may redeem the shares, if any, of that portfolio,  and substitute
shares  of  another  registered  open-end  management  company.  AVLIC  will not
substitute any shares  attributable to a policyowner's  interest in a Subaccount
of the Account  without  notice and prior approval of the SEC and possibly state
insurance  authorities,  to the  extent  required  by  the  1940  Act  or  other
applicable law. 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  also  reserves  the  right to  establish  additional  Subaccounts  of the
Account,  each of which would invest in shares  corresponding to a new portfolio
of the Fund or in  shares  of  another  investment  company  having a  specified
investment  objective.  AVLIC  may,  in  its  sole  discretion,   establish  new
Subaccounts  or  eliminate  one or more  Subaccounts  if  marketing  needs,  tax
considerations or investment conditions warrant. Any new Subaccounts may be made
available to existing policyowners on a basis to be determined by AVLIC.

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

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


EXCHANGE OFFER

On June 13, 1990, the Commission,  after  application by AVLIC and public notice
in the Federal Register,  granted AVLIC's request that it be allowed to offer to
exchange  previously issued UniVar Life Insurance policies for the Applause Life
Insurance Policy.
<PAGE>
The  exchange  offer  provisions  are  designed  to allow  the old  UniVar  Life
policyowner to acquire the new Applause Life Insurance Policy as if he had owned
it from the date of issue of the old UniVar Life Insurance Policy.

The exchange is offered under the following terms:

1.   The Applause Life  Insurance  Policy will be issued as of the original date
     of issue of the exchanged UniVar Life Insurance Policy.

2.   The Applause Life  Insurance  Policy will be issued to UniVar  policyowners
     without  additional  evidence of  insurability  of the insured for the same
     amount of insurance.

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

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

5.   The new Applause Life Insurance  policyholder  will then enjoy the benefits
     and be subject to the charges  and  contract  provisions  as set out in the
     Applause  Life  Prospectus.  A table  summarizing  the  charges  under  the
     respective policies are set out as follows:



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

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

ADMINISTRA-      Charges   deducted   from   No   deductions  are   made    from
TIVE CHARGES     first year premiums based   premiums  for   the  Administrative
FOR ISSUE        upon table at page 25.      costs of issue. A  Deferred Admini-
                                             strative   costs   charge  will  be
                                             assessed   if   surrendered  before
                                             policy year 15.

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

SURRENDER        A   contingent   deferred   A contingent deferred sales load of
CHARGES          sales  load   based  upon   25% of  premiums  actually  paid in
                 amounts paid in the first   the  first  two  years  up  to  the
                 two  policy  years (up to   Guaranteed Death  Benefit premiums,
                 21.5%   of   the  minimum   and 5% of the  premiums  in  excess
                 first year premium and up   of  that  amount.   This  charge is
                 to  2.5%   of  additional   subject  to  a  limit  of  $12  per
                 amounts  paid  during the   $1000   of    insurance.    And,  a
                 first two years, up  to a   contingent deferred  administrative
                 second minimum first year   charge   based  upon  an amount per
                 premium) is deducted upon   $1000 of face  amount of insurance.
                 surrenders  prior  to the   This amount  varies by  age at date
                 sixteenth policy anniver-   of  issue  as   described  in   the
                 sary.  100% of the charge   Applause!  Prospectus.  100% of the
                 is  deducted  in   policy   surrender  charges  are deducted in
                 years  1  through  11 and   policy years  1 through 5  and then
                 then  grades  to 0 in the   grades  to  0   in  the 15th policy
                 16th policy year.           year.
<PAGE>
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 than the minimum  first year  premium,  the
policyowner is not required to pay scheduled premiums to keep a Policy in force,
but may,  subject  to  certain  limitations,  vary the  frequency  and amount of
premium payments.  Moreover, the Policy allows a policyowner to adjust the level
of death  benefits  payable  under the Policy  without  having to purchase a new
policy by  increasing or decreasing  the  Specified  Amount.  Thus, as insurance
needs or financial  conditions  change,  the  policyowner has the flexibility to
adjust life insurance benefits and vary premium payments.

The Policy varies from conventional  fixed benefit life insurance in a number of
additional  respects.  Because 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 18.)

Death  benefit   proceeds  will  be  paid  to  the  surviving   beneficiary   or
beneficiaries specified in the application or as subsequently changed.


DEATH BENEFIT OPTIONS

The Policy provides two death benefit options 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 $50,000.


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
as shown in the  Applicable  Percentage  Table  on page 15.  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 A EXAMPLE.  For  purposes  of this  example,  assume  that the  Insured's
attained age is between 0 and 40 and that there is no  outstanding  policy debt.
Under  Option A, a Policy with a $50,000  Specified  Amount will  generally  pay
$50,000 in death benefits.  However,  because the death benefit must be equal to
or  greater  than  250% of cash  value,  any time the cash  value of the  Policy
exceeds  $20,000,  the death benefit will exceed the $50,000  Specified  Amount.
Each additional dollar added to cash value above $20,000 will increase the death
benefit by $2.50.  Thus, if the cash value exceeds $20,000 and increases by $100
because of investment  performance or premium  payments,  the death benefit will
increase  by $250.  A Policy with a cash value of $30,000  will  provide a death
benefit of  $75,000  ($30,000 x 250%);  a cash value of $40,000  will  provide a
death benefit of $100,000 ($40,000 x 250%); a cash value of $50,000 will provide
a death benefit of $125,000 ($50,000 x 250%).

Similarly,  so long as cash value exceeds  $20,000 each dollar taken out of cash
value will reduce the death benefit by $2.50. If, for example, the cash value is
reduced  from  $25,000 to $20,000  because  of partial  withdrawals,  charges or
negative investment performance,  the death benefit will be reduced from $62,500
to $50,000. If at any time, however, the cash value multiplied by the applicable
percentage is less than the Specified  Amount,  the death benefit will equal the
current Specified Amount of the Policy.
<PAGE>
The applicable percentage becomes lower as the Insured's attained age increases.
If the  attained  age of the Insured at the  beginning of the policy year in the
example  above  were,  for  example,  50  (rather  than  between 0 and 40),  the
applicable  percentage  would be 185%.  The death  benefit  would not exceed the
$50,000  Specified Amount unless the cash value exceeded  approximately  $27,028
(rather  than  $20,000),  and each $1 then added to or taken from the cash value
would change the death benefit by $1.85 (rather than $2.50).
<TABLE>
<CAPTION>

APPLICABLE PERCENTAGE TABLE


    Attained Age           Applicable         Attained Age         Applicable         Attained Age         
Applicable
                           Percentage                              Percentage                               Percentage
  -----------------      ---------------    -----------------    --------------     -----------------
   <S>                       <C>                  <C>                <C>               <C>
 
    40 or younger             250%                 54                 157%                 68                  117%
         41                   243%                 55                 150%                 69                  116%
         42                   236%                 56                 146%                 70                  115%
         43                   229%                 57                 142%                 71                  113%
         44                   222%                 58                 138%                 72                  111%
         45                   215%                 59                 134%                 73                  109%
         46                   209%                 60                 130%                 74                  107%
         47                   203%                 61                 128%              75 to 90               105%
         48                   197%                 62                 126%                 91                  104%
         49                   191%                 63                 124%                 92                  103%
         50                   185%                 64                 122%                 93                  102%
         51                   178%                 65                 120%                 94                  101%
         52                   171%                 66                 119%                 95                  100%
         53                   164%                 67                 188%
</TABLE>

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 shown
in the Applicable  Percentage Table.  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.

OPTION B EXAMPLE.  For purposes of this example,  assume that the Insured is age
40 or younger and that there is no  outstanding  policy debt.  Under Option B, a
Policy with a Specified Amount of $50,000 will generally provide a death benefit
of $50,000 plus cash value.  Thus,  for  example,  a Policy with a cash value of
$5,000 will have a death benefit of $55,000 ($50,000 + $5,000);  a cash value of
$10,000 will provide a death benefit of $60,000  ($50,000 + $10,000).  The death
benefit,  however, must be at least 250% of cash value. As a result, if the cash
value of the Policy exceeds $33,334,  the death benefit will be greater than the
Specified  Amount plus cash value.  Each  additional  dollar of cash value above
$33,334  will  increase  the death  benefit  by $2.50.  Thus,  if the cash value
exceeds  $33,334 and  increases by $100  because of  investment  performance  or
premium payments,  the death benefit will increase by $250. A Policy with a cash
value of  $20,000  will  provide a death  benefit  of  $70,000;  a cash value of
$30,000  will provide a death  benefit of $80,000;  a cash value of $50,000 will
provide a death benefit of $125,000 ($50,000 x 250%).

Similarly,  any time cash value exceeds  $33,334,  each dollar taken out of cash
value will reduce the death benefit by $2.50. If, for example, the cash value is
reduced  from $40,000 to $35,000  because of partial  withdrawals,  charges,  or
negative investment performance, the death benefit will be reduced from $100,000
to $87,500.  If at any time,  however,  cash value  multiplied by the applicable
percentage is less than the Specified Amount plus the cash value, then the death
benefit will be the current Specified Amount plus cash value of the Policy.

The applicable percentage becomes lower as the Insured's attained age increases.
If the attained age of the Insured in the example  above were,  for example,  50
(rather than 40 or younger), the applicable percentage would be 185%.
<PAGE>
Assuming a Specified  Amount of $50,000 the amount of the death benefit would be
the sum of the cash value plus $50,000  unless the cash value  exceeded  $58,824
(rather  than  $33,334),  and each $1 then added to or taken from the cash value
would change the death benefit by $1.85 (rather than $2.50).

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.  A change may have  Federal
Tax consequences.

If the death  benefit  option is  changed  from  Option A to Option B, the death
benefit after the change will equal the Specified  Amount before the change plus
the 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.

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 25 and Federal Tax Matters, page 29.)

CHANGE IN SPECIFIED  AMOUNT.  Subject to certain  limitations,  after the second
policy year a  policyowner  may increase or decrease the  Specified  Amount of a
Policy.  A change in Specified  Amount may affect the cost of insurance rate and
the net  amount  at risk,  both of which  may  affect  a  policyowner's  cost of
insurance charge and have Federal Tax consequences.  (See Charges and Deductions
- - Cost of Insurance, page 25 and Federal Tax Matters, page 29.)

Any increase or decrease in the  Specified  Amount will become  effective on the
monthly  activity date on or following the date a written request is approved by
AVLIC.  The  Specified  Amount of a Policy may be changed only once per year and
AVLIC may limit the size of a change in a policy year.

The Specified Amount remaining in force after any requested  decrease may not be
less than  $50,000  during the first 3 policy  years and $35,000  thereafter.  A
decrease  may also not be made  during  the  first  policy  year  following  the
effective  date of any  increase.  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  Premiums,  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.  For
purposes of determining  the cost of insurance rate, a decrease in the Specified
Amount will reduce the Specified Amount in the following order:

(a) The Specified Amount provided by the most recent increase; 
(b) The next most recent increases successively; and 
(c) The initial Specified Amount.

For an increase in the Specified Amount, a written supplemental application must
be  submitted.  AVLIC may also  require  additional  evidence  of  insurability.
Although  an increase  need not  necessarily  be  accompanied  by an  additional
premium,  in certain cases an additional  premium will be required to effect the
requested increase.  (See Premiums upon Increases in Specified Amount, page 22).
The minimum amount of any increase is 10 percent of the initial Specified Amount
or  $25,000,  whichever  is  greater,  and an  increase  cannot  be  made if the
Insured's  attained  age is over 75. An  increase in the  Specified  Amount will
result in certain additional charges, which will be deducted from the cash value
of the  Policy on each  monthly  activity  date  during the year  following  the
increase. (See Charges and Deductions, page 23.)


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  increasing or 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. Certain of these changes
may have Federal Tax  consequences.  Although the  consequences of each of these
methods  will depend upon the  individual  circumstances,  they may be generally
summarized as follows:

(a)  A  decrease  in the  Specified  Amount  will,  subject  to  the  applicable
     percentage  limitations (See Death Benefit Options,  page 14), decrease the
     insurance  protection  and the cost of insurance  charges  under the Policy
     without reducing the cash value.
<PAGE>
(b)  An  increase  in the  Specified  Amount  may  increase  the  amount of pure
     insurance  protection,  depending  on the  amount  of  cash  value  and the
     resultant applicable percentage limitation.  If the insurance protection is
     increased, the Policy charges generally will increase as well.

(c)  An  increased  level of premium  payments  will  reduce the pure  insurance
     protection,  until the  applicable  percentage  of cash value  exceeds  the
     Specified Amount if Option A is in effect.  Increased  premiums should also
     increase the amount of funds available to keep the Policy in force.

(d)  A reduced level of premium  payments  generally will increase the amount of
     pure  insurance   protection,   depending  on  the  applicable   percentage
     limitations. It also will result in a reduced amount of cash value and will
     increase the possibility that the Policy will lapse.

(e)  A partial  withdrawal  will reduce the death benefit.  (See Policy Rights -
     Surrenders, page 19.) However, it only affects the amount of pure insurance
     protection  and  charges  under  the  Policy  if the  percentage  from  the
     Percentage Table is applicable in determining the death benefit. Otherwise,
     the  decrease  in the death  benefit  is offset by the amount of cash value
     withdrawn.  The primary  use of a partial  withdrawal  is to withdraw  cash
     value.

(f)  A change in the Death Benefit  Option may result in an increase or decrease
     in  the net amount at risk,  depending on the  circumstances of the Policy.
     (See Change in Death Benefit Option, page 16.)

DURATION OF THE POLICY.  The duration of the Policy  generally  depends upon the
cash value.  The Policy will remain in force so long as the cash surrender value
is sufficient to pay the monthly  deduction.  (See Charges from Cash Value, 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.) During the first policy year, the Policy will
lapse  regardless  of the cash  surrender  value if a pro  rata  portion  of the
minimum first year premium has not been paid and a grace period expires  without
sufficient payment.


CASH VALUE

The Policy's cash value in the Account will reflect the  investment  performance
of the chosen Subaccounts of the Account or the Fixed Account,  the net premiums
paid, any partial  withdrawals,  and the charges assessed in connection with the
Policy.  A  policyowner  may at any time  surrender  the Policy and  receive the
Policy's cash surrender value. (See Surrenders, page 19.) 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 net 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 22.)  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;

(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,
including the investment  performance of the chosen  Subaccounts,  the frequency
and amount of premium  payments,  transfers,  partial  withdrawals,  loans,  and
charges  assessed in connection with the Policy, a Policy's cash value cannot be
predetermined.

THE UNIT  VALUE.  The unit  value of each  Subaccount  reflects  the  investment
performance  of that  Subaccount.  The unit  value of each  Subaccount  shall be
calculated by (i) multiplying the per share net asset value of the corresponding
Fund  portfolio  on the  valuation  date times the number of shares  held by the
Subaccount,  before the purchase or redemption of any shares on that date; minus
(ii) a charge not exceeding an annual rate of .70% for
<PAGE>
mortality and expense risk; and (iii) dividing the result by the total number of
units held in the  Subaccount  on the  valuation  date,  before the  purchase or
redemption of any units on that date.  (See Daily  Charges  Against the Account,
page 27.)

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

BENEFITS AT MATURITY

If the  Insured is living,  AVLIC  will pay the 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.

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 28.) The
policyowner  may decide the form in which the benefits will be paid.  During the
Insured's  lifetime,  the policyowner may arrange for the death benefit proceeds
to be paid in a lump sum or under one or more of the optional methods of payment
described  below.  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 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.


POLICY RIGHTS

LOAN BENEFITS

LOAN  PRIVILEGES.  After the first  policy  anniversary,  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 75% of the cash value less
the cash surrender  charge and any accrued expenses as of the date of the policy
loan.  The available loan amount at any time is the maximum loan amount less any
outstanding  policy debt. 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
policyholders may borrow 100% of the surrender value
<PAGE>
after  deducting  interest  and policy  charges for the  remainder of the policy
year. Loans may have a tax consequence. (See Federal Tax Matters, page 29.)

INTEREST.  The interest  rate  charged on policy loans is 8% per year.  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.

AFFECT 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 or the Fixed
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 or
the  Fixed  Account  as a result of a loan is $100.  In the event no  allocation
instructions  are provided or the  allocation  instructions  conflict  with this
minimum,  the loan will be allocated among the Subaccounts or the Fixed Account,
in the same proportion as the cash value in each Subaccount or the Fixed Account
prior to the loan bears to the cash value in all Accounts.  This will reduce the
cash value in those Subaccounts and the Fixed Account.  AVLIC will transfer cash
value from the Subaccounts  and the Fixed Account to secure  indebtedness on the
date of the policy loan and, if loan interest is not paid when due in any policy
year,  on the policy  anniversary  thereafter.  AVLIC will  allocate  the amount
transferred  to secure the excess  indebtedness  among the  Subaccounts  and the
Fixed Account in the same proportion as the cash value in each Subaccount or the
Fixed  Account  bears to the total cash value in all  Subaccounts  and the Fixed
Account. 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 Benefits, even if the loan is repaid.
The effect could be favorable or unfavorable depending on whether the investment
performance  of the  Subaccount(s)  selected by the  policyowner is less than or
greater  than the interest  rate  credited to the cash value held in the general
account to secure the loan.  In  comparison  to a policy under which no loan was
made,  Policy values will be lower if the general account  interest rate is less
than the investment performance of the Subaccount(s), and greater if the general
account  interest  rate  is  higher  than  the  investment  performance  of  the
Subaccount(s).

Cash value in the general account held to secure  indebtedness  will be credited
with interest at a rate of 4.5% per year. Interest earned on amounts held in the
general  account will be allocated to the  Subaccounts  and the Fixed Account on
each policy  anniversary  in the same  proportion  that net  premiums  are being
allocated to those Subaccounts and the Fixed Account at the time. Upon repayment
of indebtedness,  the portion of the repayment  allocated in accordance with the
repayment of indebtedness  provision (see below) will be transferred to increase
the 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.
Should the policy lapse while policy  loans are  outstanding  the portion of the
loans attributable to earnings will become taxable. 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 at
the time of repayment.  The repayment of  indebtedness  will be allocated at the
end of the  valuation  period  during which the  repayment  is received.  If not
repaid, AVLIC will deduct indebtedness from any amount payable under the Policy.


SURRENDERS

At any time during the lifetime of the Insured and prior to the  maturity  date,
the  policyowner  may  partially  withdraw  or totally  surrender  the Policy by
sending a written  request to AVLIC.  The amount  available for surrender is the
cash  surrender  value  at the end of the  valuation  period  during  which  the
surrender  request is  received  at AVLIC's  Home  Office.  Surrenders  from the
Account  will  generally  be paid  within  seven days of receipt of the  written
request.  (See  Postponement  of  Payments,  page 28.)  Surrenders  may have tax
consequences. (See Tax Treatment of Policy Proceeds, page 31.)

TOTAL SURRENDERS. If the Policy is being totally surrendered,  the Policy itself
must be  returned  to AVLIC  along  with the  request.  AVLIC  will pay the cash
surrender  value.  Coverage  under the Policy will terminate as of the date of a
total  surrender.  A policyowner may elect to have the amount paid in a lump sum
or under a payment option. (See Payment Options, page 18.)

PARTIAL  WITHDRAWALS.  A partial  withdrawal  may be made  only  after the first
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 may not be less
than $500. 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
<PAGE>
deducted from the Subaccounts or the Fixed Account according to the instructions
of the policyowner  when the withdrawal is requested,  provided that the minimum
amount  remaining in a Subaccount  as a result of the  allocation is $100. If no
instructions are given, or if there is not sufficient value in any Subaccount or
the Fixed Account,  the amount will be allocated in the same proportion that the
cash  value in each bears to the total  cash  value in all  Subaccounts  and the
Fixed Account, on the date the request for the partial withdrawal is received by
AVLIC.

The Death  Benefit will be reduced by the amount of any partial  withdrawal.  If
Option A is in effect, the Specified Amount will be reduced.  Where increases in
the Specified Amount occurred  previously,  a partial withdrawal will reduce the
last increase first,  and then each other increase,  in order of the more recent
increase  first,  and  finally  the  initial  Specified  Amount.  Thus,  partial
withdrawals  may  affect  the way in  which  the  cost of  insurance  charge  is
calculated and the amount of pure insurance  protection  under the Policy.  (See
Monthly  Deduction - Cost of  Insurance,  page 25;  Death  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 may not be
less than $50,000  during the first three  policy years and $35,000  thereafter.
Any request for a partial  withdrawal  that would  reduce the  Specified  Amount
below this amount will not be  implemented.  A fee not to exceed $50.00 or 2% of
the amount withdrawn is deducted from each partial  withdrawal amount paid. (See
Partial Withdrawal Charge, page 26.)

TRANSFERS

Cash value may be transferred  among the  Subaccounts of the Account as often as
desired.  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 the 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 date of the policy.

The first nine  transfers  per policy year will be permitted  free of charge.  A
transfer charge will 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 26.)  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.

Transferring cash value from two or more Subaccounts or the Fixed Account into a
third Subaccount counts as one transfer. Similarly, transferring cash value from
one Subaccount  into two or more  Subaccounts or the Fixed Account counts as one
transfer.

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.

REFUND PRIVILEGE

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

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

EXCHANGE PRIVILEGE

During the first 24 policy  months  after the  policy  date of the  Policy,  the
policyowner  may  exchange  the Policy for a flexible  premium  adjustable  life
insurance policy issued by AVLIC or Ameritas Financial Services. 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.
<PAGE>
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 issue date is the date that all financial,  contractual  and  administrative
requirements  have been met and  processed for the Policy.  The initial  premium
payment  will be  allocated  to the  Money  Market  Subaccount  of the  Variable
Products Insurance Fund, as of the issue date, for 13 days. After the expiration
of  the  refund  period,  the  accumulation  value  will  be  allocated  to  the
Subaccounts or the Fixed Account as selected by the policyowner.

Interim  conditional  insurance coverage may be issued prior to the policy date,
provided that certain  conditions are met, upon the completion of an application
and the payment of a specified amount at the time of the application. 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 initial  premium is due no later than the issue date. No insurance will take
effect before the initial  premium is paid. The initial premium must be at least
1/12th of the minimum  first year premium for the Policy,  including any riders.
The initial  premium and all other  premiums are payable at AVLIC's Home Office.
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 the frequency and amount of premiums
since the planned periodic premium schedule is not binding on the policyowner.

MINIMUM FIRST YEAR PREMIUM.  During the first policy year, a pro rata portion of
the  minimum  first year  premium is  required  to have been paid on the monthly
activity  date at all times in order to keep the  Policy in force.  The  minimum
first year  premium is equal to the amount  designated  in the Policy,  which is
based on the annual  level  premium that would be required to provide the future
benefits under the contract,  computed using certain  assumptions,  including an
assumed  interest rate of 5% and standard  guaranteed  cost of insurance  rates.
There  is no  representation  that the  Policy  will not  lapse  even if  annual
premiums  equal to the minimum  first year  premium are paid,  since the minimum
first  year  premium  is  computed  using  certain  assumptions  that may not be
applicable to a particular  Policy.  Moreover,  since this premium is determined
using an annual mode and  standard  underwriting  class,  the premium may not be
sufficient to cover the first year  administrative  charge,  premium transaction
fees and cost of insurance  charges if the mode of premium payment is other than
annual or if the  Insured is not in a  standard  underwriting  class.  AVLIC may
require  that a premium  sufficient  to cover these  charges be paid at issue to
place the Policy in force.

PREMIUM FLEXIBILITY.  A policyowner may make unscheduled premium payments at any
time in any amount, or skip premium payments,  subject to the minimum first year
premium  requirements  and 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. 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 each  policyowner
will determine a planned periodic premium schedule that provides for the payment
of level premiums at selected intervals.  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 17.) 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
<PAGE>
result in total premiums exceeding the current maximum premium limitation, AVLIC
will only accept  that  portion of the  premium  which will make total  premiums
equal the  maximum.  Any part of the  premium in excess of that  amount  will be
returned or applied as otherwise agreed and no further premiums will be accepted
until  allowed by the current  maximum  premium  limitations  prescribed by law.
AVLIC may require  additional  evidence of  insurability  if any premium payment
would  result in an increase in the  Policy's net amount at risk on the date the
premium is  received.  AVLIC may also  establish  a minimum  acceptable  premium
amount.

PREMIUMS UPON  INCREASES IN SPECIFIED  AMOUNT.  Depending upon the cash value of
the Policy at the time of an increase in the Specified  Amount of the Policy and
the amount of the increase  requested by the policyowner,  an additional premium
payment  may be  required.  AVLIC will  notify the  policyowner  of any  premium
required to fund the increase,  which premium must be made as a single  payment.
The cash value of the Policy will be immediately  increased by the amount of the
payment,  less the applicable sales load charge.  (See Charge for an Increase in
the  Specified  Amount of Insurance,  page 25 for a  description  of the charges
deducted from premiums required upon an increase.)


ALLOCATION OF PREMIUMS AND CASH VALUE

Allocation of Net Premiums.  In the  application  for a Policy,  the policyowner
allocates net premiums to one or more Subaccounts of the Account or to the Fixed
Account.  The minimum  percentage that may be allocated to any one Subaccount or
to the Fixed Account is 10% of the net premium,  and fractional  percentages may
not be used.  The  allocations  must total 100%.  The  allocation for future net
premiums may be changed without charge by providing  proper  notification to the
Home Office. The notice must include the policy number to which the instructions
apply.  The reallocation  will apply to future premiums  received by AVLIC on or
after the date the change is received.

The initial premium payment will be allocated to the Money Market  Subaccount of
the Variable  Products  Insurance Fund, as of the issue date, for 13 days. After
the expiration of the refund period, the accumulation value will be allocated to
the  subaccounts  or the Fixed Account as selected by the  policyowner.  Premium
payments  received  by AVLIC  prior to the  issue  date are held in the  general
account until the issue date.  Amounts held in the general  account are credited
with  interest  at a rate  determined  by AVLIC for the period from the date the
payment has been converted into Federal Funds (monies of member banks within the
Federal Reserve System which are held on deposit at a Federal Reserve Bank) that
are available to AVLIC until the date the amounts are  transferred  to the Money
Market  Account,  but in no event will interest be credited  prior to the policy
date. Net premiums  received by AVLIC subsequent to the issue date are allocated
to the selected  Subaccounts 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.

CASH  VALUE.  The value of amounts  allocated  to  Subaccounts  of the  Separate
Account will vary with the investment  performance of these  Subaccounts and the
policyowner bears the entire investment risk. This will affect the Policy's 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 REINSTATEMENT

LAPSE.  Unlike  conventional  life  insurance  policies,  the  failure to make a
planned  periodic  premium  payment  will not itself  cause the Policy to lapse.
Lapse will  occur when the 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 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  deductions  and  premium  charges  for the three  policy  months  after
commencement  of the grace period to avoid lapse.  (See Charges and  Deductions,
page 23.)

Prior to the first policy anniversary,  the Policy will also lapse regardless of
the cash surrender value if a pro rata portion of the minimum first year premium
has  not  been  paid  and a grace period expires without sufficient payment. Any
cash surrender value will be paid to the policyowner.

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,  within 3 years),  but
before the maturity date.  Reinstatement will be effected based on the Insured's
underwriting  classification at the time of the reinstatement.  Reinstatement is
subject to the following:

1. Evidence  of  insurability  of  the  Insured satisfactory to AVLIC (including
   evidence of insurability  of  any  person covered by a rider to reinstate the
   rider);
<PAGE>
2. Payment of a premium that, after the deduction of premium  charges,  is large
   enough to cover:  (a) the monthly  deductions  for at least the three  policy
   months commencing with the effective date of  reinstatement;  (b) any due and
   unpaid charges associated with increases;  (c) any due and unpaid acquisition
   charges; and (d) any minimum first year premium that would have been due.

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) and (c)
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 "Cash Value" on page 17.

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 CHARGES

Prior to  allocation  of premium  payments  among the  Subaccounts  or the Fixed
Account,  premiums paid will be reduced by a percent of premium charge and a per
payment  processing  charge  of  $2.00.  The per  payment  processing  charge is
designed to reimburse AVLIC for expenses; the amount of the charge is guaranteed
not to  increase  and AVLIC does not  expect to make a gain from it.  During the
first policy year a percent of premium  charge equal to 11% of the minimum first
year  premium  for the  Policy and no greater  than 10% of any  premium  paid in
excess of the  minimum  first  year  premium  for the Policy  will be  deducted.
Thereafter,  there  will be a charge of no greater  than  10.0% of all  premiums
paid.  The  percent of premium  charge  consists  of the  "sales  loads,"  which
compensates  AVLIC for  distribution  expenses,  and a 2.5% charge to  reimburse
AVLIC for premium taxes.

SALES CHARGE. Sales charges, generally called the "sales load," will be deducted
to  compensate  AVLIC for the cost of selling  the  Policy.  This cost  includes
agents'  commissions,  the printing of Prospectuses  and sales  literature,  and
advertising.

There are two types of sales  loads  under the  Policy.  The first,  a front-end
sales load,  will be deducted  from each premium  payment upon receipt  prior to
allocation  of net premiums to the Account or the Fixed  Account.  The front-end
sales load is no greater than 7.5% of the premium paid,  except during the first
policy year in which case a charge of 8.5% is deducted  from any premium paid up
to the  minimum  first year  premium for the Policy.  The second,  a  contingent
deferred  sales load ("Cash  Surrender  Charge"),  will reduce the assets in the
Account attributable to the Policy in the event of surrender.

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

PREMIUM TAXES.  Various states and their  subdivisions  impose a tax on premiums
received  by  insurance  companies.  Premium  taxes vary from state to state.  A
deduction of 2.5 percent of the premium will be made from each premium  payment.
The deduction  represents an amount AVLIC considers necessary to pay all premium
taxes imposed by the states and their subdivisions.

CHARGES FROM CASH VALUE

MONTHLY  DEDUCTION.  Charges will be deducted on each monthly activity date from
the cash value of the Policy to compensate AVLIC for administrative expenses and
insurance provided.  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 Financial Services.  As compensation for the expenses of providing
such services,  the Policies include a monthly deduction.  The monthly deduction
includes:  (a) a maintenance charge of $5.00 per Policy, plus (b) an acquisition
charge during the first policy year
<PAGE>
only, plus (c) the cost of insurance for the current policy month, including the
cost for any riders, plus (d) any charge for an increase in the Specified Amount
of the Policy.  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 in the same proportion as the cash value in each Subaccount bears to
the total cash  value in the  Account  on that  date.  Each of these  charges is
described in more detail below. Because portions of the monthly deduction,  such
as the cost of insurance,  can vary from month to month,  the monthly  deduction
itself will vary in amount from month to month.

MAINTENANCE CHARGE. To compensate AVLIC for the ordinary administrative expenses
expected to be  incurred  in  connection  with a Policy,  the monthly  deduction
includes a $5.00 per Policy maintenance  charge.  These ordinary  administrative
expenses  include  premium  billing;  recordkeeping;  processing  death  benefit
claims, cash surrenders,  and policy changes; preparing and mailing reports, and
overhead costs.  This  maintenance  charge is levied  throughout the life of the
Policy and is guaranteed not to increase  above $5.00.  AVLIC does not expect to
make any profit from the monthly maintenance charge.

ACQUISITION  CHARGE.  In  addition to ordinary  administrative  expenses,  AVLIC
expects to incur certain additional administrative  expenses in connection with
the issuance of the Policy,  including medical exams, review of applications for
insurance  underwriting  decisions,  and  processing  of  the  applications  and
establishing  policy records.  Similar  expenses are expected in connection with
future  changes  in the  Policy  initiated  by  the  policyowner  which  involve
insurability  decisions such as certain changes in the death benefit option.  To
compensate AVLIC for these expenses during the first policy year only, a monthly
acquisition  charge will be deducted  from the cash value as part of the monthly
deduction on the first twelve monthly  activity dates.  This monthly amount will
be  specified  in the  Policy  and will be based on the  Insured's  age  nearest
birthday  at policy  issuance  and the initial  Specified  Amount of the Policy.
AVLIC does not expect to make a profit from the acquisition  charge.  The amount
of the acquisition  charge will be shown in the schedule pages of the Policy and
is  guaranteed  not to be increased.  It is based on the  following  table which
shows the annual charges per $1000 of initial Specified Amount by issue age:
<TABLE>
<CAPTION>

                       Charge per $1000                                              Charge per $1000
       Issue                Initial                                 Issue                Initial
        Age            Specified Amount                              Age            Specified Amount
    -----------    -----------------------                       ------------    -----------------------
       <S>                  <C>                                      <C>                  <C> 
         0                   0.64                                     41                   3.26
         1                   0.66                                     42                   3.33
         2                   0.68                                     43                   3.40
         3                   0.73                                     44                   3.49
         4                   0.77                                     45                   3.57
         5                   0.81                                     46                   3.64
         6                   0.86                                     47                   3.70
         7                   0.90                                     48                   3.77
         8                   0.94                                     49                   3.83
         9                   1.00                                     50                   3.88
        10                   1.04                                     51                   3.96
        11                   1.10                                     52                   4.02
        12                   1.16                                     53                   4.08
        13                   1.23                                     54                   4.15
        14                   1.29                                     55                   4.22
        15                   1.35                                     56                   4.29
        16                   1.40                                     57                   4.37
        17                   1.47                                     58                   4.45
        18                   1.56                                     59                   4.64
        19                   1.64                                     60                   4.73
        20                   1.73                                     61                   4.83
        21                   1.82                                     62                   4.94
        22                   1.90                                     63                   5.05
        23                   1.98                                     64                   5.16
        24                   2.07                                     65                   5.28
        25                   2.15                                     66                   5.40
        26                   2.23                                     67                   5.53
        27                   2.30                                     68                   5.65
        28                   2.37                                     69                   5.79
        29                   2.44                                     70                   5.93
        30                   2.50                                     71                   6.08
        31                   2.57                                     72                   6.22
        32                   2.64                                     73                   6.36
        33                   2.70                                     74                   6.51
        34                   2.76                                     75                   6.67
        35                   2.82                                     76                   6.83
        36                   2.88                                     77                   7.01
        37                   2.94                                     78                   7.20
        38                   3.01                                     79                   7.39
        39                   3.08                                     80                   7.48
        40                   3.17


The monthly charge will be 1/12th of the annual charge.
</TABLE>
<PAGE>
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
and the 1980  Commissioners  Standard  Ordinary Smoker and Non-Smoker,  Male and
Female Mortality Tables. 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 the Specified  Amount or for any
increase in death benefit resulting from a change in death benefit option from A
to B is not the same as the  underwriting  class at issue, the cost of insurance
rate used after such  increase  will be a  composite  rate based upon a weighted
average of the rates of the different underwriting classes.  Decreases will also
be reflected in the cost of insurance rate as discussed earlier.

The actual  charges  made  during  the  Policy  year will be shown in the annual
report delivered to policyowners.

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.

CHARGE FOR AN INCREASE IN THE SPECIFIED AMOUNT OF INSRUANCE. The policyowner has
the option of changing the Specified  Amount of the Policy.  If the  policyowner
elects to increase  the  Specified  Amount,  charges for each  increase  will be
deducted  from the cash value on each  monthly  activity  date during the twelve
months  following the increase.  This is in addition to any increase in the cost
of insurance  charge  caused by the  increase.  The charges are based on the age
nearest  birthday of the Insured at the time of the  increase  and the amount of
the increase.  The charges are  guaranteed  not to be increased  above those set
forth in the Policy.  The monthly  administrative  charge for each increase will
equal 1/12 of the per $1,000 charge multiplied by the number of thousands in the
increase. A schedule of the administrative charge for increases follows:

<TABLE>
<CAPTION>

                      Charge per $1000 of                                           Charge per $1000 of
        Age           Amount of Increase                             Age            Amount of Increase
    -----------     ------------------------                      ---------      -------------------------
       <S>                  <C>                                      <C>                  <C> 

         1                   0.38                                     19                   1.36
         2                   0.40                                     20                   1.45
         3                   0.45                                     21                   1.54
         4                   0.49                                     22                   1.62
         5                   0.53                                     23                   1.70
         6                   0.58                                     24                   1.79
         7                   0.62                                     25                   1.87
         8                   0.66                                     26                   1.95
         9                   0.72                                     27                   2.01
        10                   0.76                                     28                   2.09
        11                   0.82                                     29                   2.16
        12                   0.88                                     30                   2.22
        13                   0.95                                     31                   2.28
        14                   1.01                                     32                   2.36
        15                   1.07                                     33                   2.42
        16                   1.12                                     34                   2.47
        17                   1.19                                     35                   2.53
        18                   1.28                                     36                   2.60
<PAGE>
        37                   2.66                                     57                   4.09
        38                   2.73                                     58                   4.17
        39                   2.80                                     59                   4.36
        40                   2.89                                     60                   4.45
        41                   2.98                                     61                   4.55
        42                   3.05                                     62                   4.66
        43                   3.12                                     63                   4.77
        44                   3.21                                     64                   4.88
        45                   3.29                                     65                   5.00
        46                   3.36                                     66                   5.12
        47                   3.42                                     67                   5.25
        48                   3.49                                     68                   5.37
        49                   3.55                                     69                   5.51
        50                   3.60                                     70                   5.65
        51                   3.68                                     71                   5.80
        52                   3.74                                     72                   5.94
        53                   3.80                                     73                   6.08
        54                   3.87                                     74                   6.23
        55                   3.94                                     75                   6.39
        56                   4.01

</TABLE>

The  administrative  charge for increases  covers the cost of  underwriting  the
increase,  such as the cost of medical  examinations and review of applications,
the  cost of  processing  applications  and  changing  and  establishing  policy
records. AVLIC does not expect to make a profit on this portion of the charge.

There will also be a sales load charge for increases to cover their distribution
costs.  This charge  will equal 7.5% of an amount  equal to two  payments,  each
payment being the minimum first year premium that would be required for a Policy
with a Specified  Amount  equal to the amount of the increase at the age nearest
birthday of the Insured at the time of the increase.  One-twelfth  of this sales
load charge will be deducted along with the administrative charge on each of the
12 months following the increase.

If there is insufficient cash value in the Policy to bear the sales load charge,
the  policyowner  will be required  to make a premium  payment.  In  determining
whether there is sufficient cash value, the SEC has prescribed a method by which
the cash value must be apportioned  between the Specified Amount of the original
contract  (original  Specified  Amount)  and the amount of the  increase  in the
Specified Amount (increased  Specified Amount).  The portion attributable to the
increase  Specified Amount will depend upon the ration between the minimum first
year premium that would be required  for the original  Specified  Amount and two
times the minimum  first year premium  that would be required for the  increased
Specified  Amount.  The portion of the cash value  attributable to the increased
Specified Amount must be large enough such that if it were paid as a premium, it
would support the sales load charge.  If the  policyowner  is required to make a
premium  payment,  the  portion  of the  premium  attributable  to the  original
Specified  Amount  (using the SEC required  apportionment)  will be subject to a
font-end  sales load charge of no greater than 7.5%.  The 7.5% sales load charge
on the portion of the payment  attributable  to the increased  Specified  Amount
will be deducted  from cash value as described  above,  on each of the 12 months
following the increase.

CASH  SURRENDER  CHARGE.  If a Policy is  surrendered  prior to the 15th  policy
anniversary, AVLIC will assess a cash surrender charge based upon percentages of
the premiums actually paid up to a cap of the minimum first year premium for the
Policy.

The cash surrender charge will be based upon percentages of the premiums paid in
policy years 1 and 2. During the first two policy years,  the amount of the cash
surrender  charge will equal 21.5% of the premiums paid, up to the amount of the
minimum  first  year  premium,  and 2.5% of any  premiums  paid in excess of the
minimum  first year  premium,  up to the amount of a second,  minimum first year
premium.  The cash surrender  charge remains level in policy years three through
eleven  and will equal the cash  surrender  charge at the end of year 2 and then
grades to 0% in year  sixteen.  There is no  additional  cash  surrender  charge
attributable  to any increase in the Specified  Amount of the Policy and no cash
surrender  charge assessed upon decreases in the Specified  Amount of the Policy
or partial  withdrawals of cash value.  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 will be imposed for each additional
transfer among the  Subaccounts  after nine 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  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. This charge is
<PAGE>
guaranteed not to be greater than $50 or 2% of the amount withdrawn.  AVLIC does
not expect to make any profit from the  partial  withdrawal  charge.  The charge
will be deducted from the amount of the withdrawal.

DAILY CHARGES AGAINST THE ACCOUNT

A daily charge will be deducted  from the value of the net assets of the Account
to compensate  AVLIC for mortality and expense risks assumed in connection  with
the Policy.  This daily  charge from the Account will be at the rate of 0.001918
percent  (equivalent to an annual rate of 0.70 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 0.001918  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.

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

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

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. (See Federal Tax Matters, page 29.)

FUND INVESTMENT ADVISORY FEE AND EXPENSES.  Because the Account purchases shares
of the Fund, the net assets of the Account will reflect the investment  advisory
fee and other expenses incurred by the Fund. The investment adviser will receive
compensation  with  respect to the Fund's  portfolios  that it advises at a rate
which varies by portfolio and the size of that portfolio (See Funds, page 10).



GENERAL PROVISIONS

THE CONTRACT

The Policy,  the  application,  any supplemental  applications,  and any riders,
amendments or endorsements  make up the entire contract.  All statements made by
the  Insured  in the  application,  in the  absence  of  fraud,  are  considered
representations  and not warranties.  Only statements in the application that is
attached  to the Policy  and any  supplemental  applications  made a part of the
Policy when a change in coverage went into effect can be used to contest a claim
or the validity of the policy. 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.  The
beneficiary(ies)  and their  designated  class are specified 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 on a Change of
Beneficiary  form at any time during the  Insured's  lifetime  unless  otherwise
provided in the previous  designation of beneficiary.  AVLIC, at its option, may
require  that the Policy be returned to the Home Office for  endorsement  of any
change, or that other forms be
<PAGE>
completed.  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.  No limit is placed on the number of changes that
may be made.

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 change in the Owner will be valid only upon
absolute and complete assignment of the Policy. 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.  Payments to satisfy any such  indebtedness
and to any  assignee  shall  each be paid in one sum.  The  balance of any death
benefit proceeds shall be paid in one sum to the designated  beneficiary  unless
an  Optional  Method of Payment is  selected.  If no  beneficiary  survives  the
Insured,  the proceeds shall be paid in one sum to the  policyowner,  if living;
otherwise to any  successor-owner,  if living;  otherwise to the 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.

INCONTESTABILITY

The  Policy is  incontestable  after it has been in force for two years from the
policy date during the lifetime of the Insured.  An increase in Specified Amount
or addition of a rider after the policy date shall be  incontestable  after such
increase or  addition  has been in force for two years from its  effective  date
during the lifetime of the Insured.  However,  this two year provision shall not
apply to riders that  provide  disability  or  accidental  death  benefits.  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 or any person insured by rider
has 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, accumulated at 4.5% annually.

SUICIDE

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


ADDITIONAL INSURANCE BENEFITS

Subject  to  certain  requirements,  one or  more  of the  following  additional
insurance benefits may be added to a Policy by rider. The cost of any additional
insurance  benefits  will be  deducted as part of the  monthly  deduction.  (See
Charges - Monthly Deduction, page 23.)
<PAGE>
ACCIDENTAL DEATH BENEFIT RIDER

Provides  additional  insurance if the Insured's  death results from  accidental
death,  as defined in the rider.  Under the terms of the rider,  the  additional
benefits provided in the Policy will be paid upon receipt of proof by AVLIC that
death resulted  directly and  independently  of all other causes from accidental
bodily injuries  incurred  before the rider  terminates and within 91 days after
such injuries were incurred.

TERM RIDER FOR COVERED INSURED

Provides the Specified  Amount of insurance to the  beneficiary  upon receipt of
due proof of death of any Covered Insured, as defined in the rider.

CHILDRENS' PROTECTION RIDER

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

GUARANTEED INSURABILITY RIDER

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

DISABILITY BENEFIT PAYMENT RIDER

Provides  for the payment of the  disability  benefit in the form of premiums by
AVLIC while the Insured is disabled.  In addition,  while the Insured is totally
disabled,  the cost of  insurance  for the rider will not be  deducted  from the
Policy's cash value.

PAYOR DISABILITY RIDER

Provides  for the payment of the  disability  benefit in the form of premiums by
AVLIC while the Covered Person  specified in the rider is totally  disabled,  as
defined in the rider. In addition, while the Covered Person is totally disabled,
the cost of insurance  for the rider will not be deducted from the Policy's cash
value.

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 Fund
and a list of the portfolio securities held in each portfolio of the Fund.



DISTRIBUTION OF THE POLICIES

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

Registered  Representatives of Investment Corp. who sell the Policy will receive
commissions  based upon a  commission  schedule.  After  issuance of the Policy,
commissions to the Registered  Representatives  will equal,  at most, 40% of the
first year  premium paid less the first year  acquisition  charge plus the first
year cost of any riders.  In years two through  seven of the Policy,  Registered
Representatives  will receive a maximum  commission of 5% per policy year on any
premiums  paid, and  thereafter,  2% or less.  Upon any  subsequent  increase in
Specified Amount or any subsequent increase in riders,  commissions will also be
paid based on the amount of the  increase  in  Specified  Amount or  increase in
rider. Further, Registered Representatives who meet certain production standards
may receive additional  compensation,  and managers receive override commissions
with respect to the policies.  Investment  Corp.  and AVLIC may authorize  other
registered  broker/dealers  and  its  Registered  Representatives  to  sell  the
Policies subject to applicable law.

FEDERAL TAX MATTERS

The following  discussion  provides a general  description of the federal income
tax considerations associated with the Policy.
<PAGE>
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.  Moreover,  no  attempt  has been made to  consider  in  detail  any
applicable  state or other tax (except  premium taxes,  see discussion  "Premium
Taxes," page 23) 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. 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)  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 increased  or  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 will  be  taxed  as  ordinary  income  (to the
     extent of any gain in the Policy) on certain amounts prescribed  in section
     7702 which are so distributed.

     The Code (section 7702A) also defines a "modified  endowment  contract" for
     federal tax  purposes  which causes  distributions  to be taxed as ordinary
     income to the  extent of any gain.  This  policy  will  become a  "modified
     endowment  contract"  if the  premiums  paid into the policy fail to meet a
     7-pay premium test as outlined in Section 7702A of the Code.

     Certain  benefits  the  policyholder  may elect  under  this  policy may be
     material changes affecting the 7-pay premium test. These include changes in
     death benefits and changes in the policy amount. Should the policy become a
     "modified  endowment  contract"  partial or full  surrenders,  assignments,
     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 policyholder's age 59 1/2. The 10% penalty tax does not apply if the
     policyholder  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  policyholder
     or the joint lives of the  policyholder  and  beneficiary.  One may avoid a
     policy becoming a modified  endowment  contract by, among other things, not
     making  excessive  payments  or  reducing  benefits.   Should  one  deposit
     excessive  premiums  during a policy year, that portion that is returned by
     the  insurance  company  within 60 days after the policy  anniversary  will
     reduce the premiums  paid to avoid the policy  become a modified  endowment
     contract.

     The Code  (section  817(h)) also  authorizes  the Secretary of the Treasury
     (the  "Treasury")  to set  standards by  regulation  or  otherwise  for the
     investments of the Account to be "adequately  diversified" in order for the
     Policy to be treated as a life insurance contract for federal tax purposes.
     The Account,  through the Fund, intends to comply with the  diversification
     requirements  prescribed  by the Treasury in  regulations  published in the
     Federal  Register on March 2, 1989,  which affect how the Fund's assets may
     be  invested.  Although  the Fund's  investment  adviser is an affiliate of
     AVLIC,  AVLIC  does  not  have  complete  control  over  the  Fund  or  its
     investments.

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

(c)  Tax Treatment of Policy  Proceeds.  AVLIC  believes that the Policy will be
     treated in a manner  consistent with a fixed benefit life insurance  policy
     for  federal  income tax  purposes.  Thus,  AVLIC  believes  that the death
     benefit  payable 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."

     AVLIC also believes that loans  received  under a Policy will be treated as
     indebtedness of the policyowner and that no part of any loan under a Policy
     will constitute  income to the policyowner so long as the Policy remains in
     force.  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
     Polices  covering such  individual  exceeds  $50,000.  Further,  even as to
     interest on loans up to $50,000 per such  individual,  such interest  would
     not be  deductible if the Policy were deemed for federal tax purposes to be
     a single premium life  insurance  contract.  Policyowners  should consult a
     competent tax advisor as to whether the Policy would be so deemed.

     The right to exchange  the Policy for a flexible  premium  adjustable  life
     insurance  policy (See  Exchange  Privilege,  page 20), the right to change
     owners (See General  Provisions,  page 27), and the  provision  for partial
     withdrawals (See Surrenders,  page 19) may have tax consequences  depending
     on the circumstances of such exchange, change, or withdrawal. Upon complete
     surrender or when maturity  benefits are paid, if the amount  received plus
     any  outstanding  policy debt exceeds the total  premiums paid 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,  except for its
Fixed Account.  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 Various 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 various  Funds.
AVLIC will furnish policyowners with the proper forms,  materials and reports to
enable them to give it these instructions.
<PAGE>
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 Fund 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;  (4) any change in the fundamental investment
policies  of  the  Portfolio(s)  corresponding  to  the  policyowner's  selected
Subaccount(s);  and (5) any other matter requiring a vote of the shareholders of
the Fund under the 1940 Act.



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 Fund's Portfolios, or to approve or
disapprove  an  investment  adviser or principal  underwriter  for the Fund.  In
addition,  AVLIC itself may  disregard  voting  instructions  that would require
changes in the  investment  objectives  or  policies of any  portfolio  or in an
investment  adviser or principal  underwriter for the 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, PRESIDENT & CHIEF EXECUTIVE
OFFICER
Director,  Chairman,  President and Chief Executive Officer:  ALIC**,  Director,
Chairman of the Board,  President:  Pathmark  Assurance  Company,  Bankers  Life
Nebraska Company; Director, Chairman  of  the  Board:   Veritas Corp.,  Ameritas
Investment Corp., FMA Realty, Inc., Ameritas Bankers Assurance Company, Ameritas
Managed Dental Plan, Inc.;  Director,  Chairman of the Board,  President,  Chief
Executive  Officer:  BLN  Financial  Services,  Inc.;  Chairman  of  the  Board,
President,  Chief Executive  Officer:  Lincoln Gateway  Shopping  Center,  Inc.;
Director: First Ameritas Life Insurance Corp. of New York, Director, Chairman of
the Board, and Chief Executive Officer: Ameritas Investment Advisors, Inc.
<PAGE>
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.

JAMES R. HAIRE, DIRECTOR, VICE PRESIDENT
Senior  Vice  President-Corporate  Actuary  and  Strategic  Development:   ALIC;
Director:  Pathmark  Assurance Co., First Ameritas Life Insurance Corp. of New
York; Director and Vice President:  Ameritas Bankers Assurance Company

KENNETH C.  LOUIS, DIRECTOR, SENIOR VICE PRESIDENT
Executive  Vice  President-Individual  Insurance: ALIC; Director: First Ameritas
Life Insurance Corp. of New York.

JOANN MARTIN, DIRECTOR, COMPTROLLER
Senior Vice  President-Controller  and Chief Financial Officer:  ALIC; Director:
Ameritas Managed Dental Plan, Inc.  Comptroller to: Veritas Corp.,  Bankers Life
Nebraska  Company,  Pathmark  Assurance  Company;  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.

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, Treasurer and Chief  Executive  Officer:
Ameritas Investment Corp.; Director, President: Ameritas Investment Advisors
Inc.

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.
<PAGE>
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  and  Associate  Actuary of  Ameritas  Life
Insurance Corp. as stated in the opinion filed as an exhibit to the registration
statement.

ADDITIONAL INFORMATION

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

FINANCIAL STATEMENTS

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




Board of Directors
Ameritas Variable Life
 Insurance Company
Lincoln, Nebraska


   We have audited the accompanying statment of net assets of Ameritas Variable
Life  Insurance  Company  Separate  Account V as of December 31,  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. 


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