AMERITAS VARIABLE LIFE INSURANCE CO SEPARATE ACCOUNT V
497, 1997-05-05
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PROSPECTUS
                                                                    COMPANY LOGO
                                        AMERITAS VARIABLE LIFE INSURANCE COMPANY

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

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

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

The  Policyowner  has the right to examine the Policy and return it for a refund
for a limited time (see page 24). The initial  premium payment will be allocated
to the Money Market portfolio of the Variable Insurance Products Fund, as of the
issue date, for 13 days. After the 13-day period (see page 26), the accumulation
value  will  be  allocated  to the  Subaccounts  of  AVLIC  Separate  Account  V
("Account")  or  the  Fixed  Account  as  selected  by  the   Policyowner.   The
accumulation  value,  the  duration  of the death  benefit  and,  if Option B is
selected,  the amount of the death benefit above the Specified Amount, will vary
with the investment experience of the selected Subaccounts or the Fixed Account.
The  accumulation  value will also be adjusted for other factors,  including the
amount of charges  imposed  and the  premium  payments  made.  The  Policy  will
continue in force so long as the  surrender  value is  sufficient to pay certain
monthly charges  imposed in connection with the Policy.  This Policy may also be
acquired in exchange for another policy (Form #4002) previously offered by AVLIC
(See Exchange Offer, page 33).

The  assets  of each  Subaccount  are  invested  in  shares  of a  corresponding
portfolio of one of the  following  mutual funds  (collectively,  the  "Funds"):
Variable  Insurance  Products Fund and the Variable  Insurance Products Fund II,
(respectively,  "VIPF" and "VIPF II"; collectively  "Fidelity Funds"); the Alger
American  Fund  ("Alger  American  Fund");  MFS Variable  Insurance  Trust ("MFS
Trust"); and Morgan Stanley Universal Funds, Inc. ("Morgan Stanley Fund"). VIPF,
which is managed by Fidelity Management & Research Company ("Fidelity"),  offers
the following portfolios: Money Market,  Equity-Income,  Growth, High Income and
Overseas  Portfolios.  VIPF II, also managed by Fidelity,  offers the  following
portfolios:  Asset Manager,  Investment Grade Bond, Asset Manager: Growth, Index
500, and Contrafund  Portfolios.  The Alger  American Fund,  which is managed by
Fred  Alger  Management,   Inc.  ("Alger  Management"),   offers  the  following
portfolios:  Alger American Growth ("Growth"),  Alger American Income and Growth
("Income   and   Growth"),   Alger   American   Small   Capitalization   ("Small
Capitalization"),  Alger American Balanced  ("Balanced"),  Alger American MidCap
Growth  ("MidCap  Growth"),  and Alger  American  Leveraged  AllCap  ("Leveraged
AllCap") Portfolios.  The MFS Trust, managed by Massachusetts Financial Services
Company  ("MFS Co."),  offers the  following  portfolios or series in connection
with this Policy: MFS Emerging Growth, MFS Utilities, MFS World Governments, MFS
Research  and MFS  Growth  With  Income.  The  Morgan  Stanley  Fund  offers the
following  portfolios in connection with the Policy, all of which are managed by
Morgan Stanley Asset Management Inc. ("MSAM"):  Emerging Markets Equity,  Global
Equity, International Magnum, Asian Equity and U.S. Real Estate Portfolios. This
prospectus  must be accompanied  by  prospectuses  for each of the Funds,  which
describe the investment objectives, policies and risk considerations relating to
the respective  portfolios.  The investment gains or losses of the monies placed
in the various portfolio Subaccounts will be experienced by the policyowner.

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

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

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

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

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

The Date of This Prospectus is May 1, 1997.

                                                                 APPLAUSE!     1
<PAGE>
<TABLE>
<CAPTION>
TABLE OF CONTENTS
<S>                                                                         <C>
Definitions............................................................       3
Summary................................................................       5
Ameritas Variable Life Insurance Company and the Account ..............       9
         Ameritas Variable Life Insurance Company......................       9
         Ameritas Variable Life Insurance Company Separate Account V...      10
         The Funds.....................................................      11
         Investment Objectives and Policies Of The Funds' Portfolios...      12
         Fund Management Fees .........................................      15
         Addition, Deletion or Substitution of Investments.............      16
         Fixed Account.................................................      17
Policy Benefits........................................................      17
         Purposes of the Policy........................................      17
         Death Benefit Proceeds........................................      18
         Death Benefit Options.........................................      18
         Methods of Affecting Insurance Protection.....................      20
         Duration of Policy............................................      20
         Accumulation Value............................................      20
         Benefits at Maturity..........................................      21
         Payment of Policy Benefits....................................      21
Policy Rights..........................................................      22
         Loan Benefits.................................................      22
         Surrenders....................................................      23
         Partial Withdrawals...........................................      23
         Transfers.....................................................      23
         Systematic Programs...........................................      24
         Refund Privilege..............................................      24
         Exchange Privilege............................................      24
Payment and Allocation of Premiums.....................................      25
         Issuance of a Policy..........................................      25
         Premiums......................................................      25
         Allocation of Premiums and Accumulation Value.................      26
         Policy Lapse and Reinstatement................................      26
Charges and Deductions.................................................      27
         Deductions From Premium Payment...............................      27
         Charges from Accumulation Value...............................      28
         Surrender Charge..............................................      29
         Daily Charges Against the Account.............................      29
General Provisions.....................................................      30
Exchange Offer.........................................................      33
Distribution of the Policies...........................................      34
Federal Tax Matters....................................................      34
Safekeeping of the Account's Assets....................................      36
Third Party Services...................................................      36
Voting Rights..........................................................      36
State Regulation of AVLIC..............................................      37
Executive Officers and Directors of AVLIC..............................      37
Legal Matters..........................................................      39
Legal Proceedings......................................................      39
Experts................................................................      39
Additional Information.................................................      39
Financial Statements...................................................      39
Ameritas Variable Life Insurance Company Separate Account V............      40
Ameritas Variable Life Insurance Company...............................      47
Appendices.............................................................      59
</TABLE>

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

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

2     APPLAUSE!
<PAGE>
DEFINITIONS

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

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

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

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

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

BENEFICIARY - The person or persons designated in the application,  unless later
changed,  to  receive  the Death  Benefit  (see page 30  for  "Beneficiary"  and
page 31 for "Change of Beneficiary").

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

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

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

EXTENDED  GUARANTEED  DEATH BENEFIT PREMIUMS - A specified  premium which,  when
paid,  will extend the  Guaranteed  Death Benefit  beyond the first three policy
years to a period of 10 to 30 policy years,  depending on the age of the Insured
on the Issue Date (See Additional Insurance Benefits,  page 31). This benefit is
provided without an additional policy charge.

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

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

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

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

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

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

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

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

NET  PREMIUM - Premium  paid less the sales load  charge and  premium tax charge
(See page 27 and 28).

                                                                 APPLAUSE!     3
<PAGE>
OUTSTANDING  POLICY  DEBT - The  sum of all  unpaid  policy  loans  and  accrued
interest on policy loans.

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

POLICY - The Flexible Premium  Variable  Universal Life Insurance Policy offered
by AVLIC and described in this Prospectus.

POLICYOWNER - The owner of the Policy,  as designated in the  application  or as
subsequently changed. If a Policy has been absolutely assigned,  the assignee is
the Policyowner. A collateral assignee is not the Policyowner.

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

POLICY DATE - As set forth in the Policy,  the  effective  date for all coverage
provided  in the  application.  The  policy  date is used  to  determine  policy
anniversary dates, policy years and monthly activity dates. Policy anniversaries
are measured  from the policy  date.  The policy date and the issue date will be
the same unless: 1) an earlier policy date is specifically requested, or 2) when
additional premiums or application  amendments are required at time of delivery.
(See Issuance of a Policy, page 25).

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

REDUCED  LOAN RATE - After  reaching  the  later of age 55 or the  tenth  policy
anniversary  (the reduced loan rate start date), the Policyowner may borrow each
year  approximately 10% of the accumulation  value at the reduced loan rate (See
page 22 for "Loan Benefits").

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

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

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

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

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

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

4    APPLAUSE!
<PAGE>
SUMMARY

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


                               DIAGRAM OF POLICY

                                PREMIUM PAYMENTS

                       You can vary amount and frequency.


                            DEDUCTIONS FROM PREMIUMS

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


                                   NET PREMIUM

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


                             DEDUCTIONS FROM ASSETS

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

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

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


    LIVING BENEFITS              RETIREMENT BENEFITS           DEATH BENEFITS

Partial  withdrawals  can    Loans may be taken at a net    Income  tax  free to
be  made (subject to         zero  interest  rate  after    beneficiary.
certain restrictions).        ten   years   or  when the
The  death  benefit  will    policyholder   reaches   55    Available   as  lump
be reduced  by the amount    (whichever   occurs later).    sum  or   under  the
of the partial withdrawal.                                  five  payment  meth-
                             Should  the   policy  lapse    ods   available   as
Up to fifteen free trans-    while loans are outstanding    retirement benefits.
fers  can  be  made  each    the  portion  of  the  loan
year  between the invest-    attributable  to   earnings
ment portfolios.             will  become  taxable dist-
                             ributions. (See page 22).
Accelerated payment of up    
to  50%  of  the   lowest
scheduled  death  benefit    Payments can be taken under
is  available  under cer-    one  or  more  of five dif-
tain conditions to insur-    ferent payment options.
eds suffering from termi-
nal illness.             
                         
The  policy  may  be sur-
rendered  at any time for
its   surrender    value.
                         
Because    the    company
incurs   expenses   imme-
diately upon the issuance
of  the  policy  that are
recovered  over  a period
of years,  a  policy sur-
render  prior to the fif-
teenth  anniversary  date
will be assessed  a  sur-
render charge  consisting
of the contingent  defer-
red  sales charge and the
contingent   deferred ad-
ministrative      charge.
After  the  fifth  policy
year the charge decreases
each year  until  no sur-
render charge is  applied
after   the     fifteenth
policy year.(See pages 23
and 29).                 

                                                                  APPLAUSE!    5
<PAGE>
THE ISSUER

The Policy is issued by Ameritas  Variable Life Insurance Company  ("AVLIC"),  a
Nebraska stock life insurance  company.  A separate  account of AVLIC,  Separate
Account V ("Account"),  has been  established to hold the assets  supporting the
Policy.  The Account has  twenty-six  Subaccounts  which  correspond to, and are
invested  in,  the  portfolios  of the Funds  discussed  at page 11 herein. (See
Ameritas Variable Life Insurance Company and the Account, page 9, and The Funds,
page 11).  The  financial  statements  for  AVLIC  and the  Account can be found
beginning on page 40.


THE POLICY

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

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


PREMIUMS

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

Second,  a Policy  can lapse even if planned  periodic  premiums  have been paid
unless the Guaranteed Death Benefit and/or the Extended Guaranteed Death Benefit
Premium  requirements  have been met.  (See Payment and  Allocation of Premiums,
page 25).

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

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


ALLOCATION OF NET PREMIUMS

The  Policyowner  may select the manner in which the new premiums are  allocated
between the Fixed Account (See Fixed Account, page 17) and to one or more of the
Subaccounts.

Net premiums,  which equal the premiums paid less the premium charges, are first
allocated  for 13 days, as of the issue date,  to the  Subaccount  for the Money
Market Portfolio of the Variable  Insurance  Products Fund. After the expiration
of the refund period,  the  accumulation  value will be allocated as selected by
the  Policyowner.  The  Policyowner may change the allocation  instructions  for
premiums  and may also  make a special  designation  for  unscheduled  premiums.
Subject to certain  charges and  restrictions,  a Policyowner  may also transfer
amounts among the Subaccounts and the Fixed Account. (See Allocation of Premiums
and Accumulation Value, page 26).

The various  subaccounts  available  invest in a corresponding  portfolio of the
Funds.  VIPF  offers the  following  portfolios:  Money  Market,  Equity-Income,
Growth,  High  Income and  Overseas  Portfolios.  VIPF II offers  the  following
portfolios:  the 

6     APPLAUSE!
<PAGE>
Asset  Manager,  Investment  Grade Bond,  Asset Manager:  Growth,Index  500, and
Contrafund Portfolios.  The Alger American Fund offers the following portfolios:
Alger American  Growth,  Alger American Income and Growth,  Alger American Small
Capitalization, Alger American Balanced, Alger American MidCap Growth, and Alger
American  Leveraged  AllCap  Portfolios.  The MFS  Trust  offers  the  following
portfolios or series in connection with this Policy:  MFS Emerging  Growth,  MFS
Utilities,  MFS World Governments,  MFS Research and MFS Growth With Income. The
Morgan  Stanley Fund offers the  following  portfolios  in  connection  with the
Policy:  Emerging Markets Equity,  Global Equity,  International  Magnum,  Asian
Equity and U.S. Real Estate Portfolios.  A summary of the investment  objectives
for these  portfolios is set forth at page 11 of this  Prospectus,  and detailed
objectives of these  portfolios are described in the  accompanying  prospectuses
for the Funds.  There is no  assurance  that these  objectives  will be met. The
Policyowner  bears the  entire  investment  risk for  amounts  allocated  to the
Subaccounts.


POLICY BENEFITS

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

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

The Policy provides for two death benefit  options unless the Extended  Maturity
Rider is in effect. Under either option, so long as the Policy remains in force,
the death  benefit  will not be less than the  current  Specified  Amount of the
Policy  adjusted for any policy  indebtedness.  The death benefit may,  however,
exceed the Specified  Amount,  depending upon the  investment  experience of the
Policy. Death Benefit Option A provides for a level benefit equal to the current
Specified Amount of the Policy,  unless the accumulation  value of the Policy on
the date of the Insured's  death  multiplied by the  applicable  percentage  set
forth in the Policy is greater, in which case the death benefit is equal to that
larger amount.  Death Benefit Option B provides for a variable  benefit equal to
the current Specified Amount of the Policy plus the Policy's  accumulation value
on the date of the Insured's death, or if greater, the accumulation value of the
Policy  on the  date  of  the  Insured's  death  multiplied  by  the  applicable
percentage set forth in the Policy. (See Death Benefit Options, page 18)

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

Optional insurance  benefits offered under the Policy include:  Guaranteed Death
Benefit provision;  Extended Guaranteed Death Benefit rider;  Accelerated Living
Benefits Rider for Terminal  Illness;  Accidental  Death Benefit rider;  Covered
Insured rider;  Disability Benefit rider;  Guaranteed  Insurability rider; Payor
Disability rider; and Children's  Protection  rider.  (See Additional  Insurance
Benefits, page 31). These riders are not all available in every state. The cost,
if any,  of  these  additional  insurance  benefits  will be  deducted  from the
Policy's  accumulation value as a part of the monthly deduction.  The Guaranteed
Death  Benefit and Extended  Guaranteed  Death Benefit  provisions  are provided
without cost but require the described premium payments.

BENEFITS AT MATURITY.

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

ACCUMULATION VALUE BENEFITS

The  Policy's  accumulation  value in the  Account  will  reflect the amount and
frequency  of  premium  payments,   the  investment  experience  of  the  chosen
Subaccounts and the Fixed Account,  policy loans, any partial  withdrawals,  and
any charges imposed in connection with the Policy. The entire investment risk of
the  Account is borne by the  Policyowner.  AVLIC does not  guarantee  a minimum
accumulation  value in the Account.  (See Accumulation  Value, page 20). It does
guarantee the Fixed Account.

The  Policyowner  may surrender the Policy at any time and receive its surrender
value. Subject to certain  limitations,  the Policyowner may also make a partial
withdrawal  from the Policy and obtain a portion of the  surrender  value at any
time prior to the  maturity  date.  Partial  withdrawals  will  reduce  both the
accumulation value and the death benefit payable under the 


                                                                  APPLAUSE!    7
<PAGE>
Policy. (See Partial  Withdrawals,  page 23). A charge will be deducted from the
amount paid upon partial withdrawal. (See Partial Withdrawal Charge, page 30).

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

After the later of age 55 or the tenth policy  anniversary,  the Policyowner can
borrow  against a limited  amount of the  accumulation  value of the Policy at a
"reduced"  interest  rate,  which  reduced rate is currently  4.5% and shall not
exceed 5% annually  ("reduced rate loan").  While the loan is  outstanding,  the
Policyowner  earns 4.5% interest on the accumulation  values securing the loans.
(For details concerning policy loan provisions, see page 22).

Policy  loans may have tax  consequences  and will  affect  earnings  and policy
accumulation  values.  Should the policy lapse while loans are  outstanding  the
portion of the loans attributable to earnings will become taxable distributions.
Should the Policy become a modified endowment  contract,  loans (including loans
to pay loan  interest)  will be  taxable  to the  extent  of any gain  under the
Policy.  Further,  a 10% penalty tax also applies to the taxable  portion of any
distribution  prior to the Insured's age 59 1/2. (See Federal Tax Matters,  page
34).


CHARGES

SALES AND PREMIUM TAX CHARGES  Generally,  a sales  charge of 5% of each premium
will  be  deducted  to  compensate  AVLIC  for  its  expenses   associated  with
distributing the Policy and a premium tax charge of 2.5% of each premium will be
deducted  from each premium  before  placing any amount in a  Subaccount  or the
Fixed Account. (See Deductions From Premium Payments, page 27).

MONTHLY CHARGES AGAINST THE ACCUMULATION VALUE.

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

b)  A monthly  charge  for  the  cost  of  insurance including the cost for any
riders. (See Charges from Accumulation Value, page 28).

SURRENDER CHARGE. If a Policy is surrendered prior to the 15th anniversary date,
AVLIC will assess a surrender charge consisting of the Contingent Deferred Sales
Charge ("DSC") and the Contingent Deferred  Administrative Charge ("DAC"). After
the fifth  Policy  Year,  the  surrender  charge  decreases  each year  until no
surrender  charge is applied after the  fifteenth  Policy Year.  (See  Surrender
Charge, page 29).

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

The DAC is an amount per $1,000 of  insurance  that varies by issue age and sex.
(See Contingent Deferred Administrative Charges, page 29).

TRANSFER CHARGE. Fifteen transfers of accumulation value per policy year will be
permitted free of charge. A $10  administrative  charge may be assessed for each
additional  transfer.  The  transfer  charge  will be  deducted  from the amount
transferred. (See Transfer Charge, page 29).

PARTIAL  WITHDRAWAL CHARGE. A maximum charge, not to exceed the lesser of $50 or
2% of the  amount  withdrawn  may  be  deducted  for  each  partial  withdrawal.
(Currently,  the charge is the lesser of $25 or 2%). The charge will be deducted
from the amount paid as a result of the withdrawal and will compensate AVLIC for
the administrative costs of partial withdrawals. No surrender charge is assessed
on a partial  withdrawal and a partial  withdrawal charge is not assessed when a
Policy is surrendered. (See Partial Withdrawal Charge, page 30).


8     APPLAUSE! 
<PAGE>
DAILY  CHARGES  AGAINST  THE  ACCOUNT.  A daily  charge at an annual rate not to
exceed .90%  (currently  .90% for policy years 1-20 and .65%  thereafter) of the
average daily net assets of each  Subaccount,  but not the Fixed  Account.  (See
Daily Charges Against the Account, page 30).

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 30).

In addition, because the Account purchases shares of the Funds, the value of the
units in each  Subaccount  will  reflect  the net  asset  value of shares of the
various Funds held therein, and therefore, the management fee and other expenses
incurred by the Funds. (See The Funds, page 11).


TAX TREATMENT OF THE POLICY

Like death benefits payable under  conventional  life insurance  policies,  life
insurance  proceeds  payable  under the Policy are  excludable  from the taxable
income of the  Beneficiary.  Should the  Policy be deemed a  modified  endowment
contract (see Federal Tax Matters-Tax Status of the Policy, page 34), partial or
full surrenders, assignments, policy pledges, and loans under the Policy will be
taxable  to the  Policyowner  to  the  extent  of any  gain  under  the  Policy.
Generally,  a 10%  penalty  tax  also  applies  to the  taxable  portion  of any
distribution  prior to the Insured  reaching  age 59 1/2.  (For  further  detail
regarding taxation, see Federal Tax Matters, page 34).


REFUND PRIVILEGE

The  Policyowner is granted a period of time (a "free look period") to examine a
Policy and return it for a refund.  The Policyowner may cancel the Policy within
45 days after  Part I of the  application  is  signed,  within 10 days after the
Policyowner  receives  the  Policy,  or 10 days  after  AVLIC  delivers a notice
concerning  cancellation,  whichever  is later.  The amount of the refund is the
greater of the premiums paid or the premium paid  adjusted by  investment  gains
and losses. (See Refund Privilege, page 24).


EXCHANGE PRIVILEGE

During  the first 24 months  after the  policy  date of the  Policy,  subject to
certain  restrictions,  the  Policyowner  may exchange the Policy for a flexible
premium  adjustable life insurance policy issued and made available for exchange
by AVLIC or an affiliate. 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 24).


EXCHANGE OFFER

On June 13, 1990, the Securities and Exchange Commission approved a request from
AVLIC and the Account that they be permitted to offer to exchange the Policy for
a life  insurance  policy  previously  issued  by  AVLIC.  That  exchange  offer
continues as of the date of this Prospectus.  (For additional details concerning
the exchange offer, see Exchange Offer, page 33).

AVLIC AND THE ACCOUNT
AMERITAS VARIABLE LIFE INSURANCE COMPANY

Ameritas  Variable Life  Insurance  Company  ("AVLIC") is a stock life insurance
company  organized in the State of Nebraska.  AVLIC was incorporated on June 22,
1983 and commenced  business  December 29, 1983. AVLIC is currently  licensed to
sell  life  insurance  in 46  states,  and the  District  of  Columbia.  AVLIC's
financial statements may be found at page 47.

AVLIC  is a  wholly-owned  subsidiary  of AMAL  Corporation,  a  Nebraska  stock
company.  AMAL  Corporation is a joint venture of Ameritas Life Insurance  Corp.
(Ameritas Life), which owns a majority interest in AMAL Corporation;  and AmerUs
Life Insurance  Company ("AmerUs Life"),  an Iowa stock life insurance  company,
which owns a minority  interest 


                                                                 APPLAUSE!     9
<PAGE>
in AMAL Corporation. The Home Offices of both AVLIC and Ameritas Life are at One
Ameritas Way, 5900 "O" Street, P.O. Box 82550, Lincoln, Nebraska 68501.

On April 1, 1996 Ameritas Life consummated an agreement with AmerUs Life whereby
AVLIC became a wholly-owned  subsidiary of a newly formed holding company,  AMAL
Corporation.  Under terms of the agreement the AMAL Corporation is 66% owned  by
Ameritas Life and 34% owned by AmerUs Life.  AmerUs Life has options to purchase
an additional interest in AMAL Corporation if certain conditions are met.  There
are no other owners of 5% or more of the outstanding voting securities of AVLIC.

Ameritas Life and its subsidiaries had total assets at December 31, 1996 of over
$2.9 billion.  AmerUs Life had total assets as of December 31, 1996 of over $4.3
billion.

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

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

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


AMERITAS VARIABLE LIFE INSURANCE COMPANY
SEPARATE ACCOUNT V

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

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


PERFORMANCE INFORMATION

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


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

THE FUNDS
There are  currently  twenty-six  Subaccounts  within the Account  available  to
Policyowners  for new  allocations.  Each  Subaccount of the Account will invest
only in the shares of a corresponding  portfolio of the VIPF, VIPF II, The Alger
American Fund, the MFS Fund and the Morgan Stanley Universal Funds (collectively
the "Funds".) Each Fund is registered with the SEC under the Investment  Company
Act of 1940 as an open-end management investment company.

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

The investment  objectives and policies of each portfolio are summarized  below.
There is no  assurance  that any of the  portfolios  will  achieve  their stated
objectives.  More detailed  information,  including a description  of investment
objectives, policies,  restrictions,  expenses and risks, is in the prospectuses
for each of the Funds,  which must  accompany  or precede this  Prospectus.  All
underlying fund information,  including Fund prospectuses,  has been provided to
AVLIC  by the  underlying  Funds.  AVLIC  has not  independently  verified  this
information. One or more of the Portfolios may employ investment techniques that
involve certain risks,  including  investing in non-investment  grade, high risk
debt  securities,  entering into  repurchase  agreements and reverse  repurchase
agreements,  lending portfolio securities,  engaging in "short sales against the
box,"  investing in  instruments  issued by foreign  banks,  entering  into firm
commitment  agreements and investing in warrants and restricted  securities.  In
addition, certain of the portfolios may invest in securities of foreign issuers.

The  Leveraged  AllCap  Portfolio  may borrow money to increase its portfolio of
securities, and may purchase or sell options and enter into futures contracts on
securities  indexes  to  increase  gain or to hedge the value of the  Portfolio.
Certain of the  portfolios  are permitted to invest a portion of their assets in
non-investment  grade, high risk debt securities;  these portfolios  include The
High Income,  Equity-Income,  Asset Manager: Growth, Asset Manager Portfolios of
the  Fidelity  Funds,  and  the  Research  Portfolio  of the MFS  Fund.  Certain
portfolios  are  designed  to  invest a  substantial  portion  of  their  assets
overseas,  such as the Overseas  Portfolio of VIPF and the International  Magnum
Portfolio of the Morgan Stanley Fund. Other  portfolios  invest primarily in the
securities  markets  of  emerging  nations.  Investments  of this  type  involve
different  risks than  investments in more  established  economies,  and will be
affected by greater  volatility of currency  exchange rates and overall economic
and political  factors.  Such portfolios include the Emerging Markets Equity and
Asian Equity  Portfolios of the Morgan Stanley Fund. The Emerging Markets Equity
Portfolio may also invest in non-investment grade, high risk debt securities and
securities of Russian  companies.  Investment  in Russian  companies may involve
risks  associated with that nation's system of share  registration  and custody.
Securities of non-U.S.  issuers (including issuers in emerging nations) may also
be purchased by each of the  portfolios  of the MFS Trust and the Global  Equity
Portfolio of the Morgan  Stanley  Fund.  Investments  acquired by the U.S.  Real
Estate  Portfolio  of the  Morgan  Stanley  Fund  may be  subject  to the  risks
associated  with the direct  ownership of real estate and direct  investments in
real estate investment  trusts.  Further  information about the risks associated
with  investments  in each of the  Funds  and  their  respective  portfolios  is
contained in the prospectus relating to that Fund. These prospectuses,  together
with this Prospectus, should be read carefully and retained.

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

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

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

                                                                APPLAUSE!     11
<PAGE>
<TABLE>
<CAPTION>
FIDELITY FUNDS

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


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

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

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

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

Asset Manager2             Equities (Growth, High Dividends, Utility),  bonds      Seeks to obtain high total return with reduced
                           (Government, Agency, Mortgage  backed,  Convertible     risk over the long term by allocating its assets
                           and Zero Coupon) and money  market  instruments.        among domestic and foreign stocks, bonds, and
                                                                                   short-term fixed-income securities.

Investment                 A portfolio of investment grade fixed-income            Seeks as high a level of current income as is
Grade Bond2                securities with a dollar weighted average maturity      consistent with the preservation of capital.
                           of less than ten years.

Asset Manager:             Focuses on stocks for high potential returns but also   Seeks to maximize total return by allocating its
Growth2                    purchases bonds and short-term instruments.             assets among foreign and domestic stocks, bonds,
                                                                                   short-term instruments and other investments.

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

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

         1 VIPF
         2 VIPF II

12     APPLAUSE!
<TABLE>
<CAPTION>
ALGER
AMERICAN FUND

PORTFOLIO                  INVESTMENT POLICIES                                      OBJECTIVE
<S>                       <C>                                                      <C>
Growth                     The  Portfolio  will  invest its assets in  companies    Seeks long-term capital appreciation.
                           whose securities are traded on domestic stock
                           exchanges or in the  over-the-counter market. Except
                           during temporary defensive periods, the Portfolio 
                           will invest at least 65% of its total assets in the
                           securities of companies that have a  total market
                           capitalization of $1 billion or greater.

Income and                 The  Portfolio  attempts  to  invest  100%  of its       Seeks to provide a high level of dividend
Growth                     assets, and except during temporary defensive            income to the extent consistent with prudent
                           periods, it is a fundamental policy of the Portfolio     investment management.  Capital appreciation
                           to invest, at least 65% of its total assets in           is a secondary objective of the Portfolio.
                           dividend paying equity securities.


Small Capitalization       Except during temporary defensive periods, the           Seeks long-term capital appreciation.
                           Portfolio invests at least 65% of its total assets in
                           equity securities of companies that, at the time of
                           purchase of the securities, have total market
                           capitalization within the range of companies
                           included in the Russell 2000 Growth Index or the S& P
                           SmallCap 600 Index, updated quarterly.  The Portfolio
                           may invest up to 35% of its total assets in equity
                           securities of  companies that, at the time of purchase,
                           have total market capitalization outside the range of
                           companies included in those Indexes and in excess of
                           that amount (up to 100% of its assets) during
                           temporary defensive periods.

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

MidCap Growth              Except during temporary defensive periods, the           Seeks long-term capital appreciation.
                           Portfolio invests at least 65% of its total assets in
                           equity securities of companies that, at the time of
                           purchase of the securities, have total market
                           capitalization within the range of companies included
                           in the S&P MidCap 400 Index, updated quarterly.
                           The S&P MidCap 400  Index is designed to track the
                           performance of medium capitalization companies.  The
                           Portfolio may invest up to 35% of its  total assets
                           in securities that, at the time of purchase, have
                           total market capitalization outside the range of
                           companies included in the S&P MidCap 400 Index and in
                           excess of that amount (up to 100% of its assets)
                           during temporary defensive periods.

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

                                                                APPLAUSE!     13
<PAGE>
MFS FUNDS
PORTFOLIO                  INVESTMENT POLICIES                                      OBJECTIVE

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

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

World Governments Series   At least  80%  normally  will be invested  in  debt      Seeks to provide long-term growth of capital and
                           securities.   May invest up to 100%  of  assets  in      future income.
                           foreign securities, including emerging market
                           securities.
<PAGE>
Research Series            Invests  in  common  stocks or securities convertible    Seeks to provide long-term growth of capital
                           into common  stocks of companies believed to possess     and future income.
                           better than average prospects for long-term  growth.
                           Up to 10% may be invested in  non-investment
                           grade  debt;  up to 20% may be  invested  in  foreign
                           securities (including emerging market issues.)

Growth With Income Series  At least 65% will  normally  be  invested  in common     Seeks to provide reasonable current income and
                           stocks or  securities convertible into common stocks     long-term growth of capital and income.
                           of companies  believed to have  long-term prospects
                           for growth and  income. Expects  to  invest not  more
                           than 15% in foreign securities (including emerging
                           market issues.)

</TABLE>
<TABLE>
<CAPTION>
MORGAN STANLEY
FUNDS

PORTFOLIO                  INVESTMENT POLICIES                                      OBJECTIVE
<S>                       <C>                                                      <C>
Emerging Markets Equity    Invests primarily in equity securities of emerging       Long-term capital appreciation.
                           market country issuers with a focus on those countries
                           whose economies the portfolio's adviser believes to
                           be developing strongly and in which markets are
                           becoming more sophisticated.

Global Equity              Invests  primarily  in equity  securities  of            Long-term capital appreciation.
                           issuers throughout the world, including  U.S.
                           issuers and emerging market countries, using an
                           approach that is oriented to the selection of
                           individual stocks that the portfolio's adviser
                           believes are undervalued.

International Magnum       Invests  primarily  in equity  securities  of            Long-term capital appreciation.
                           non-U.S. issuers, generally in accordance with
                           weightings determined by the portfolio's adviser, in
                           countries comprising the Morgan Stanley Capital
                           International Europe, Australia, Far East Index,
                           commonly known as the "EAFE Index."

Asian Equity               Invests  primarily  in equity  securities  of            Long-term capital appreciation.
                           Asian   issuers,    excluding Japan, using an
                           approach that is oriented  to the  selection  of
                           individual stocks believed  by  the portfolio's
                           adviser to be undervalued.

U.S. Real Estate           Invests primarily in equity securities of companies      Above-average current income and long
                           primarily engaged in the U.S. real estate industry,      term capital appreciation.
                           including real estate investment trusts.
</TABLE>

14     APPLAUSE!
<PAGE>
FUND EXPENSE SUMMARY

The  information  shown below relating to the Funds was provided to AVLIC by the
Funds and AVLIC has not  independently  verified such  information.  Each of the
Funds is managed by an investment  advisory  organization that is not affiliated
with AVLIC. Each such organization is entitled to receive a fee for its services
based on the  value of the  relevant  portfolio's  net  assets.  The  amount  of
expenses,  including  the asset based  advisory fee referred to above,  borne by
each portfolio for the fiscal year ended December 31, 1996, was as follows:

<TABLE>
<CAPTION>

PORTFOLIO                      INVESTMENT ADVISORY AND              OTHER EXPENSES                     TOTAL
                                     MANAGEMENT

                            Figures presented may reflect     Figures presented may reflect    Figures presented
                                expense reimbursement         expense reimbursement            may reflect expense
                                                                                                  reimbursement
<S>                                   <C>                                <C>                          <C>
FIDELITY
Money Market                           .21%                               .09%                         .30%
Equity-Income                          .51%                               .05%                         .56%(1)
Growth                                 .61%                               .06%                         .67%(1)
High Income                            .59%                               .12%                         .71%
Overseas                               .76%                               .16%                         .92%(1)
Asset Manager                          .64%                               .09%                         .73%(1)
Investment Grade Bond                  .45%                               .13%                         .58%
Asset Manager:  Growth                 .65%                               .20%                         .85%(1)
Index 500                              .13%                               .15%                         .28%(2)
Contrafund                             .61%                               .10%                         .71%(1)

ALGER AMERICAN (3)
Growth                                 .75%                               .04%                          .79%
Income and Growth                     .625%                              .185%                          .81%
Small Capitalization                   .85%                               .03%                          .88%
Balanced                               .75%                               .39%                         1.14%
MidCap Growth                          .80%                               .04%                          .84%
Leveraged AllCap                       .85%                               .24%                         1.09%
</TABLE>
<TABLE>
<CAPTION>


PORTFOLIO                      INVESTMENT ADVISORY AND              OTHER EXPENSES                     TOTAL
                                     MANAGEMENT

                            Figures presented may reflect     Figures presented may reflect    Figures presented
                                expense reimbursement         expense reimbursement            may reflect expense
                                                                                                  reimbursement
<S>                                   <C>                                <C>                          <C>
MFS
Emerging Growth                        .75%                               .25%(4)                      1.00%(5)
Utilities                              .75%                               .25%(4)                      1.00%(5)
World Governments                      .75%                               .25%(4)                      1.00%(5)
Research                               .75%                               .25%(4)                      1.00%(5)
Growth With Income                     .75%                               .25%(4)                      1.00%(5)

MORGAN STANLEY
Emerging Markets Equity(6)            1.25%                               .50%                         1.75%
Global Equity(7)                       .80%                               .35%                         1.15%
International Magnum(7)                .80%                               .35%                         1.15%
Asian Equity(7)                        .80%                               .40%                         1.20%
U.S. Real Estate(7)                    .80%                               .30%                         1.10%
</TABLE>

                                                                 APPLAUSE!    15
<PAGE>
(1)      A portion of the brokerage  commissions that certain funds pay was used
         to reduce funds expenses. In addition,  certain funds have entered into
         arrangements  with their custodian and transfer agent whereby  interest
         earned on  uninvested  cash  balances was used to reduce  custodian and
         transfer agent expenses.  Without these reductions, the total operating
         expenses  presented in the table would have been .58% for Equity-Income
         Portfolio, .69% for Growth Portfolio, .93% for Overseas Portfolio, .74%
         for Asset Manager Portfolio,  .74% for Contrafund  Portfolio,  and .87%
         for Asset Manger: Growth Portfolio.

(2)      Fidelity  agreed  to  reimburse  a  portion  of Index  500  Portfolio's
         expenses  during the period.  Without  this  reimbursement,  the fund's
         management fee, other expenses and total expenses would have been .28%,
         .15% and .43% respectively, on an annualized basis.

(3)      Alger  Management  has agreed to reimburse the portfolios to the extent
         that the aggregate annual expenses (excluding interest, taxes, fees for
         brokerage  services and  extraordinary  expenses) exceed  respectively:
         Alger American Income and Growth, and Alger American  Balanced,  1.25%;
         Alger American  Small  Capitalization,  Alger  American  MidCap Growth,
         Alger American Leveraged All Cap, and the Alger American Growth, 1.50%.
         As long as the  expense  limitations  continue  for a  portfolio,  if a
         reimbursement  occurs,  it has the effect of lowering  the  portfolio's
         expense  ratio and  increasing  its  total return.   Included in "Other
         Expenses" of Leveraged AllCap is .03% of interest expense.

(4)      MFS  has  agreed  to  bear   expenses  for  each  series,   subject  to
         reimbursement  by each series,  such that each series "Other  Expenses"
         shall not  exceed  .25% of the  average  daily net assets of the series
         during the current fiscal year. Absent this expense arrangement, "Other
         Expenses" and "Total"  expenses would be .41% and 1.16%,  respectively,
         for the Emerging Growth Series; 2.00% and 2.75%, respectively,  for the
         Utilities  Series;  1.28%  and  2.03%,  respectively,   for  the  World
         Governments  Series;  .73% and 1.48%,  respectively,  for the  Research
         Series; and 1.32% and 2.07%,  respectively,  for the Growth With Income
         Series.

(5)      Each series has an expense offset arrangement which reduces the series'
         custodian  fee based upon the amount of cash  maintained  by the series
         with its custodian and dividend  disbursing  agent,  and may enter into
         other such  arrangements  and directed  brokerage  arrangements  (which
         would also have the effect of reducing the series' expenses).  Any such
         fee reductions are not reflected under "Other Expenses."

(6)      The fund's expenses were voluntarily  reduced by the fund's  investment
         adviser. Absent reimbursement,  the management fee, other expenses, and
         total expenses would have been 1.25%, 4.92%, and 6.17%, respectively.

(7)      This is an estimate of expenses for the fiscal year ending December 31,
         1997.  MSAM  has  agreed  to  a  reduction  in  management  fees and to
         reimburse  each  portfolio if necessary,  if such fees would  cause the
         total annual operating expenses to exceed the percentage indicated.

Expense  reimbursement  agreements  are expected to continue in future years but
may be terminated at any time. As long as the expense limitations continue for a
portfolio,  if a  reimbursement  occurs,  it has  the  effect  of  lowering  the
portfolio's expense ratio and increasing its total return.

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

ADDITION, DELETION OR SUBSTITUTION OF INVESTMENTS

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

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

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

16     APPLAUSE!
<PAGE>
The Policyowner will be notified of any material change in the investment policy
of any portfolio in which the Policyowner has an interest.

FIXED ACCOUNT

Policyowners may elect to allocate all or a portion of their premium payments to
the Fixed Account, and they may also transfer monies between the Account and the
Fixed Account. (See Transfers, page 23).

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

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


POLICY BENEFITS

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


PURPOSES OF THE POLICY

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

The  Policyowner  is not required to pay scheduled  premiums to keep a Policy in
force, but may, subject to certain limitations, vary the frequency and amount of
premium payments.  Moreover, the Policy allows a Policyowner to adjust the level
of death  benefits  payable  under the Policy  without  having to purchase a new
Policy by increasing (with evidence of insurability) or decreasing the Specified
Amount.  An increase in the Specified  Amount will increase the Guaranteed Death
Benefit and the Extended  Guaranteed  Death Benefit premium  required.  Thus, as
insurance  needs  or  financial  conditions  change,  the  Policyowner  has  the
flexibility to adjust life insurance benefits and vary premium payments.

The death benefit may, and the accumulation value will, vary with the investment
experience  of the  chosen  Subaccounts  of the  Account.  Thus the  Policyowner
benefits from any appreciation in value of the underlying  assets, but bears the
investment  risk of any  depreciation  in value.  As a result,  whether or not a
Policy  continues in force may depend in part upon the investment  experience of
the chosen  Subaccounts.  The failure to pay a planned periodic premium will not
necessarily  cause the  Policy to lapse,  but the  Policy  could  lapse  even if
planned  periodic  premiums  have  been  paid,  depending  upon  the  investment
experience of the Account.  AVLIC agrees to keep the Policy in force during  the
first three years and provide

                                                                 APPLAUSE!    17
<PAGE>
a Guaranteed Death Benefit during that period so long as the cumulative pro rata
monthly minimum Guaranteed Death Benefit premium is paid even though, in certain
instances,  the minimum  payment allowed by contract will not, after the payment
of monthly insurance and  administrative  charges,  generate positive  surrender
values during the first  several  policy  months.  AVLIC also offers an Extended
Guaranteed  Death  Benefit rider which extends this benefit to between 10 and 30
years depending upon the age of the insured at the date of issue.

DEATH BENEFIT PROCEEDS

As long as the Policy remains in force,  AVLIC will, upon satisfactory  proof of
the Insured's  death,  pay the death benefit  proceeds of a Policy in accordance
with the death benefit option in effect at the time of the Insured's  death. The
amount  of the  death  benefits  payable  will be  determined  at the end of the
valuation  period during which the Insured's death  occurred.  The death benefit
proceeds  may be paid in a lump sum or under one or more of the payment  options
set forth in the Policy. (See Payment Options, page 21).

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

DEATH BENEFIT OPTIONS

The Policy  provides two death  benefit  options,  unless the Extended  Maturity
Rider is in  effect,  and the  Policyowner  selects  one of the  options  in the
application.  The death  benefit under either option will never be less than the
current  Specified  Amount of the Policy as long as the Policy  remains in force
(see Policy Lapse and Reinstatement, page 26).

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

OPTION A.

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









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

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

18     APPLAUSE!
<PAGE>
OPTION B.


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











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

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

EXTENDED MATURITY

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

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

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

No charges will be imposed upon a change in death benefit option,  nor will such
a change  in and of  itself  result in an  immediate  change in the  amount of a
Policy's  accumulation value.  However, a change in the death benefit option may
affect the monthly  cost of insurance  charge since this charge  varies with the
net amount at risk, which is the amount by which the death benefit that would be
payable on a monthly activity date exceeds the accumulation  value on that date.
Changing from Option B to Option A will generally decrease in the future the net
amount at risk,  and  therefore  the cost of insurance  charges.  Changing  from
Option A to Option B  generally  will not  change a net  amount at risk.  Such a
change,  however,  will result in an increase in the cost of  insurance  charges
over time,  since the cost of insurance  rates  increase with the Insured's age.
If,  however,  the change was from  Option A to Option B, the cost of  insurance
rate  may be  different  for the  increased  death  benefit.  (See  Charges  and
Deductions, page 27 and Federal Tax Matters, page 34).

CHANGE IN  SPECIFIED  AMOUNT.  Subject to certain  limitations,  after the first
policy year, a Policyowner  may increase or decrease the  Specified  Amount of a
Policy.  A change in Specified  Amount may affect the cost of insurance rate and
the net  amount  at risk,  both of which  may  affect  a  Policyowner's  cost of
insurance charge and have Federal Tax consequences. (See Charges and Deductions,
page 27 and Federal Tax Matters, page 34).

Any increase or decrease in the  Specified  Amount will become  effective on the
monthly  activity date on or following the date a written request is approved by
AVLIC.  The  Specified  Amount of a Policy may be changed only once per year and
AVLIC  may limit the size of a change in a policy  year.  The  Specified  Amount
remaining in force after any requested decrease may not be less than $35,000. In
addition,  if following the decrease in Specified  Amount,  the Policy would not
comply with the


                                                                APPLAUSE!     19
<PAGE>
maximum premium limitations required by Federal Tax Law (See Premiums, page 25),
the  decrease  may be  limited  or  accumulation  value may be  returned  to the
Policyowner at the Policyowner's election, to the extent necessary to meet these
requirements.

Increases in the  Specified  Amount will be allowed after the first policy year.
For an increase in the Specified Amount, a written supplemental application must
be  submitted.  AVLIC may also  require  additional  evidence  of  insurability.
Although  an increase  need not  necessarily  be  accompanied  by an  additional
premium,  in certain cases an additional  premium will be required to effect the
requested increase.  (See Premiums upon Increases in Specified Amount, page 26).
The minimum amount of any increase is $25,000, and an increase cannot be made if
the Insured's  attained age is over 75. An increase in the Specified Amount will
result  in  certain  increased   charges,   which  will  be  deducted  from  the
accumulation  value of the Policy on each monthly  activity date. An increase in
the Specified  Amount may also increase  surrender  charges.  An increase in the
Specified  Amount during the time the Guaranteed and Extended  Guaranteed  Death
Benefit  provision or rider are in effect will increase the  respective  premium
requirements. (See Charges and Deductions, page 27).


METHODS OF AFFECTING INSURANCE PROTECTION

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

DURATION OF THE POLICY

The duration of the Policy generally  depends upon the  accumulation  value. The
Policy will remain in force so long as the surrender  value is sufficient to pay
the monthly  deduction.  (See Charges from Accumulation  Value, page 28). Where,
however,  the surrender value is  insufficient to pay the monthly  deduction and
the grace period expires  without an adequate  payment by the  policyowner,  the
Policy  will  lapse  and  terminate   without  value.   (See  Policy  Lapse  and
Reinstatement,  page 26).  AVLIC  agrees to keep the policy in force  during the
first  three  years  and  provide  a  Guaranteed  Death  Benefit  so long as the
cumulative pro rata monthly  minimum  Guaranteed  Death Benefit premium is paid.
AVLIC also offers an Extended  Guaranteed Death Benefit rider which extends this
benefit up to 30 years. (See Additional Insurance Benefits, page 31)


ACCUMULATION VALUE

The Policy's accumulation value in the Account or the Fixed Account will reflect
the investment performance of the chosen Subaccounts of the Account or the Fixed
Account,  the net  premiums  paid,  any  partial  withdrawals,  and the  charges
assessed in connection with the Policy.  A Policyowner may at any time surrender
the Policy and receive the Policy's surrender value. (See Surrenders,  page 23).
There is no guaranteed minimum accumulation value.

DETERMINATION OF ACCUMULATION  VALUE.  Accumulation  value is determined on each
valuation date. On the policy issue date, the accumulation value in a Subaccount
will equal the portion of any net premium  allocated to the Subaccount,  reduced
by the portion of the first  monthly  deductions  allocated to that  Subaccount.
(See Allocation of Premiums and Accumulation  Value,  page 26).  Thereafter,  on
each valuation date, the accumulation value of a Policy will equal:

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

(b)  The value of the Fixed Account; plus

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

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

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

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

(g)  Any federal or state income taxes charged against the accumulation value.


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

THE UNIT  VALUE.  The unit  value of each  Subaccount  reflects  the  investment
performance  of that  Subaccount.  The unit  value of each  Subaccount  shall be
calculated by (i) multiplying the per share net asset value of the corresponding
Fund  portfolio  on the  valuation  date times the number of shares  held by the
Subaccount,  before the purchase or redemption of any shares on that date; minus
(ii) a charge not  exceeding  an annual rate of .90% for  mortality  and expense
risk;  and (iii)  dividing  the result by the total  number of units held in the
Subaccount on the valuation date, before the purchase or redemption of any units
on that date. (See Daily Charges Against the Account, page 30).

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

BENEFITS AT MATURITY

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


PAYMENT OF POLICY BENEFITS

Death benefit  proceeds  under the Policy will usually be paid within seven days
after AVLIC receives  Satisfactory  Proof of Death.  Accumulation value benefits
will  ordinarily  be paid  within  seven days of  receipt of a written  request.
Payments  may be  postponed  in  certain  circumstances.  (See  Postponement  of
Payments,  page 31). The  Policyowner  may decide the form in which the benefits
will be paid. During the Insured's lifetime, the Policyowner may arrange for the
death  benefit  proceeds  to be paid in a lump sum or  under  one or more of the
optional methods of payment described below. Changes must be in writing and will
revoke all prior  elections.  These choices are also  available if the Policy is
surrendered or matures. If no election is made, AVLIC will pay the benefits in a
lump sum.  When death  benefits are payable in a lump sum and no election for an
optional  method  of  payment  is in force  at the  death  of the  Insured,  the
beneficiary may select one or more of the optional methods of payment.  Further,
if the Policy is assigned, any amounts due to the assignee will first be paid in
one sum. The  balance,  if any, may be applied  under any payment  option.  Once
payments have begun, the payment option may not be changed.

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

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

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

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

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

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


                                                                 APPLAUSE!    21
<PAGE>
As an alternative to the above payment options,  the proceeds may be paid in any
other manner  approved by AVLIC.  Further,  one of AVLIC's  affiliates  may make
payments under the above payment options.  If an affiliate makes the payment, it
will do so according to the request of the  Policyowner  using the rules set out
above.


POLICY RIGHTS

LOAN BENEFITS

LOAN PRIVILEGES.  After the first policy anniversary, the Policyowner may borrow
up to 90% of the accumulation  value less any surrender  charges and any accrued
expenses as of the date of the policy loan at regular and, as  described  below,
reduced loan  interest  rates.  Loans usually are funded within seven days after
receipt  of a written  request.  The loan may be  repaid  at any time  while the
Insured is living,  prior to the maturity date.  Policyowners  in certain states
may borrow 100% of the  surrender  value  after  deducting  interest  and policy
charges for the remainder of the policy year.  Loans may have a tax consequence.
(See Federal Tax Matters, page 34).

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

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

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

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

OUTSTANDING  POLICY DEBT.  The  outstanding  policy debt equals the total of all
policy loans and accrued  interest on policy  loans.  If the policy debt exceeds
the accumulation  value less any surrender charge and any accrued expenses,  the
Policyowner  must pay the excess.  AVLIC will send a notice of the amount  which
must be paid. If the Policyowner  does not make the required  payment within the
61 days after AVLIC sends the notice,  the Policy will terminate  without value.
Should the policy lapse while policy  loans are  outstanding  the portion of the
loans  attributable to earnings will become taxable. A policyowner may lower the
risk of a policy lapsing while loans are  outstanding as a result of a reduction
in the market value of investments in the various  subaccounts by investing in a
diversified group of lower risk investment  portfolios  and/or  transferring the
funds to the fixed account and receiving a guaranteed  rate of return.  Should a
substantial  reduction  be  experienced,  the  policyowner  may  need  to  lower
anticipated   withdrawals  and  loans,  repay  loans,  make  additional  premium
payments,  or take other action to avoid policy lapse. A lapsed Policy may later
be reinstated. (See Policy Lapse and Reinstatement, page 26).

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


SURRENDERS

At any time during the lifetime of the Insured and prior to the  maturity  date,
the  Policyowner  may  partially  withdraw  or totally  surrender  the Policy by
sending a written  request to AVLIC.  The amount  available for surrender is the
surrender  value at the end of the  valuation  period during which the surrender
request is received at AVLIC's Home Office.  Surrenders  will  generally be paid
within  seven days of receipt  of the  written  request.  (See  Postponement  of
Payments, page 31). Surrenders may have tax consequences.  (See Tax Treatment of
Policy Proceeds, page 35).

TOTAL SURRENDERS. If the Policy is being totally surrendered,  the Policy itself
must be returned to AVLIC along with the request.  AVLIC will pay the  surrender
value.  Coverage  under  the  Policy  will  terminate  as of the date of a total
surrender.  A  Policyowner  may elect to have the  amount  paid in a lump sum or
under a payment option. (See Payment Options, page 21).


PARTIAL WITHDRAWALS

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

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

The Death  Benefit will be reduced by the amount of any partial  withdrawal  and
may affect the way in which the cost of insurance  charge is calculated  and the
amount of pure insurance  protection under the Policy.  (See Monthly Deduction -
Cost  of  Insurance,  page  28;  Death  Benefit  Options-Methods  of  Affecting
Insurance  Protection,  page 20). If Option B is in effect, the Specified Amount
will not change, but the accumulation value will be reduced.

The Specified  Amount  remaining in force after a partial  withdrawal may not be
less than $35,000.  Any request for a partial  withdrawal  that would reduce the
Specified Amount below this amount will not be implemented.  A fee not to exceed
the lesser of $50.00 or 2% of the amount withdrawn is deducted from each partial
withdrawal amount paid. Currently,  the charge is the lesser of $25 or 2% of the
amount withdrawn. (See Partial Withdrawal Charge, page 30).


TRANSFERS

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

The first fifteen  transfers  per policy year will be permitted  free of charge.
Thereafter, a transfer charge of $10 may be imposed each additional time amounts
are  transferred.  This charge will be  deducted  pro rata from each  Subaccount
(and, if applicable,  the Fixed  Account) in which the  Policyowner is invested.
(See  Transfer  Charge,  page 29).  Transfers  resulting  from  policy  loans or
exercise of the exchange  privilege will not be subject to a transfer charge and
will not be counted  towards the fifteen free  transfers per policy year.  AVLIC
may at any time revoke or modify the transfer  privilege,  including the minimum
amount transferable.

The privilege to initiate  transactions  by telephone  will be made available to
Policyowners  automatically.  AVLIC will employ reasonable procedures to confirm
that  instructions  communicated  by telephone are genuine,  and if it does not,
AVLIC  may

                                                                APPLAUSE!     23
<PAGE>
be liable for any losses due to  unauthorized  or fraudulent  instructions.  The
procedures AVLIC follows for transactions  initiated by telephone  include,  but
are not limited to,  requiring the  Policyowner  to provide the policy number at
the  time  of  giving  transfer  instructions;  AVLIC's  tape  recording  of all
telephone  transfer  instructions;  and the  provision,  by  AVLIC,  of  written
confirmation of telephone transactions.

Transfers  may  be  subject  to  additional  restrictions  at  the  fund  level.
Specifically,  fund managers may have the right to refuse  sales,  or suspend or
terminate the offering of portfolio  shares,  if they determine that such action
is necessary in the best interests of the  portfolio's  shareholders.  If a fund
manager  refuses a transfer  for any reason,  the  transfer will not be allowed.
AVLIC will not be able to process the transfer if the fund manager refuses.

SYSTEMATIC PROGRAMS

AVLIC  may  offer  systematic   programs  as  discussed   below.   Transfers  of
Accumulation   Value  made  pursuant  to  these  programs  will  be  counted  in
determining  whether the  transfer  fee applies.  Lower  minimum  amounts may be
allowed to transfer as part of a systematic program. There is no separate charge
for  participation  in these  programs at this time.  All other normal  transfer
restrictions,  as described  above,  apply. The Fixed Account can not be used in
any systematic program.

PORTFOLIO  REBALANCING.  Under the Portfolio  Rebalancing program, the Owner can
instruct  AVLIC to  allocate  Accumulation  Value among the  Subaccounts  of the
Account,  on a systematic  basis,  in accordance  with  allocation  instructions
specified by the Owner.

DOLLAR COST AVERAGING.  Under the Dollar Cost Averaging  program,  the owner can
instruct AVLIC to automatically transfer, on a systematic basis, a predetermined
amount or  percentage  specified  by the Owner  from any one  Subaccount  to any
Subaccount(s) of the Separate Account.

EARNINGS SWEEP. Permits systematic redistribution of earnings among Subaccounts.

The Owner can request  participation  in the available  programs when purchasing
the Policy or at a later date. The Owner can change the allocation percentage or
discontinue  any program by sending  written  notice or calling the Home Office.
Other  scheduled  programs may be made  available.  AVLIC  reserves the right to
modify,  suspend or  terminate  such  programs  at any time.  Use of  Systematic
Programs may not be advantageous, and does not guarantee success.


REFUND PRIVILEGE

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

To cancel the Policy,  the Policyowner should mail or deliver it to AVLIC at the
Home Office.  A refund of premiums  paid by check may be delayed until the check
has cleared the Policyowner's bank. (See Postponement of Payments, page 31).


EXCHANGE PRIVILEGE

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

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


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

PAYMENT AND ALLOCATION OF PREMIUMS

ISSUANCE OF A POLICY

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

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

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

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


PREMIUMS

No insurance will take effect before the initial premium is received by AVLIC in
Federal  Funds.  The  initial  premium  must be at least  1/12 of the first year
Guaranteed Death Benefit Premium,  including any riders and any substandard risk
adjustment,  times the number of months  between  the policy  date and the issue
date,  plus one.  Subsequent  premiums are payable at AVLIC's  Home Office.  The
Directors and employees of AVLIC and its  affiliates may purchase this Policy in
transactions  that involve  lower sales costs to AVLIC.  In those  instances the
initial sales load, the contingent  deferred sales load,  and/or initial premium
may be  lowered.  In no event will this be  permitted  where it will be unfairly
discriminatory to any person. Subject to certain limitations,  a Policyowner has
flexibility in determining the frequency and amount of premiums. However, unless
the Policyowner has paid sufficient  premiums to pay the cost of insurance,  the
monthly maintenance and mortality and expense risk charges,  the Policy may have
a zero  surrender  value and  lapse.  AVLIC  agrees to keep the  Policy in force
during the first three years and provide a Guaranteed  Death  Benefit so long as
the cumulative prorated monthly minimum Guaranteed Death Benefit Premium is paid
even though,  in certain  instances,  these minimum premiums will not, after the
payment of monthly  insurance  and  administrative  charges,  generate  positive
surrender  values during the first several policy  months.  AVLIC also offers an
Extended  Guaranteed  Death  Benefit  rider which  extends this benefit up to 30
years. (See Additional Insurance Benefits (Riders), page 31).

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

                                                                APPLAUSE!     25
<PAGE>
amount and frequency of premiums paid. AVLIC does reserve the right to limit the
number and amount of additional or unscheduled premium payments.

Policyowners  can also  change the  frequency  and  amount of  planned  periodic
premiums  by  sending a  written  request  to the Home  Office,  although  AVLIC
reserves the right to limit any increase.  Premium  payment notices will be sent
annually,  semi-annually  or  quarterly,  depending  upon the  frequency  of the
planned periodic  premiums.  Payment of the planned  periodic  premiums does not
guarantee that the Policy  remains in force unless the Guaranteed  Death Benefit
provision  and/or the  Extended  Guaranteed  Death  Benefit  Rider is in effect.
Instead,  the duration of the Policy depends upon the Policy's  surrender value.
(See Duration of the Policy,  page 20).  Unless the Guaranteed  Death Benefit or
Extended  Guaranteed  Death Benefit  provisions  are in effect,  even if planned
periodic  premiums are paid by the  Policyowner,  the Policy will lapse any time
surrender  value is insufficient  to pay certain  monthly  charges,  and a grace
period   expires   without  a   sufficient   payment.   (See  Policy  Lapse  and
Reinstatement, page 26).

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

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

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


ALLOCATION OF PREMIUMS AND ACCUMULATION VALUE

ALLOCATION OF NET PREMIUMS.  In the  application  for a Policy,  the Policyowner
allocates net premiums to one or more  Subaccounts  of the Account and/or to the
Fixed Account. Allocations must be whole number percentages and must total 100%.
The  allocation  for  future  net  premiums  may be  changed  without  charge by
providing  proper  notification to the Home Office.  If there is any outstanding
policy debt at the time of a payment,  AVLIC will treat the payment as a premium
payment unless otherwise instructed in proper written notice.

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

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


POLICY LAPSE AND REINSTATEMENT

LAPSE.  Unlike  conventional  life  insurance  policies,  the  failure to make a
planned  periodic  premium  payment  will not itself  cause the Policy to lapse.
Lapse will occur when the  surrender  value (the  accumulation  value less debt,
deferred  sales and  administrative  charges,  and accrued  expense  charges) is
insufficient to cover the monthly deduction and a grace period expires without a
sufficient  payment  unless the Guaranteed  Death Benefit  provision or Extended
Death Benefit rider are in

26     APPLAUSE!
<PAGE>
effect.  The grace period is 61 days from the date AVLIC mails a notice that the
grace period has begun.  AVLIC will notify the  Policyowner  at the beginning of
the grace period by mail addressed to the last known address on file with AVLIC.
The  notice  will  specify  the  premium  required  to keep the Policy in force.
Failure to pay the required  amount within the grace period will result in lapse
of the Policy. If the Insured dies during the grace period,  any overdue monthly
deductions and outstanding policy debt will be deducted from the proceeds.

If the  surrender  value is  insufficient  to cover the monthly  deduction,  the
policyowner  must pay a premium during the grace period  sufficient to cover the
monthly  deductions  and  premium  charges  for the three  policy  months  after
commencement  of the grace period to avoid lapse.  (See Charges and  Deductions,
page 27).

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

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

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

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

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

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

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

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

The amount of accumulation  value on the date of reinstatement  will be equal to
the amount of the surrender value on the date of lapse, increased by the premium
paid at  reinstatement,  less the premium  charges and the amounts stated above,
plus that part of the deferred sales load (i.e.,  surrender  charge) which would
apply if the Policy  were  surrendered  on the date of  reinstatement.  The last
addition to the  accumulation  value is designed  to avoid  duplicate  surrender
charges.  The original  policy date, and the dates of increases in the Specified
Amount (if  applicable),  will be used for purposes of calculating the surrender
charge.  If any policy  debt was  reinstated,  that debt will be held in AVLIC's
General Account.  Accumulation value calculations will then proceed as described
under "Accumulation Value" on page 20.

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.

DEDUCTIONS FROM PREMIUM PAYMENT

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


                                                                APPLAUSE!     27
<PAGE>
There are two types of sales loads under the Policy.  The first, just described,
is the front-end  sales load,  which will be deducted from each premium  payment
upon  receipt  prior to  allocation  of net  premium to the Account or the Fixed
Account.  The  second,  a  contingent  deferred  sales load which is part of the
surrender  charge,  will reduce the assets in the Account and the Fixed  Account
attributable  to the Policy in the event of surrender if surrendered  before the
15th policy year.

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

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


CHARGES FROM ACCUMULATION VALUE

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

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

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

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

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

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

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 

28     APPLAUSE!
<PAGE>
in the standard  rate class will have a lower cost of insurance  than an Insured
in a rate class with higher  mortality risks. If a Policy is rated at issue with
a tabular extra rating, the guaranteed rate is a multiple of the guaranteed rate
for a standard issue.  This multiple factor is shown in the Schedule of Benefits
in the Policy, and may be from 1.5 to 5 times the guaranteed rate for a standard
issue.

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


SURRENDER CHARGE

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

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

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

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

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

</TABLE>

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

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

TRANSFER CHARGE. A transfer charge of $10.00 (guaranteed not to increase) may be
imposed for each  additional  transfer among the  Subaccounts  after fifteen per
policy year to compensate  AVLIC for the costs of effecting the transfer.  Since
the charge  reimburses  AVLIC for the cost of effecting the transfer only, AVLIC
does not expect to make any profit from the transfer charge. This charge will be
deducted pro rata from each Subaccount  (and, if applicable,  the Fixed Account)
in which 

                                                                 APPLAUSE!    29
<PAGE>
the  Policyowner  is  invested.  The  transfer  charge  will not be  imposed  on
transfers  that occur as a result of policy  loans or the  exercise  of exchange
rights.

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


DAILY CHARGES AGAINST THE ACCOUNT

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

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

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

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

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

TAXES.  Currently,  no charge is made against the Account for federal,  state or
local  income  taxes.  AVLIC may,  however,  make such a charge in the future if
income or gains within the Account will incur any  federal,  or any  significant
state or local  income  tax  liability,  or if the  federal,  state or local tax
treatment of AVLIC  changes.  Charges for such taxes,  if any, would be deducted
from the Account and/or the Fixed Account. (See Federal Tax Matters, page 34).


GENERAL PROVISIONS

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

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

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


30     APPLAUSE!
<PAGE>
CHANGE OF  BENEFICIARY.  The Policyowner  may change the  beneficiary by written
request at any time during the Insured's  lifetime unless otherwise  provided in
the previous  designation of beneficiary.  The change will take effect as of the
date the change is recorded at the Home Office. AVLIC will not be liable for any
payment made or action taken before the change is recorded.

CHANGE OF OWNER OR  ASSIGNMENT.  In order to change  the owner of the  Policy or
assign  Policy  rights,  an assignment of the Policy must be made in writing and
filed with AVLIC at its Home Office.  The change will take effect as of the date
the change is recorded at the Home Office,  and AVLIC will not be liable for any
payment made or action taken before the change is recorded.  Payment of proceeds
is subject to the rights of any assignee of record.  A collateral assignment is
not a change of ownership.

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

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

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

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

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

ADDITIONAL INSURANCE BENEFITS (RIDERS). Subject to certain requirements,  one or
more of the following  additional insurance benefits may be added to a Policy by
rider.  All  riders  are not  available  in all  states.  The cost,  if any,  of
additional insurance benefits will be deducted as part of the monthly deduction.
(See Charges From Accumulation Value - Monthly Deduction, page 28).

ACCELERATED  BENEFIT RIDER FOR TERMINAL  ILLNESS (LIVING  BENEFIT  RIDER).  Upon
satisfactory  proof of terminal illness after the two-year  contestable  period,
(no waiting period in certain states) AVLIC will accelerate the payment of up to
50% of the lowest  scheduled  death  benefit as provided by eligible  coverages,
less an amount up to two guideline  level premiums.  Future premium  allocations
after the payment of the benefit must be allocated to the Fixed Account. Payment
will not be made for  amounts  less than  $4,000 or more  than  $250,000  on all
policies issued by AVLIC or its affiliates. AVLIC may charge the lesser of 2% of
the benefit or $50 as a withdrawal charge to cover the costs of administration.

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


                                                                APPLAUSE!     31
<PAGE>
The accelerated benefit first will be used to repay any outstanding policy loans
and  unpaid  loan  interest,   and  will  also  affect  future  loans,   partial
withdrawals,  and surrenders.  The accelerated benefit will be treated as a lien
against the policy death  benefit and will thus reduce the  proceeds  payable on
the death of the Insured. There is no extra premium for this rider.

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

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

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

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

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

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

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

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

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

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

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

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

The  Internal  Revenue  Service  has  not  issued  a  ruling  regarding  the tax
consequences  of this rider.

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


EXCHANGE OFFER

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

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

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

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

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

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

                       Old Policy                 New Policy
                  ----------------------     -----------------------------------

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

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

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

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

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


                                                                APPLAUSE!     33
<PAGE>
DISTRIBUTION OF THE POLICIES

Ameritas  Investment Corp.  ("Investment  Corp."), a wholly-owned  subsidiary of
AMAL Corporation 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. In 1996,  Investment Corp. received gross variable universal
life compensation of $10,227,584,  and retained  $376,122 in underwriting  fees,
and $3,222 in brokerage commissions on AVLIC's variable universal life policies.

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

FEDERAL TAX MATTERS

The following  discussion  provides a general  description of the federal income
tax  considerations  associated  with the  Policy  and does  not  purport  to be
complete or cover all situations. This discussion is not intended as tax advice.
No attempt has been made to consider in detail any applicable state or other tax
(except  premium taxes,  see discussion  "Premium  Taxes," page 28 ) laws.  This
discussion is based upon AVLIC's  understanding of the relevant laws at the time
of filing.  Counsel and other  competent  advisors  should be consulted for more
complete information before a Policy is purchased. AVLIC makes no representation
as to the likelihood of the  continuation of present federal income tax laws nor
of the  interpretations  by the Internal Revenue  Service.  Federal tax laws are
subject to change  and thus tax  consequences  to the  Insured,  Policyowner  or
Beneficiary may be altered.

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

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

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

(b)  TAX STATUS OF THE POLICY. The Code (section 7702)includes a definition of a
     life insurance contract for federal tax purposes, which places  limitations
     on  the  amount  of  premiums  that  may  be  paid  for  the Policy and the
     relationship of the accumulation value to the death benefit. AVLIC believes
     that  the  Policy  meets  the  statutory   definition  of  a life insurance
     contract.  If the  death  benefit of  a Policy is changed,  the  applicable
     definitional limitations may change. In the case of a decrease in the death
     benefit, a  partial  surrender, a change in  Death  Benefit  option, 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 

34     APPLAUSE!
<PAGE>
     limitations on premiums  and  accumulation  values, such distributions will
     be taxable as ordinary income to the Policyowner (to the extent of any gain
     in the Policy) as prescribed in Section 7702.

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

     Certain  benefits  the  Insured may elect under this Policy may be material
     changes  affecting the 7-pay premium test.  These include  changes in death
     benefits  and  changes in the  policy  amount.  Should the Policy  become a
     "modified  endowment  contract"  partial or full  surrenders,  assignments,
     pledges,  and loans (including loans to pay loan interest) under the Policy
     will be taxable to the extent of any gain under the  Policy.  A 10% penalty
     tax also applies to the taxable  portion of any  distribution  prior to the
     Insured's  age 59 1/2. The 10% penalty tax does not apply if the Insured is
     disabled as defined  under the Code or if the  distribution  is paid out in
     the form of a life annuity on the life of the Insured or the joint lives of
     the Insured  and  beneficiary.  One may avoid a Policy  becoming a modified
     endowment contract by, among other things, not making excessive payments or
     reducing  benefits.  Should one deposit excessive  premiums during a policy
     year, that portion that is returned by the insurance company within 60 days
     after the policy  anniversary  will reduce the  premiums  paid to avoid the
     Policy becoming a modified endowment contract. A Policyowner should contact
     a competent tax professional  before paying  additional  premiums or making
     other  changes to the Policy to determine  whether such payments or changes
     would cause the Policy to 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 Funds, intends to comply with the diversification
     requirements  prescribed  by the Treasury in  regulations  published in the
     Federal  Register on March 2, 1989,  which affect how the Fund's assets may
     be invested.

     AVLIC does not have control over the Funds or their  investments.  However,
     AVLIC  believes  that the Funds will be  operated  in  compliance  with the
     diversification  requirements  of the Internal  Revenue Code.  Thus,  AVLIC
     believes that the Policy will be treated as a life  insurance  contract for
     federal tax purposes.

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

     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 prior to the original maturity date will be excludable from
     the gross income of the beneficiary under Section 101(a)(1) of the Code and
     the  Policyowner  will not be deemed to be in  constructive  receipt of the
     accumulation value under the Policy until its actual surrender. However, in
     the event of certain cash distributions under the Policy resulting from any
     change which reduces  future  benefits under the Policy,  the  distribution
     will be taxed in whole or in part as ordinary income (to the extent of gain
     in the Policy). See discussion above, "Tax Status of the Policy."

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

     Except for Policies  with respect to a limited  number of key persons of an
     employer  (both as defined in the Internal  Revenue  Code),  and subject to
     applicable  interest  rate  caps,  the  Health  Insurance  Portability  and
     Accountability  Act 

                                                                APPLAUSE!     35
<PAGE>
     of 1996 (the "Health  Insurance Act") generally repeals  the  deduction for
     interest  paid  or  accrued  after October 13, 1995 on loans from corporate
     owned life insurance  Policies.  Certain  transitional rules   for existing
     indebtedness  are included in the Health  Insurance  Act. The  transitional
     rules include a phase-out of the  deduction for  indebtedness  incurred (1)
     before  January 1, 1996,  (or) (2)  before January 1, 1997, for    Policies
     entered  into in 1994 or  1995.  The  phase-out  of the  interest   expense
     deduction occurs over  a  transition  period  between  October 13, 1995 and
     January 1, 1999.   There  is  also  a special  rule for  pre-June  21, 1986
     Policies.  Policyowners  should consult a competent tax advisor  concerning
     the tax implications of these changes for their Policies.

     The right to exchange  the Policy for a flexible  premium  adjustable  life
     insurance  policy (See  Exchange  Privilege,  page 24), the right to change
     owners (See General  Provisions,  page 30), and the  provision  for partial
     withdrawals (See Surrenders,  page 23) may have tax consequences  depending
     on the circumstances of such exchange, change, or withdrawal. Upon complete
     surrender or when maturity  benefits are paid, if the amount  received plus
     any outstanding policy debt exceeds the  total premiums paid (the "basis"),
     that  are  not  treated  as  previously  withdrawn  by the Policyowner, the
     excess generally will be taxed as ordinary income.

     Federal  estate  and  state and local  estate,  inheritance,  and other tax
     consequences   of  ownership  or  receipt  of  Policy  proceeds  depend  on
     applicable law and the circumstances of each Policyowner or beneficiary. In
     addition, if the Policy is used in connection with tax-qualified retirement
     plans,  certain  limitations  prescribed  by the Service on, and rules with
     respect to the taxation of, life insurance protection provided through such
     plans may apply.


SAFEKEEPING OF THE ACCOUNT'S ASSETS

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

THIRD PARTY SERVICES

AVLIC is aware that  certain  third  parties are offering  investment  advisory,
asset  allocation,  money  management and timing services in connection with the
contracts.  AVLIC does not engage any such third  parties to offer such services
of any type. In certain cases,  AVLIC has agreed to honor transfer  instructions
from  such  services  where  it  has  received  powers  of  attorney,  in a form
acceptable to it, from the contract owners  participating in the service.  Firms
or  persons  offering  such  services  do  so  independently   from  any  agency
relationship they may have with AVLIC for the sale of contracts.  AVLIC takes no
responsibility  for the  investment  allocations  and transfers  transacted on a
contract  owner's  behalf by such  third  parties or any  investment  allocation
recommendations made by such parties.  Contract owners should be aware that fees
paid for such  services  are  separate  and in  addition  to fees paid under the
contracts.


VOTING RIGHTS

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

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

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

STATE REGULATION OF AVLIC

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

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


EXECUTIVE OFFICERS AND DIRECTORS OF AVLIC

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

LAWRENCE J.  ARTH, DIRECTOR, CHAIRMAN OF THE BOARD, PRESIDENT, AND CHIEF
EXECUTIVE OFFICER*
Director,  Chairman of the Board,  and Chief  Executive  Officer:  ALIC**;  also
serves as officer and/or  director of other  subsidiaries  and/or  affiliates of
ALIC.

KENNETH C.  LOUIS, DIRECTOR, EXECUTIVE VICE PRESIDENT*
Director,  President and Chief Operating  Officer:  ALIC; also serves as officer
and/or director of other subsidiaries and/or affiliates of ALIC.

ROBERT W. BUSH, DIRECTOR, SENIOR VICE PRESIDENT VARIABLE OPERATIONS AND
ADMINISTRATION*
Executive  Vice  President-Individual  Insurance:  ALIC;  also serves as officer
and/or director of other  subsidiaries  and/or  affiliates of ALIC;  Senior Vice
President,  CUNA Mutual Insurance Group;  also served as officer and/or director
of other subsidiaries and/or affiliates of CUNA.

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

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

THOMAS C. GODLASKY, DIRECTOR****
Executive Vice  President and Chief  Investment  Officer:  AmerUs Life Holdings,
Inc.;  Executive  Vice  President  and Chief  Investment  Officer:  AmerUs  Life
Insurance Company (f.k.a. American Mutual Life Insurance Company); Manager-Fixed
Income  and  Derivatives  Department:  Providian  Corporation;  also  serves  as
director of an affiliate  of AVLIC;  also serves as officer  and/or  director of
other affiliates of AmerUs Life Insurance Company.

JOSEPH K.  HAGGERTY,  ASSISTANT  GENERAL  COUNSEL****
Senior Vice President and General Counsel:  AmerUs Life Holdings,  Inc.;  Senior
Vice  President  and General  Counsel:  AmerUs Life  Insurance  Company  (f.k.a.
American   Mutual  Life  Insurance   Company   f.k.a.   Central  Life  Assurance
Company*****);   Senior  Vice   President,   Deputy  General   Counsel:   I.C.H.
Corporation;  also serves as an officer to an affiliate of AVLIC,  and served as
officer  and/or  director  of other  subsidiaries  and/or  affiliates  of I.C.H.
Corporation; also serves as officer of other affiliates of AmerUs Life Insurance
Company.

                                                                APPLAUSE!     37
<PAGE>
JAMES R. HAIRE, VICE PRESIDENT AND ACTUARY*
Vice President-Corporate  Actuary:  ALIC; also serves as officer and/or director
of other subsidiaries and/or affiliates of ALIC.

JON C. HEADRICK, TREASURER*
Executive Vice President-Investments and Treasurer: ALIC; also serves as officer
and/or director of other subsidiaries and/or affiliates of ALIC.

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

KENNETH R. JONES, VICE PRESIDENT-CORPORATE COMPLIANCE AND ASSISTANT SECRETARY*
Vice President, Corporate Compliance & Assistant Secretary: ALIC; also serves as
officer of other subsidiaries and/or affiliates of ALIC.

NORMAN M. KRIVOSHA, SECRETARY AND GENERAL COUNSEL*
Executive Vice  President,  Secretary & Corporate  General  Counsel:  ALIC; also
serves as officer and/or  director of other  subsidiaries  and/or  affiliates of
ALIC.

JOANN M. MARTIN, CONTROLLER*
Senior Vice  President-Controller and Chief Financial Officer: ALIC; also serves
as officer and/or director of other subsidiaries and/or affiliates of ALIC.

SHEILA SANDY, ASSISTANT SECRETARY****
Manager Annuity Services:  AmerUs Life Insurance Company (f.k.a. American Mutual
Life Insurance Company).

MICHAEL E. SPROULE, DIRECTOR****
Executive  Vice  President and Chief  Financial  Officer:  AmerUs Life Holdings,
Inc.;  Executive  Vice  President  and  Chief  Financial  Officer:  AmerUs  Life
Insurance Company (f.k.a. American Mutual Life Insurance Company, f.k.a. Central
Life Assurance Company*****);  I.C.H. Corporation; also serves as director of an
affiliate of AVLIC;  also serves as officer and/or director of other  affiliates
of AmerUs Life Insurance Company.

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

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

     *Principal business address:     Ameritas Variable Life Insurance Company,
                                      One Ameritas Way, 5900 "O" Street,
                                      P.O. Box 82550, Lincoln, Nebraska 68501.
     **Ameritas Life Insurance Corp.

     ***Where an individual has held more than one position with an organization
     during the last 5-year period, the last position held has been given.

     **** Principal  business  address for  Joseph Haggerty,  Sandra K.  Holmes,
     Michael E. Sproule,  Ashok K. Chawla, Thomas C. Godlasky, Sheila E.  Sandy,
     Linda S. Streck,  and   Kevin Wagoner is:   AmerUs  Life Insurance Company,
     611 Fifth Avenue, Des Moines, Iowa  50309.

     *****  Central Life  Assurance  Company  merged with  American  Mutual Life
     Insurance Company on December 31, 1994.  Central Life Assurance Company was
     the survivor of the merger.  Contemporaneous with the merger,  Central Life
     Assurance  Company  changed  its name to  American  Mutual  Life  Insurance
     Company. (American Mutual Life Insurance Company changed its name to AmerUs
     Life Insurance Company on July 1, 1996.)

38     APPLAUSE!
<PAGE>
LEGAL MATTERS

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

LEGAL PROCEEDINGS

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


EXPERTS

The  financial  statements of AVLIC as of December 31, 1996  and 1995,  and for
each of the three years in the period ended December 31, 1996, and the financial
statements  of the  Account as of  December  31,  1996 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.

                                                                 APPLAUSE!    39
<PAGE>
                          Independent Auditors' Report



Board of Directors
Ameritas Variable Life
  Insurance Company
Lincoln, Nebraska

    We have  audited  the  accompanying  statement  of net  assets  of  Ameritas
Variable Life Insurance  Company Separate Account V as of December 31, 1996, 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 audit 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 as of December 31, 1996. 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, 1996,  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.



/s/ DELOITTE & TOUCHE LLP

DELOITTE & TOUCHE LLP
February 1, 1997

40    APPLAUSE!
<PAGE>
<TABLE>
<CAPTION>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                               SEPARATE ACCOUNT V
                             STATEMENT OF NET ASSETS
                                DECEMBER 31, 1996

ASSETS

INVESTMENTS AT NET ASSET VALUE:
<S>                                                                                <C>    
Variable Insurance Products Fund:
     Money Market Portfolio - 7,637,767.850 shares at                 
       $1.00 per share (cost $7,637,768)                                            $          7,637,768
     Equity-Income Portfolio - 817,109.096 shares at
       $21.03 per share (cost $12,890,674)                                                    17,183,804
     Growth Portfolio - 841,043.772 shares at
       $31.14 per share (cost $18,237,669)                                                    26,190,103
     High Income Portfolio - 558,109.727 shares at
       $12.52 per share (cost $6,060,955)                                                      6,987,534
     Overseas Portfolio - 565,907.403 shares at
       $18.84 per share (cost $8,863,172)                                                     10,661,695
Variable Insurance Products Fund II:
     Asset Manager Portfolio - 1,326,763.623 shares at
       $16.93 per share (cost $18,129,171)                                                    22,462,108
     Investment Grade Bond Portfolio - 192,186.776 shares at                           
       $12.24 per share (cost $2,269,043)                                                      2,352,366
     Contrafund Portfolio - 176,606.628 shares at
       $16.56 per share (cost $2,654,228)                                                      2,924,606
     Index 500 Portfolio - 21,656.138 shares at
       $89.13 per share (cost $1,776,480)                                                      1,930,212
     Asset Manager: Growth Portfolio - 42,445.800 shares at
       $13.10 per share (cost $537,009)                                                          556,040
Alger American Fund:
     Small Capitalization Portfolio - 345,335.196 shares at
       $40.91 per share (cost $11,394,354)                                                    14,127,663
     Growth Portfolio - 233,042.387 shares at
       $34.33 per share (cost $6,402,061)                                                      8,000,345
     Income and Growth Portfolio - 234,654.249 shares at
       $8.42 per share (cost $2,405,858)                                                       1,975,789
     Midcap Growth Portfolio - 263,959.188 shares at
       $21.35 per share (cost $4,851,056)                                                      5,635,529
     Balanced Portfolio - 98,800.487 shares at
       $9.24 per share (cost $1,036,004)                                                         912,916
     Leveraged Allcap Portfolio - 61,392.043 shares at
       $19.36 per share (cost $1,169,774)                                                      1,188,550
Dreyfus Stock Index Fund:
     Stock Index Fund Portfolio - 109,123.387 shares at
       $20.28 per share (cost $1,534,631)                                                      2,213,022
MFS Variable Insurance Trust:
     Emerging Growth Series Portfolio - 193,700.823 shares at
       $13.24 per share (cost $2,533,503)                                                      2,564,599
     World Governments Series Portfolio - 17,336.705 shares at
       $10.58 per share (cost $176,945)                                                          183,422
     Utilities Series Portfolio - 28,672.191 shares at
       $13.66 per share (cost $383,098)                                                          391,662
                                                                                      -------------------

          NET ASSETS REPRESENTING EQUITY OF POLICYOWNERS                            $        136,079,733
                                                                                      ===================

The accompanying notes are an integral part of these financial statements.
</TABLE>

                                                                 APPLAUSE!    41
<PAGE>
<TABLE>
<CAPTION>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                               SEPARATE ACCOUNT V
               STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS
                        FOR THE YEARS ENDED DECEMBER 31,




                                                                           1996               1995                1994
                                                                      ----------------   ----------------    ---------------
<S>                                                                <C>                <C>                 <C>    
INVESTMENT INCOME
     Dividend distributions received                                $       1,837,028  $       1,293,935   $        799,210
EXPENSES
     Charges to policyowners for assuming
     mortality and expense risk                                             1,085,616            723,000            465,706
                                                                      ----------------   ----------------    ---------------
          INVESTMENT INCOME - NET                                             751,412            570,935            333,504
                                                                      ----------------   ----------------    ---------------

REALIZED AND UNREALIZED GAIN/(LOSS)
ON INVESTMENTS - NET
     Capital gain distributions received                                    4,152,296            403,845          1,403,280
     Unrealized increase/(decrease)                                         7,185,902         14,755,373         (2,469,056)
                                                                      ----------------   ----------------    ---------------
          NET GAIN/(LOSS) ON INVESTMENTS                                   11,338,198         15,159,218         (1,065,776)
                                                                      ----------------   ----------------    ---------------

          NET INCREASE/(DECREASE) IN NET
          ASSETS RESULTING FROM OPERATIONS                                 12,089,610         15,730,153           (732,272)

NET INCREASE IN NET ASSETS RESULTING
     FROM PREMIUM PAYMENTS AND OTHER
     OPERATING TRANSFERS                                                   30,380,460         19,763,147         21,904,104
                                                                      ----------------   ----------------    ---------------
          TOTAL INCREASE IN NET ASSETS                                     42,470,070         35,493,300         21,171,832

NET ASSETS
     Beginning of period                                                   93,609,663         58,116,363         36,944,531
                                                                      ----------------   ----------------    ---------------
     End of period                                                  $     136,079,733  $      93,609,663   $     58,116,363
                                                                      ================   ================    ===============









The accompanying notes are an integral part of these financial statements.
</TABLE>

42     APPLAUSE! 
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                               SEPARATE ACCOUNT V
                          NOTES TO FINANCIAL STATEMENTS




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
       AMAL Corporation,  a holding company 66% owned by Ameritas Life Insurance
       Corp (ALIC) and 34% owned by AmerUs Life Insurance Company (AmerUs).  The
       assets of the Account are  segregated  from AVLIC's  other assets and are
       used only to support variable life products issued by AVLIC.

       The Account is registered  under the  Investment  Company Act of 1940, as
       amended,  as a unit  investment  trust.  At December 31, 1996,  there are
       twenty  subaccounts  within the Account.  Five of the subaccounts  invest
       only in a corresponding Portfolio of Variable Insurance Products Fund and
       five  invest only in a  corresponding  Portfolio  of  Variable  Insurance
       Products  Fund  II.  Both  funds  are  diversified   open-end  management
       investment  companies and are managed by Fidelity Management and Research
       Company. Six of the subaccounts invest only in a corresponding  Portfolio
       of  Alger  American  Fund  which  is a  diversified  open-end  management
       investment company managed by Fred Alger Management,  Inc. One subaccount
       invests only in a  corresponding  Portfolio  of Dreyfus  Stock Index Fund
       which is a non-diversified open-end management investment company managed
       by Dreyfus Service Corporation. Three of the subaccounts invest only in a
       corresponding  Portfolio  of MFS  Variable  Insurance  Trust  which  is a
       diversified   open-end   management   investment   company   managed   by
       Massachusetts  Financial Services Company.  All five funds are registered
       under the Investment Company Act of 1940, as amended. Each Portfolio pays
       the manager a monthly  fee for  managing  its  investments  and  business
       affairs.  The assets of the Account are carried at the net asset value of
       the underlying  Portfolios of the Funds.  The value of the  policyowners'
       units   corresponds  to  the  Account's   investment  in  the  underlying
       subaccounts.  The  availability  of investment  portfolio and  subaccount
       options  may vary  between  products.  Share  transactions  and  security
       transactions are accounted for on a trade date basis.

       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.

                                                                APPLAUSE!     43
<PAGE>
<TABLE>
<CAPTION>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                               SEPARATE ACCOUNT V
                          NOTES TO FINANCIAL STATEMENTS



C:     INFORMATION BY FUND:

                                                                   Variable Insurance Products Fund
                                          -------------------------------------------------------------------------------
                                               Money           Equity-                          High
                                               Market          Income           Growth         Income         Overseas
                                         --------------  ----------------  --------------- --------------  --------------        
 <S>                                   <C>             <C>               <C>              <C>            <C>    
  Balance 01-01-96                      $     5,613,527 $      12,572,494 $    20,504,133  $  4,325,807   $    7,483,491    
  Distributed earnings                          383,333           586,341       1,480,529       414,864          201,300
  Mortality risk charge                         (71,053)         (141,453)       (223,387)      (52,366)         (87,506)
  Unrealized increase/(decrease)                    ---         1,388,228       1,591,342       303,796          931,213
  Net premium transferred                     1,711,961         2,778,194       2,837,486     1,995,433        2,133,197
                                          --------------  ----------------  --------------  -------------  -- -----------
  Balance 12-31-96                      $     7,637,768 $      17,183,804 $    26,190,103  $  6,987,534   $   10,661,695          
                                          ==============  ================  ==============  =============  ==============

</TABLE>
<TABLE>
<CAPTION>
                                                                 Variable Insurance Products Fund II
                                         -------------------------------------------------------------------------------
                                             Asset         Investment                                      Asset Mgr.:
                                            Manager        Grade Bond       Contrafund     Index 500         Growth
                                         -------------   -------------    -------------   ------------  ----------------      
 <S>                                  <C>              <C>              <C>             <C>           <C>   
  Balance 01-01-96                      $  19,286,671   $   2,136,439    $    129,293    $     4,639   $       13,585
  Distributed earnings                      1,280,712         110,640           1,845          1,869           22,368
  Mortality risk charge                      (192,161)        (22,366)        (12,082)        (6,403)          (2,489)
  Unrealized increase/(decrease)            1,567,972         (39,903)        270,650        153,497           19,517
  Net premium transferred                     518,914         167,556       2,534,900      1,776,610          503,059
                                         ------------     -------------   -------------   ------------  ----------------
  Balance 12-31-96                      $  22,462,108   $   2,352,366    $  2,924,606   $  1,930,212   $      556,040
                                         ============     =============   =============   ============  ================

</TABLE>
<TABLE>
<CAPTION>

                                                                        Alger American Fund
                                      ----------------------------------------------------------------------------------------------
                                          Small                            Income and      Midcap                        Leveraged
                                      Capitalization       Growth           Growth         Growth        Balanced          Allcap
                                      --------------  ----------------  -------------- ------------- ----------------  -------------
 <S>                               <C>             <C>               <C>             <C>           <C>              <C>

  Balance 01-01-96                  $    10,377,502 $       4,678,557 $       918,762 $   2,682,818 $       436,491  $     100,756 
  Distributed earnings                       51,224           169,099         837,514        74,978         229,557          4,125
  Mortality risk charge                    (118,508)          (58,005)        (13,912)      (38,781)         (6,215)        (5,432)
  Unrealized increase/(decrease)            368,251           592,282        (557,847)      330,732        (168,250)        17,914
  Net premium transferred                 3,449,194         2,618,412         791,272     2,585,782         421,333      1,071,187
                                      --------------  ----------------  -------------- ------------- ----------------  -------------
  Balance 12-31-96                  $    14,127,663 $       8,000,345 $     1,975,789 $   5,635,529 $       912,916  $   1,188,550 
                                      ==============  ================  ============== ============= ================  =============

</TABLE>
<TABLE>
<CAPTION>

                                                      MFS Variable Insurance Trust       Dreyfus
                                      ------------------------------------------------ -------------
                                        Emerging           World                          Stock
                                         Growth         Governments       Utilities     Index Fund                 TOTAL
                                      --------------  ---------------- --------------  -------------         -----------------
 <S>                               <C>             <C>               <C>             <C>                  <C>
  Balance 01-01-96                  $       118,158 $          15,815 $        18,547 $   2,192,178        $       93,609,663    
  Distributed earnings                       21,561               ---          32,602        84,863                 5,989,324
  Mortality risk charge                      (9,549)             (913)         (1,520)      (21,515)               (1,085,616)
  Unrealized increase/(decrease)             32,735             7,363           9,810       366,600                 7,185,902
  Net premium transferred                 2,401,694           161,157         332,223      (409,104)               30,380,460
                                      --------------  ----------------  -------------- -------------         -----------------
  Balance 12-31-96                  $     2,564,599 $         183,422 $       391,662 $   2,213,022        $      136,079,733    
                                      ==============  ================  ============== =============         =================


</TABLE>
44    APPLAUSE!
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                               SEPARATE ACCOUNT V
                          NOTES TO FINANCIAL STATEMENTS



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

                                                             Variable Insurance Products Fund
                                     -------------------------------------------------------------------------------
                                         Money            Equity-                          High
                                         Market           Income           Growth         Income        Overseas
                                     --------------  ----------------  -------------- -------------  ---------------
<S>                               <C>             <C>               <C>             <C>            <C>        
 Balance 01-01-95                  $     6,247,662 $       6,295,945 $    12,362,890 $   2,970,211  $     4,954,650              
 Distributed earnings                      330,031           558,647          71,777       214,996           39,788
 Mortality risk charge                     (57,621)          (89,161)       (160,505)      (40,007)         (60,098)
 Unrealized increase/(decrease)                ---         2,148,654       4,664,368       542,261          616,308
 Net premium transferred                  (906,545)        3,658,409       3,565,603       638,346        1,932,843
                                     --------------  ----------------  -------------- ------------- ----------------
 Balance 12-31-95                  $     5,613,527 $      12,572,494 $    20,504,133 $   4,325,807 $      7,483,491               
                                     ==============  ================  ============== ============= ================
</TABLE>
<TABLE>
<CAPTION>

                                                             Variable Insurance Products Fund II
                                     -------------------------------------------------------------------------------
                                         Asset         Investment       Contrafund     Index 500      Asset Mgr.:
                                        Manager        Grade Bond           (1)           (2)         Growth (3)
                                     --------------  ----------------  -------------- ------------- ----------------
<S>                               <C>             <C>               <C>             <C>           <C>    
 Balance 01-01-95                  $    16,158,059 $         907,159 $           --- $         --- $            ---                 
 Distributed earnings                      346,679            34,269           1,284           ---              564
 Mortality risk charge                    (164,848)          (13,893)           (119)           (7)             (25)
 Unrealized increase/(decrease)          2,471,611           183,723            (273)          236             (486)
 Net premium transferred                   475,170         1,025,181         128,401         4,410           13,532
                                     --------------  ----------------  -------------- ------------- ----------------
 Balance 12-31-95                  $    19,286,671 $       2,136,439 $       129,293 $       4,639 $         13,585
                                     ==============  ================  ============== ============= ================

</TABLE>
<TABLE>
<CAPTION>

                                                                       Alger American Fund
                                     -----------------------------------------------------------------------------------------------
                                         Small                          Income and       Midcap                         Leveraged
                                     Capitalization      Growth           Growth         Growth        Balanced         Allcap (4)
                                     --------------  ----------------  -------------- ------------- ---------------- ---------------
<S>                               <C>             <C>               <C>             <C>           <C>              <C>
 Balance 01-01-95                  $     4,264,367 $       2,012,571 $       307,350 $     545,887 $      126,178   $          --- 
 Distributed earnings                          ---            34,885           5,186           142          3,039              ---
 Mortality risk charge                     (67,150)          (32,981)         (5,765)      (14,362)        (2,251)            (57)
 Unrealized increase/(decrease)          2,184,006           924,176         146,805       430,138         45,544             863
 Net premium transferred                 3,996,279         1,739,906         465,186     1,721,013        263,981          99,950
                                     --------------  ----------------  -------------- ------------- ---------------- ---------------
 Balance 12-31-95                  $    10,377,502 $       4,678,557 $       918,762 $   2,682,818 $      436,491   $     100,756  
                                     ==============  ================  ============== ============= ================  ==============

</TABLE>
<TABLE>
<CAPTION>

                                                     MFS Variable Insurance Trust       Dreyfus
                                     ------------------------------------------------ -------------
                                       Emerging         World (6)        Utilities       Stock
                                      Growth (5)       Governments          (7)        Index Fund                  TOTAL
                                     --------------  ----------------  -------------- -------------          -----------------
<S>                               <C>             <C>               <C>             <C>                   <C> 
 Balance 01-01-95                  $           --- $             --- $           --- $     963,434         $       58,116,363    
 Distributed earnings                        2,634             1,440           1,745        50,674                  1,697,780
 Mortality risk charge                        (118)              (37)            (10)      (13,985)                  (723,000)
 Unrealized increase/(decrease)             (1,638)             (885)         (1,246)      401,208                 14,755,373
 Net premium transferred                   117,280            15,297          18,058       790,847                 19,763,147
                                     --------------  ----------------  -------------- -------------          -----------------
 Balance 12-31-95                  $       118,158 $          15,815 $        18,547 $   2,192,178         $       93,609,663    
                                     ==============  ================  ============== =============          =================

</TABLE>

(1) Commenced business 09/05/95.          (5) Commenced business 09/12/95.
(2) Commenced business 10/17/95.          (6) Commenced business 09/13/95.
(3) Commenced business 09/13/95.          (7) Commenced business 10/18/95.
(4) Commenced business 09/13/95.
<PAGE>

                                                                APPLAUSE!     45
<TABLE>
<CAPTION>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                               SEPARATE ACCOUNT V
                          NOTES TO FINANCIAL STATEMENTS


C.     INFORMATION BY FUND:

                                                                    Variable Insurance Products Fund
                                          -------------------------------------------------------------------------------          
                                               Money           Equity                           High
                                               Market           Income           Growth         Income        Overseas
                                          --------------  ----------------  -------------- ------------- ----------------
 <S>                                   <C>             <C>               <C>             <C>           <C>           
  Balance 01-01-94                      $     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       
                                          ==============  ================  ============== ============= ================
</TABLE>
<TABLE>
<CAPTION>


                                                                          Alger American Fund
                                          -------------------------------------------------------------------------------
                                                                             Income and       Midcap
                                            Small Cap         Growth           Growth         Growth        Balanced
                                          --------------  ----------------  -------------- ------------- ----------------
 <S>                                   <C>             <C>               <C>             <C>           <C>                   
  Balance 01-01-94                      $     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     
                                          ==============  ================  ============== ============= ================

</TABLE>
<TABLE>
<CAPTION>

                                                        Variable Insurance
                                                        Products Fund II       Dreyfus
                                          --------------  ----------------  --------------
                                              Asset         Investment          Stock
                                             Manager        Grade Bond       Index Fund                       TOTAL
                                          --------------  ----------------  --------------               ----------------
 <S>                                   <C>             <C>               <C>                           <C>  
  Balance 01-01-94                      $    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>

46     APPLAUSE!
<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, 1996 and 1995, 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, 1996.  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,  1996 and 1995,  and the  results of its operations and its
cash  flows  for each of the three years in the  period ended December 31, 1996,
in conformity with generally  accepted  accounting principles.


/s/ DELOITTE & TOUCHE LLP

DELOITTE & TOUCHE LLP
February 1, 1997
<PAGE>
                                                               APPLAUSE!      47

<TABLE>
<CAPTION>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                    ----------------------------------------
                                  BALANCE SHEETS
                                  --------------
                      (in thousands, except per share data)
                      ------------------------------------- 
                                                                                                       December 31,
                                                                                   -------------------------------------------------
                                                                                           1996                        1995
                                                                                   ----------------------       --------------------
<S>                                                                             <C>                          <C>  
ASSETS
- ------
     Investments:
       Fixed maturity securities, available for sale (amortized cost
             $62,048 - 1996 and $38,753 - 1995)                                  $                62,621      $              40,343
       Loans on insurance policies                                                                 4,309                      2,639
                                                                                   ----------------------       --------------------
           Total investments                                                                      66,930                     42,982

     Cash and cash equivalents                                                                    10,684                      5,660
     Accrued investment income                                                                     1,096                        790
     Reinsurance recoverable-affiliates                                                                9                         57
     Prepaid reinsurance premium-affiliates                                                        2,156                      1,506
     Deferred policy acquisition costs                                                            79,272                     57,664
     Other                                                                                           483                        106
     Separate Accounts                                                                           947,580                    682,482
                                                                                   ----------------------       --------------------
                                                                                 $             1,108,210      $             791,247
                                                                                   ======================       ====================
LIABILITIES AND STOCKHOLDER'S EQUITY
- ------------------------------------
   LIABILITIES:
     Policy and contract reserves                                                $                   749      $                 609
     Accumulated contract values                                                                  77,560                     44,568
     Unearned policy charges                                                                       1,243                        964
     Unearned reinsurance ceded allowance                                                          3,139                      2,279
     Federal income taxes--
           Current                                                                                   875                        685
           Deferred                                                                                9,921                     11,398
     Other                                                                                         8,134                      4,266
     Separate Accounts                                                                           947,580                    682,482
                                                                                   ----------------------       --------------------
          Total Liabilities                                                                    1,049,201                    747,251
                                                                                   ----------------------       --------------------

   STOCKHOLDER'S EQUITY:
     Common stock, par value $100 per share;
       authorized 50,000 shares, issued and
       outstanding 40,000 shares                                                                   4,000                      4,000
     Additional paid-in capital                                                                   40,370                     29,700
     Retained earnings                                                                            14,510                      9,860
     Net unrealized investment gain                                                                  129                        436
                                                                                   ----------------------       --------------------
          Total Stockholder's Equity                                                              59,009                     43,996
                                                                                   ----------------------       --------------------

                                                                                 $             1,108,210      $             791,247
                                                                                   ======================       ====================









The accompanying notes are an integral part of these financial statements.
</TABLE>

48     APPLAUSE!
<PAGE>
<TABLE>
<CAPTION>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                    ----------------------------------------  
                            STATEMENTS OF OPERATIONS
                            ------------------------
                                 (in thousands)
                                 --------------  

                                                                                      Years Ended December 31,
                                                                -----------------------------------------------------------------
                                                                       1996                   1995                  1994
                                                                -------------------    -------------------   --------------------
<S>                                                          <C>                    <C>                   <C>   
INCOME:
Insurance revenues:
  Contract charges                                            $             26,345   $             18,350  $              13,528
  Premium-reinsurance ceded                                                 (5,895)                (4,289)                (2,009)
  Reinsurance ceded allowance                                                2,235                  1,859                    502

Investment revenues:
    Investment income, net                                                   3,603                  3,492                  3,046
    Realized gains, net                                                         19                     28                     19

  Other                                                                        567                    261                    337
                                                                -------------------    -------------------   --------------------

                                                                            26,874                 19,701                 15,423
                                                                -------------------    -------------------   --------------------

BENEFITS AND EXPENSES:
  Policy Benefits:
    Death benefits                                                             716                    268                    417
    Interest credited                                                        2,736                  1,995                  1,524
    Increase in policy and contract reserves                                   140                    183                    195
    Other                                                                       52                     32                     46
  Sales and operating expenses                                              10,041                  6,815                  5,940
  Amortization of deferred policy acquisition costs                          5,531                  3,057                  2,521
                                                                -------------------    -------------------   --------------------

                                                                            19,216                 12,350                 10,643
                                                                -------------------    -------------------   --------------------

Income before federal income taxes                                           7,658                  7,351                  4,780
                                                                -------------------    -------------------   --------------------

Income taxes - current                                                       3,819                  1,685                   (608)
Income taxes - deferred                                                       (811)                   902                  2,278
                                                                -------------------    -------------------   --------------------
     Total income taxes                                                      3,008                  2,587                  1,670
                                                                -------------------    -------------------   --------------------

NET INCOME                                                    $              4,650   $              4,764  $               3,110
                                                                ===================    ===================   ====================











The accompanying notes are an integral part of these financial statements.
</TABLE>
                                                                 APPLAUSE!    49
<PAGE>
<TABLE>
<CAPTION>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                    ----------------------------------------  
                  STATEMENTS OF CHANGES IN STOCKHOLDER'S EQUITY
                  ---------------------------------------------
              FOR THE YEARS ENDED DECEMBER 31, 1996, 1995 AND 1994
              ----------------------------------------------------
                          (in thousands, except shares) 
                          -----------------------------


                                                                                                                   
                                                                                                                Net 
                                                        Common Stock             Additional                 Unrealized
                                             -------------------------------      Paid-in       Retained    Investment
                                                 Shares           Amount          Capital       Earnings    Gain(Loss)     Total 
                                             ---------------   -------------   --------------  -----------  ----------  ------------
<S>                                                <C>      <C>              <C>             <C>           <C>        <C> 
BALANCE, January 1, 1994                            40,000   $         4,000  $       23,700  $      1,986  $       -  $    29,686

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

   Net unrealized investment loss, net                    -                -               -             -       (173)        (173)

   Net income                                             -                -               -         3,110           -       3,110
                                             ---------------    ------------   --------------   ----------- ----------  ------------

BALANCE, December 31, 1994                           40,000            4,000          29,700         5,096       (173)      38,623

   Net unrealized investment gain, net                    -                -               -             -        609          609 

   Net income                                             -                -               -         4,764          -        4,764
                                             ---------------    -------------  --------------   ------------ ---------  ------------
BALANCE, December 31, 1995                           40,000            4,000          29,700         9,860        436       43,996

   Return of capital                                      -                -         (15,000)            -          -      (15,000)

   Capital contribution from
      AMAL Corporation                                    -                -          25,670             -          -       25,670 

   Net unrealized investment loss, net                    -                -               -             -       (307)        (307)

   Net income                                             -                -               -         4,650          -        4,650
                                             ---------------    -------------   -------------   ------------  ---------   ----------

BALANCE, December 31, 1996                           40,000   $        4,000  $       40,370   $    14,510   $    129    $  59,009
                                             ===============    =============   =============   ============  ==========  ==========







The accompanying notes are an integral part of these financial statements.
</TABLE>
50    APPLAUSE!
<PAGE>
<TABLE>
<CAPTION>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                    ----------------------------------------
                            STATEMENTS OF CASH FLOWS
                            ------------------------
                                 (in thousands)



                                                                                                     December 31,
                                                                                ----------------------------------------------------
                                                                                      1996              1995              1994
                                                                                ----------------  -----------------  ---------------
<S>                                                                           <C>             <C>                  <C>
OPERATING ACTIVITIES
- --------------------
Net Income                                                                     $        4,650  $             4,764  $         3,110
Adjustments to reconcile net income to net cash
  provided by operating activities:
     Amortization of deferred policy acquisition costs                                  5,531                3,057            2,521
     Policy acquisition costs deferred                                                (26,596)             (16,020)         (17,481)
     Interest credited to contract values                                               2,736                1,995            1,524
     Amortization of discounts or premiums                                                (83)                 (70)             (49)
     Net realized gains on investment transactions                                        (19)                 (28)             (19)
     Deferred income taxes                                                               (811)                 902            2,278
     Change in assets and liabilities:
       Accrued investment income                                                         (306)                 (15)             (98)
       Reinsurance recoverable-affiliates                                                  48                  412             (469)
       Prepaid reinsurance premium                                                       (650)                (487)            (451)
       Other assets                                                                      (377)                 (18)             (16)
       Policy and contract reserves                                                       140                  183              195
       Unearned policy charges                                                            279                  234              247
       Federal income tax payable-current                                                (310)                 698              (81)
       Unearned reinsurance ceded allowance                                               860                  610              595
       Other liabilities                                                                3,868                1,939           (1,823)
                                                                                 -------------   ------------------   --------------
Net cash used in operating activities                                                 (11,040)              (1,844)         (10,017)
                                                                                 -------------   ------------------   --------------

INVESTING ACTIVITIES
- --------------------
Purchase of fixed maturity securities available for sale                              (31,514)              (7,760)         (15,673)
Proceeds from maturities or repayment of fixed maturity securities
    available for sale                                                                  5,307                3,738            5,108
Proceeds from sales of fixed maturity securities available for sale                     3,014                    -                -
Net change in loans on insurance policies                                              (1,670)              (1,042)            (576)
                                                                                 -------------   ------------------   --------------
  Net cash used in investing activities                                               (24,863)              (5,064)         (11,141)
                                                                                 -------------   ------------------   --------------

FINANCING ACTIVITIES
- --------------------
Return of capital                                                                     (15,000)                   -            6,000
Capital contribution                                                                   25,670                    -                -
Net change in accumulated contract values                                              30,257                4,448            2,873
                                                                                 -------------   ------------------   --------------
  Net cash from financing activities                                                   40,927                4,448            8,873
                                                                                 -------------   ------------------   --------------

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                                       5,024               (2,460)         (12,285)

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD                                        5,660                8,120           20,405

                                                                                 =============   ==================   ==============
CASH AND CASH EQUIVALENTS AT END OF PERIOD                                     $       10,684  $             5,660  $         8,120
                                                                                 =============   ==================   ==============

Supplemental cash flow information:
- ----------------------------------

Net cash paid (received) on income taxes                                       $        4,129  $               987  $          (527)


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

</TABLE>

                                                                 APPLAUSE!    51
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                          NOTES TO FINANCIAL STATEMENTS
              FOR THE YEARS ENDED DECEMBER 31, 1996, 1995 AND 1994
                                 (in thousands)




1.  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,  was a  wholly-owned  subsidiary of
Ameritas Life Insurance Corp.  (ALIC),  a mutual life insurance  company,  until
April of 1996 when it became a wholly-owned subsidiary  of  AMAL Corporation,  a
holding  company  66%  owned by ALIC  and 34%  owned by  AmerUs  Life  Insurance
Company  (AmerUs).   The Company  began  issuing  variable  life  insurance  and
variable  annuity  policies in 1987 and fixed  premium  annuities  in 1996.  The
variable  life,  variable  annuity and fixed  premium  annuity  policies are not
participating with respect to dividends.

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

  The principal accounting and reporting practices followed are:

INVESTMENTS
  The Company classifies its securities into categories based upon the Company's
intent  relative  to the  eventual  disposition  of the  securities.  The  first
category,  held-to-maturity  securities,  is composed of debt securities which a
company  has  the  positive  intent  and  ability  to  hold-to-maturity.   These
securities   are   carried   at   amortized    cost.   The   second    category,
available-for-sale  securities,  may be sold to address the  liquidity and other
needs of a company.  Debt and equity securities classified as available-for-sale
are carried at fair value on the balance sheet with unrealized  gains and losses
excluded  from income and  reported  as a separate  component  of  stockholder's
equity,  net of related deferred  acquisition costs and income tax effects.  The
third category,  trading securities,  is for debt and equity securities acquired
for the purpose of selling them in the near term. The Company has classified all
of its securities as available-for-sale. Realized investment gains and losses on
sales of securities are determined on the specific identification method.

  The Company records write-offs or allowances for its investments based upon an
evaluation of specific problem investments.  The Company reviews, on a continual
basis, all invested assets to identify  investments where the Company has credit
concerns.  Investments  with  credit  concerns  include  those the  Company  has
identified as experiencing a deterioration in financial  condition.  The Company
has no write-offs or allowances recorded as of December 31, 1996, 1995 and 1994.

CASH EQUIVALENTS
  The Company  considers  all highly  liquid debt  securities  purchased  with a
remaining maturity of less than three months to be cash equivalents.

SEPARATE ACCOUNTS
  The Company operates  separate accounts on which the earnings or losses accrue
exclusively  to  contractholders.  The  assets  (mutual  fund  investments)  and
liabilities of each account are clearly  identifiable and  distinguishable  from
other assets and liabilities of the Company. Assets are reported at fair value.

PREMIUM REVENUE AND BENEFITS TO POLICYHOLDERS

RECOGNITION OF UNIVERSAL LIFE-TYPE CONTRACTS REVENUE AND BENEFITS TO 
POLICYHOLDERS
  Universal  life-type policies are insurance  contracts with terms that are not
fixed and guaranteed. The terms that may be changed could include one or more of
the amounts  assessed the  policyholder,  premiums paid by the  policyholder  or
interest accrued to policyholder balances. Amounts received as payments for such
contracts are reflected as deposits and are not reported as premium revenues.

  Revenues for universal  life-type policies consist of charges assessed against
policy account values for deferred policy loading,  mortality risk expense,  the
cost of insurance and policy administration. Policy benefits and claims that are
charged  to expense  include  interest  credited  to  contracts  under the fixed
account investment option and benefit claims incurred in the period in excess of
related policy account balances.

52     APPLAUSE!
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                          NOTES TO FINANCIAL STATEMENTS
              FOR THE YEARS ENDED DECEMBER 31, 1996, 1995 AND 1994
                                 (in thousands)



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

RECOGNITION OF INVESTMENT CONTRACT REVENUE AND BENEFITS TO POLICYHOLDERS
  Contracts  that do not subject the Company to risks arising from  policyholder
mortality or morbidity are referred to as investment contracts. Certain deferred
annuities are considered investment contracts.  Amounts received as payments for
such  contracts  are  reflected  as  deposits  and are not  reported  as premium
revenues.

  Revenues  for  investment  products  consist of  investment  income and policy
administration  charges.  Contract  benefits that are charged to expense include
benefit claims  incurred in the period in excess of related  contract  balances,
and interest credited to contract balances.

POLICY ACQUISITION COSTS
  Those  costs of  acquiring  new  business,  which vary with and are  primarily
related to the production of new business, have been deferred to the extent that
such costs are deemed  recoverable  from  future  premiums.  Such costs  include
commissions,  certain  costs of policy  issuance and  underwriting,  and certain
variable distribution expenses.

  Costs deferred  related to universal  life-type  policies and  investment-type
contracts  are  amortized  over the lives of the  policies,  in  relation to the
present value of estimated gross profits from mortality,  investment and expense
margins.  The  estimated  gross  profits are reviewed  annually  based on actual
experience and changes in assumptions.

  An analysis of the costs carried in the balance sheets as deferred acquisition
costs is as follows:
<TABLE>
<CAPTION>
                                                                                              December 31
                                                                                -----------------------------------------
                                                                                     1996          1995           1994
- -------------------------------------------------------------------------------------------------------------------------
<S>                                                                               <C>           <C>             <C> 
Beginning balance                                                                  $57,664       $45,940         $30,659
Acquisition costs deferred                                                          26,596        16,020          17,481
Amortization of deferred policy acquisition costs                                   (5,531)       (3,057)         (2,521)
Adjustment for unrealized investment (gain) loss                                       543        (1,239)            321
- -------------------------------------------------------------------------------------------------------------------------
Ending balance                                                                     $79,272       $57,664         $45,940
- -------------------------------------------------------------------------------------------------------------------------
</TABLE>

To the extent that unrealized gains or losses on  available-for-sale  securities
would result in an adjustment  of deferred  policy  acquisition  costs had those
gains or losses actually been realized,  the related unamortized deferred policy
acquisition  costs are  recorded as an  adjustment  of the  unrealized  gains or
losses included in stockholder's equity.

FUTURE POLICY AND CONTRACT BENEFITS
  Liabilities  for future policy and contract  benefits left with the Company on
variable  universal  life and  annuity-type  contracts  are based on the  policy
account balance,  and are shown as accumulated  contract values. In addition the
Company carries as future policy  benefits a liability for additional  coverages
offered under policy riders.

INCOME TAXES
   The  provision  for income  taxes  includes  amounts  currently  payable  and
deferred  income taxes  resulting from the cumulative  differences in assets and
liabilities  determined  on a tax return and  financial  statement  basis at the
current enacted tax rates.

                                                                 APPLAUSE!    53
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                    ---------------------------------------- 
                         NOTES TO FINANCIAL STATEMENTS
                         -----------------------------
             FOR THE YEARS ENDED DECEMBER 31, 1996, 1995, AND 1994
             -----------------------------------------------------
                                 (in thousands)


2.  INVESTMENTS
- ---------------

  Investment income summarized by type of investment was as follows:
<TABLE>
<CAPTION>

                                                                                                Year Ended December 31
                                                                                     --------------------------------------------
                                                                                            1996           1995            1994
- ---------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                        <C>           <C>             <C>
Fixed maturity securities available for sale                                                $3,308        $2,819          $2,411
Cash equivalents                                                                               618           597             609
Loans on insurance policies                                                                    214           128              82
- ---------------------------------------------------------------------------------------------------------------------------------
  Gross investment income                                                                    4,140         3,544           3,102
Investment expenses                                                                            537            52              56
- ---------------------------------------------------------------------------------------------------------------------------------
  Net investment income                                                                     $3,603        $3,492          $3,046
- ---------------------------------------------------------------------------------------------------------------------------------
</TABLE>


  Net pretax realized investment gains (losses) were as follows:
<TABLE>
<CAPTION>
                                                                                                 Year Ended December 31
                                                                                     --------------------------------------------
                                                                                             1996          1995           1994
- ---------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                         <C>           <C>             <C>    
Net gains on disposals of fixed maturity securities available for sale                       $19           $28             $19
- ---------------------------------------------------------------------------------------------------------------------------------
</TABLE>

Proceeds from sales of fixed maturity securities available for sale and gross 
gains and losses realized on those sales were as follows:
<TABLE>
<CAPTION>

                                                                                              Year Ended December 31, 1996
                                                                                     --------------------------------------------
                                                                                         Proceeds        Gains          Losses  
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                        <S>              <C>            <C> 
                                                                                         $3,014           $30            $  -
- --------------------------------------------------------------------------------------------------------------------------------
</TABLE>

There were no disposals of fixed maturity  securities  available for sale during
1995 or 1994 other than calls or maturities.

  The amortized cost and fair value of investments in fixed maturity  securities
available for sale by type of investment were as follows:
<TABLE>
<CAPTION>
                                                                                            December 31, 1996
                                                                         --------------------------------------------------------
                                                                           Amortized       Gross Unrealized              Fair
                                                                                      ----------------------------
                                                                               Cost         Gains        Losses          Value
- ---------------------------------------------------------------------------------------------------------------------------------
 <S>                                                                        <C>              <C>           <C>          <C>  
  U.S. Corporate                                                             $33,690          $437          $114         $34,013
  Mortgage-backed                                                             13,407           209            22          13,594
  U.S. Treasury securities and obligations of
    U.S. government agencies                                                  14,951           158            95          15,014
- ---------------------------------------------------------------------------------------------------------------------------------
      Total fixed maturity securities available for sale                     $62,048          $804          $231         $62,621
- ---------------------------------------------------------------------------------------------------------------------------------
</TABLE>


  The December 31, 1996 balance of  stockholder's  equity was  decreased by $307
(comprised  of a decrease  in the  carrying  value of the  securities  of $1,017
reduced by $545 of related adjustments to deferred acquisition costs and $165 in
deferred  income  taxes)  to  reflect  the net  unrealized  gain  on  securities
classified as available-for-sale.

<TABLE>
<CAPTION>

                                                                                             December 31, 1995
                                                                         --------------------------------------------------------
                                                                             Amortized       Gross Unrealized            Fair
                                                                                         ----------------------------
                                                                              Cost          Gains        Losses          Value
- ---------------------------------------------------------------------------------------------------------------------------------
 <S>                                                                       <C>              <C>           <C>          <C>
  U.S. Corporate                                                            $20,667          $930          $  -         $21,597
  Mortgage-backed                                                             3,628           114             -           3,742
  U.S. Treasury securities and obligations of
    U.S. government agencies                                                 14,458           550             4          15,004
- ---------------------------------------------------------------------------------------------------------------------------------
      Total fixed maturity securities available for sale                    $38,753        $1,594            $4         $40,343
- ---------------------------------------------------------------------------------------------------------------------------------
</TABLE>
54     APPLAUSE!
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                    ---------------------------------------- 
                         NOTES TO FINANCIAL STATEMENTS
                         -----------------------------
             FOR THE YEARS ENDED DECEMBER 31, 1996, 1995, AND 1994
             -----------------------------------------------------
                                 (in thousands)


2.  INVESTMENTS (continued)
- ---------------------------

  The December 31, 1995 balance of  stockholder's  equity was  increased by $609
(comprised  of an increase in the carrying  value of the  securities  of $2,177,
reduced by $1,240 of related adjustments to deferred  acquisition costs and $328
in deferred  income  taxes) to reflect  the net  unrealized  gain on  securities
classified as available-for-sale.

  The amortized cost and fair value of fixed maturity  securities  available for
sale by  contractual  maturity at December  31, 1996 are shown  below.  Expected
maturities may differ from contractual maturities because borrowers may have the
right  to  call  or  prepay  obligations  with or  without  call  or  prepayment
penalties.
<TABLE>
<CAPTION>

                                                                                                 Amortized        Fair
                                                                                                    Cost          Value
- --------------------------------------------------------------------------------------------------------------------------
<S>                                                                                               <C>             <C>
Due in one year or less                                                                            $7,582          $7,652
Due after one year through five years                                                              17,266          17,568
Due after five years through ten years                                                             22,264          22,303
Due after ten years                                                                                 1,529           1,504
Mortgage-backed securities                                                                         13,407          13,594
- --------------------------------------------------------------------------------------------------------------------------
      Total                                                                                       $62,048         $62,621
- --------------------------------------------------------------------------------------------------------------------------
</TABLE>


3.  INCOME TAXES
- ----------------

  The items that give rise to deferred tax assets and liabilities  relate to the
following:
<TABLE>
<CAPTION>

                                                                                       Year Ended December 31
                                                                                       ----------------------
                                                                                          1996          1995
- -------------------------------------------------------------------------------------------------------------
<S>                                                                                    <C>           <C>    
Net unrealized investment gains                                                           $277          $606
Deferred policy acquisition costs                                                       23,727        17,276
Prepaid expenses                                                                           172           118
Other                                                                                        0           500
- -------------------------------------------------------------------------------------------------------------
Gross deferred tax liability                                                            24,176        18,500
- -------------------------------------------------------------------------------------------------------------


Future policy and contract benefits                                                     12,620         5,939
Deferred future revenues                                                                 1,534         1,039
Other                                                                                      101           124
- -------------------------------------------------------------------------------------------------------------
Gross deferred tax asset                                                                14,255         7,102
- -------------------------------------------------------------------------------------------------------------
    Net deferred tax liability                                                          $9,921       $11,398
- -------------------------------------------------------------------------------------------------------------
</TABLE>

The  difference  between  the  U.S. federal income tax rate and the consolidated
tax provision rate is summarized as follows:

<TABLE>
<CAPTION>
                                                                                     Year Ended December 31
                                                                         --------------------------------------------
                                                                                  1996           1995         1994         
- ---------------------------------------------------------------------------------------------------------------------
<S>                                                                              <C>           <C>           <C>   
Statutory tax rate                                                                35.0%         35.0%         35.0%
Other                                                                              4.3           0.2          (0.1) 
- ---------------------------------------------------------------------------------------------------------------------
    Provision for income taxes                                                    39.3%         35.2%         34.9%
- ---------------------------------------------------------------------------------------------------------------------
</TABLE>

                                                                APPLAUSE!     55
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                    ---------------------------------------- 
                         NOTES TO FINANCIAL STATEMENTS
                         -----------------------------
             FOR THE YEARS ENDED DECEMBER 31, 1996, 1995, AND 1994
             -----------------------------------------------------
                                 (in thousands)


4.  RELATED PARTY TRANSACTIONS
- ------------------------------
  
Affiliates provide  technical,  financial and legal support to the Company under
administrative service agreements. The cost of these services to the Company for
years ended  December  31,  1996,  1995 and 1994 was  $8,907,  $4,858 and $4,029
respectively.  The Company also leased  office space and furniture and equipment
from  affiliates  during 1995 and 1994.  The cost of these leases to the Company
for the years ended December 31, 1995,  and 1994 was $37 and $40,  respectively.
Under the terms of investment advisory agreements, the Company paid $73, $44 and
$43 for the years ended December 31, 1996, 1995 and 1994 to Ameritas  Investment
Advisors  Inc., an indirect  wholly-owned  subsidiary of Ameritas Life Insurance
Corp.

The Company entered into  reinsurance  agreements  (yearly  renewable term) with
affiliates. Under this agreement, these affiliates assume life insurance risk in
excess of the Company's $100 retention  limit.  The Company paid $3,301,  $2,280
and  $1,333 of net  reinsurance  premiums  to  affiliates  for the  years  ended
December  31,  1996,  1995 and 1994,  respectively.  The  Company  has  received
reinsurance  recoveries from  affiliates of $659,  $1,472 and $519 for the years
ended December 31, 1996, 1995 and 1994, respectively.

The Company has entered into  guarantee  agreements  with ALIC,  AmerUs and AMAL
Corporation whereby,  they guarantee the full, complete and absolute performance
of all duties and obligations of the Company.

The  Company's  variable  life and variable  annuity  products  are  distributed
through   Ameritas   Investment   Corp.,  a  wholly-owned   subsidiary  of  AMAL
Corporation.  The  Company  received  $54,  $192 and $272  for the  years  ended
December 31, 1996, 1995 and 1994 respectively,  from this affiliate to partially
defray  the  costs  of  materials  and  prospectuses.  Policies  placed  by this
affiliate generated  commission expense of $20,373,  $14,028 and $15,223 for the
years ended December 31, 1996, 1995 and 1994, respectively.

Transactions with related parties are not necessarily indicative of revenues and
expenses which would have occurred had the parties not been related.

5.  EMPLOYEE AND AGENT BENEFIT PLANS
- ------------------------------------

The Company is included in the noncontributory defined-benefit pension plan that
covers  substantially  all  full-time  employees  of ALIC and its  subsidiaries.
Pension costs include current  service costs,  which are accrued and funded on a
current  basis,  and past service  costs,  which are amortized  over the average
remaining  service life of all  employees on the adoption  date.  The assets and
liabilities  of this  plan are not  segregated.  The  Company  had no full  time
employees  during 1996 or 1995. Total Company  contributions  for the year ended
December 31, 1994 was $47.

The Company's  employees also participate in a defined  contribution thrift plan
that covers  substantially  all full-time  employees of Ameritas Life  Insurance
Corp. and its subsidiaries.  Company matching contributions under the plan range
from 1% to 3% of the  participant's  compensation.  The Company had no full time
employees  during 1996 or 1995. Total Company  contributions  for the year ended
December 31, 1994 was $20.

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 assets and  liabilities  of this plan are not  segregated.  The
Company  had  no  full  time  employees  during  1996  or  1995.  Total  Company
contribution for the year ended December 31, 1994 was $7.

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

56     APPLAUSE!
<PAGE>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                    ---------------------------------------- 
                         NOTES TO FINANCIAL STATEMENTS
                         -----------------------------
             FOR THE YEARS ENDED DECEMBER 31, 1996, 1995, AND 1994
             -----------------------------------------------------
                                 (in thousands)


6.  STOCKHOLDER'S EQUITY
- ------------------------

  Net  income(loss),  as  determined  in accordance  with  statutory  accounting
practices,  was $855, $(19), and $(3,900) for 1996, 1995 and 1994, respectively.
The Company's  statutory surplus was $44,100,  $13,800,  and $12,600 at December
31, 1996,  1995 and 1994,  respectively.  Effective  January 1, 1996 the Company
changed  reserving  methods  used for most  existing  products  resulting  in an
increase in statutory surplus of approximately $20,601.

Under statutes of the Insurance Department of the State of Nebraska, the Company
is limited in the amount of dividends it can pay to its stockholder. On February
28, 1996 the Board of Directors  declared a return of paid-in-capital of $15,000
payable by way of a note due on or before August 15, 1996.  The note was retired
on August 15, 1996. This action was approved by the State of Nebraska  Insurance
Department and any additional  distributions  of capital or surplus will require
approval of the Insurance Department.

7.  FAIR VALUE OF FINANCIAL INSTRUMENTS
- ---------------------------------------

  The following  disclosures  are made  regarding fair value  information  about
certain  financial  instruments  for which it is  practicable  to estimate  that
value.  In cases where quoted market prices are not  available,  fair values are
based on estimates  using present  value or other  valuation  techniques.  Those
techniques are  significantly  affected by the assumptions  used,  including the
discount  rate and estimates of future cash flows.  In that regard,  the derived
fair value estimates, in many cases, may not be realized in immediate settlement
of the  instrument.  All  nonfinancial  instruments are excluded from disclosure
requirements.  Accordingly,  the aggregate  fair value amounts  presented do not
represent the underlying value of the Company.

  The fair value estimates  presented herein are based on pertinent  information
available to management as of December 31 of each year.  Although  management is
not aware of any factors  that would  significantly  affect the  estimated  fair
value amounts, such amounts have not been comprehensively  revalued for purposes
of these financial statements since that date;  therefore,  current estimates of
fair value may differ significantly from the amounts presented herein.

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

   Fixed maturity securities available for sale
    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.

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

   Cash  and  cash  equivalents,  accrued  investment  income   and  reinsurance
   recoverable
    The carrying  amounts reported in the balance sheet equals fair value due to
    the nature of these instruments.

   Accumulated contract values
    Funds on  deposit  which do not have  fixed  maturities  are  carried at the
    amount payable on demand at the reporting date.

                                                                 APPLAUSE!    57
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                    ---------------------------------------- 
                         NOTES TO FINANCIAL STATEMENTS
                         -----------------------------
             FOR THE YEARS ENDED DECEMBER 31, 1996, 1995, AND 1994
             -----------------------------------------------------
                                 (in thousands)


7.  FAIR VALUE OF FINANCIAL INSTRUMENTS (continued):
- ----------------------------------------------------
<TABLE>
<CAPTION>

  Estimated fair values as of December 31, are as follows:
                                                                                                December 31
                                                                         --------------------------------------------------------
                                                                                     1996                         1995
                                                                         --------------------------------------------------------
                                                                            Carrying        Fair        Carrying         Fair
                                                                             Amount         Value        Amount          Value
- ---------------------------------------------------------------------------------------------------------------------------------
<S>                                                                         <C>           <C>           <C>             <C> 
Financial Assets:
  Fixed maturity securities available for sale                               $62,621       $62,621       $40,343         $40,343
  Loans on insurance policies                                                  4,309         3,843         2,639           2,346
  Cash and cash equivalents                                                   10,684        10,684         5,660           5,660
  Accrued investment income                                                    1,096         1,096           790             790
  Reinsurance recoverable - affiliates                                             9             9            57              57

Financial Liabilities:
  Accumulated contract values excluding amounts held under
  insurance contracts                                                        $70,640       $70,640       $39,283         $39,283

</TABLE>

8.  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.

<TABLE>
<CAPTION>
Amounts in the Separate Accounts are:
                                                                                                             December 31
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                          1996           1995
- ---------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                                    <C>              <C>   
Separate Account V                                                                                      $136,079         $93,610
Separate Account VA-2                                                                                    811,501         588,872
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                        $947,580        $682,482
- ---------------------------------------------------------------------------------------------------------------------------------
</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,
Dreyfus  Stock  Index  Fund  and MFS  Variable  Insurance  Trust.  Each  fund is
registered with the SEC under the Investment Company Act of 1940, as amended, as
an open-end diversified management investment company.

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

Separate Account VA-2 allows investment in the Variable Insurance Products Fund,
Variable  Insurance  Products Fund II, Alger American Fund,  Dreyfus Stock Index
Fund and the MFS Variable  Insurance Trust with the same portfolios as described
above.

58     APPLAUSE!
<PAGE>
APPENDIX A

ILLUSTRATIONS OF DEATH BENEFITS AND CASH VALUES

The  following  tables  illustrate  how the cash values and death  benefits of a
Policy may change with the  investment  experience of the Fund.  The tables show
how the cash  values and death  benefits  of a Policy  issued to an Insured of a
given age and  specified  underwriting  risk  classification  who pays the given
premium  at issue  would vary over time if the  investment  return on the assets
held in each portfolio of the Funds were a uniform, gross, after-tax annual rate
of 0%, 6%, or 12%. The tables on pages 60 through 63  illustrate a Policy issued
to a  male,  age  35,  under  a  Preferred  rate  non-smoker  underwriting  risk
classification.  This policy provides for a standard smoker and non-smoker,  and
preferred  non-smoker  classification  and different rates for certain specified
amounts.  The cash values and death benefits would be different from those shown
if the gross annual  investment  rates of return averaged 0%, 6%, and 12% over a
period of years,  but  fluctuated  above and below those averages for individual
policy years, or if the Insured were assigned to a different  underwriting  risk
classification.

The second column of the tables shows the accumulated value of the premiums paid
at 5%. The  following  columns  show the death  benefits and the cash values for
uniform  hypothetical rates of return shown in these tables. The tables on pages
60 and 62 are based on the current  cost of  insurance  rates,  current  expense
deductions and the maximum percent of premium loads.  These reflect the basis on
which  AVLIC  currently  sells  its  Policies.  The  maximum  allowable  cost of
insurance rates under the Policy are based upon the 1980 Commissioner's Standard
Ordinary Smoker and Non-Smoker,  Male and Female Mortality  Tables.  Since these
are recent tables and are split to reflect  smoking  habits and sex, the current
cost of insurance rates used by AVLIC are at this time equal to the maximum cost
of  insurance  rates  for  many  ages.  AVLIC   anticipates   reflecting  future
improvements in actual mortality  experience through  adjustments in the current
cost of insurance rates actually applied.  AVLIC also anticipates reflecting any
future  improvements in expenses  incurred by applying lower percent of premiums
of loads and other expense deductions.  The death benefits and cash values shown
in the tables on pages 61 and 63 are based on the  assumption  that the  maximum
allowable  cost of  insurance  rates as  described  above and maximum  allowable
expense deductions are made throughout the life of the Policy.

The amounts  shown for the death  benefits,  surrender  values and  accumulation
values  reflect the fact that the net  investment  return of the  Subaccounts is
lower than the  gross,  after-tax  return of the  assets  held in the Funds as a
result of expenses paid by the Fund and charges levied against the  Subaccounts.
The values shown take into account an average of the daily  management  fee paid
by each portfolio  available for investment (the equivalent to an annual rate of
 .69% of the aggregate  average daily net assets of the Fund), the other expenses
incurred by the Fund (.20%),  and the daily  charge by AVLIC to each  Subaccount
for assuming  mortality and expense risks (which is equivalent to a charge at an
annual rate of 0.90% for policy years 1-20 and 0.65%  thereafter on pages 60 and
62 and at an annual  rate of .90% on page 61 and 63 of the average net assets of
the  Subaccounts).  The  Investment  Advisor or other  affiliates of the various
funds have agreed to reimburse  the  portfolios to the extent that the aggregate
operating  expenses  (certain  portfolio's  may exclude  certain  items) were in
excess of an  annual  rate of 1.00% for the High  Income,  Contrafund  and Asset
Manager:  Growth Portfolios,  1.50% for the  Equity-Income,  Growth and Overseas
Portfolios,  .80% for the Investment  Grade Bond Portfolio,  1.25% for the Asset
Manager  Portfolio,  .28% for the  Index  500  Portfolio,  1.25%  for the  Alger
American Income and Growth and Alger American Balanced Portfolio;  1.50% for the
Alger  American  Small  Capitalization,  Alger American  Mid-Cap  Growth,  Alger
American Leveraged All Cap, and Alger American Growth Portfolios,  1.75% for the
Morgan  Stanley  Emerging  Markets  Equity,  1.20% for the Morgan  Stanley Asian
Equity,   1.15%  for  the  Morgan  Stanley  Global  Equity  and  Morgan  Stanley
International  Magnum,  1.10% for the Morgan Stanley U.S. Real Estate Portfolios
of daily net assets. MFS has agreed to bear expenses for each series, subject to
reimbursement  by each series,  such that each series "Other Expenses" shall not
exceed  .25% of the  average  daily net assets of the series  during the current
fiscal year.  These  agreements are expected to continue in future years but may
be  terminated at any time.  As long as the expense  limitations  continue for a
portfolio,  if a  reimbursement  occurs,  it has  the  effect  of  lowering  the
portfolio's expense ratio and increasing its total return. The illustrated gross
annual  investment  rates of  return  of 0%,  6%,  and 12% were  computed  after
deducting  fund  expenses  and  correspond  to  approximate  net annual rates of
- -1.79%,  4.21%, and 10.21%  respectively,  for years 1-20 and -1.54%,  4.46% and
10.46% for the years  thereafter  respectively,  on pages 60 and 62 and  -1.79%,
4.21%, and 10.21% respectively, on pages 61 and 63.

The  hypothetical  values  shown in the tables do not  reflect  any  charges for
Federal  Income tax  burden  attributable  to the  Account,  since  AVLIC is not
currently making such charges.  However,  such charges may be made in the future
and, in that event,  the gross  annual  investment  rate of return would have to
exceed 0 percent, 6 percent,  or 12 percent by an amount sufficient to cover the
tax charges in order to produce the death benefits and values illustrated.  (See
Federal Tax Matters, page 34).

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

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

                                                                APPLAUSE!     59
<PAGE>
<TABLE>
<CAPTION>
ILLUSTRATION OF POLICY VALUES
AMERITAS VARIABLE LIFE INSURANCE COMPANY

                                                ENDOWMENT AT AGE 95

Male Issue  Age: 35                                 Non-Smoker                         Preferred Underwriting Class

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

                                 USING CURRENT SCHEDULE OF COST OF INSURANCE RATES


                             O% Hypothetical Gross            6% Hypothetical Gross             12% Hypothetical Gross
                           Annual Investment Return          Annual Investment Return         Annual Investment Return
                                  (-1.79% net)                     (4.21% net)                        (10.21% net)
                         ----------------------------     -----------------------------   -----------------------------------
           Accumulated
End Of     Premiums At   Accumu-    Cash                  Accumu-    Cash                      Accumu-    Cash
Policy     5% Interest   lation   Surrender   Death       lation   Surrender     Death         lation   Surrender   Death
Year       Per Year      Value     Value     Benefit      Value     Value       Benefit        Value     Value      Benefit
- ------    -------------  -------  ---------- ---------   --------  ---------   ----------    ---------- ---------  ---------
<S>         <C>         <C>        <C>       <C>          <C>        <C>        <C>         <C>         <C>        <C>

   1           1315        872         88     100000         933        149      100000          994         210    100000
   2           2695       1777        975     100000        1955       1154      100000         2141        1340    100000
   3           4144       2653       1851     100000        3008       2206      100000         3392        2591    100000
   4           5666       3506       2704     100000        4097       3296      100000         4765        3963    100000
   5           7264       4333       3531     100000        5223       4421      100000         6268        5466    100000
   6           8942       5139       4418     100000        6390       5669      100000         7919        7198    100000
   7          10703       5920       5279     100000        7596       6955      100000         9730        9089    100000
   8          12553       6676       6115     100000        8843       8282      100000        11718       11157    100000
   9          14496       7407       6926     100000       10132       9651      100000        13900       13419    100000
  10          16535       8114       7713     100000       11466      11066      100000        16300       15899    100000

  15          28367      11204      11204     100000       18793      18793      100000        32354       32354    100000
  20          43469      13905      13905     100000       27761      27761      100000        58720       58720    100000

 Ages
  60          62742      16258      16258     100000       39148      39148      100000       103090      103090    138141
  65          87341      17090      17090     100000       52611      52611      100000       175258      175258    213815
  70         118735      15449      15449     100000       68743      68743      100000       292076      292076    338808
  75         158803       9559       9559     100000       89112      89112      100000       481717      481717    515438
</TABLE>

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

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

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

60     APPLAUSE!
<PAGE>
<TABLE>
<CAPTION>
ILLUSTRATION OF POLICY VALUES
AMERITAS VARIABLE LIFE INSURANCE COMPANY

                                                ENDOWMENT AT AGE 95

Male Issue  Age: 35                                 Non-Smoker                         Preferred Underwriting Class

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

                          USING MAXIMUM ALLOWABLE SCHEDULE OF COST OF INSURANCE RATES


                             O% Hypothetical Gross            6% Hypothetical Gross             12% Hypothetical Gross
                           Annual Investment Return          Annual Investment Return         Annual Investment Return
                                  (-1.79% net)                     (4.21% net)                        (10.21% net)
                         ----------------------------     -----------------------------   -----------------------------------
           Accumulated
End Of     Premiums At   Accumu-    Cash                  Accumu-    Cash                      Accumu-    Cash
Policy     5% Interest   lation   Surrender   Death       lation   Surrender     Death         lation   Surrender    Death
 Year       Per Year      Value     Value     Benefit      Value     Value       Benefit        Value     Value     Benefit
- -------   -------------  -------  ---------- ---------   --------  ---------   ----------    ---------- ---------  ---------
 <S>        <C>         <C>        <C>       <C>          <C>        <C>        <C>          <C>        <C>        <C>
   1           1315        872         88     100000          933        149     100000         994          210    100000
   2           2695       1716        914     100000         1891       1090     100000        2075         1274    100000
   3           4144       2535       1733     100000         2883       2081     100000        3259         2458    100000
   4           5666       3330       2528     100000         3904       3103     100000        4554         3752    100000
   5           7264       4099       3297     100000         4958       4156     100000        5970         5168    100000
   6           8942       4841       4120     100000         6044       5323     100000        7518         6797    100000
   7          10703       5555       4914     100000         7161       6520     100000        9212         8571    100000
   8          12553       6242       5681     100000         8312       7751     100000       11067        10506    100000
   9          14496       6899       6418     100000         9494       9013     100000       13097        12616    100000
  10          16535       7527       7126     100000        10710      10310     100000       15322        14921    100000

  15          28367      10164      10164     100000        17293      17293     100000       30122        30122    100000
  20          43469      11759      11759     100000        24663      24663     100000       53911        53911    100000

 Ages
  60          62742      11720      11720     100000        32561      32561     100000       92738        92738    124268
  65          87341       9051       9051     100000        40612      40612     100000      154839       154839    188904
  70         118735       1562       1562     100000        48040      48040     100000      253019       253019    293502
  75         158803          0*         0*         0*       53576      53576     100000      409139       409139    437778

</TABLE>
*In the absence of an additional premium, the Policy would lapse.

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

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

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

                                                                APPLAUSE!     61
<PAGE>
<TABLE>
<CAPTION>
ILLUSTRATION OF POLICY VALUES
AMERITAS VARIABLE LIFE INSURANCE COMPANY

                                                ENDOWMENT AT AGE 95

Male Issue  Age: 35                                 Non-Smoker                         Preferred Underwriting Class

                                      PLANNED PERIODIC ANNUAL PREMIUM: $2804
                                        INITIAL SPECIFIED AMOUNT: $100,000
                                              DEATH BENEFIT OPTION: B

                                 USING CURRENT SCHEDULE OF COST OF INSURANCE RATES


                             O% Hypothetical Gross            6% Hypothetical Gross             12% Hypothetical Gross
                           Annual Investment Return          Annual Investment Return         Annual Investment Return
                                  (-1.79% net)                     (4.21% net)                        (10.21% net)
                         ----------------------------     -----------------------------   -----------------------------------
           Accumulated
End Of     Premiums At   Accumu-    Cash                  Accumu-    Cash                      Accumu-    Cash
Policy     5% Interest   lation   Surrender   Death       lation   Surrender     Death         lation   Surrender    Death
 Year       Per Year      Value     Value     Benefit      Value     Value       Benefit        Value     Value     Benefit
- -------   -------------  -------  ---------- ---------   --------  ---------   ----------    ---------- ---------  ---------
<S>        <C>          <C>       <C>       <C>         <C>        <C>           <C>         <C>        <C>        <C>
  1            2944        2280       1479     102280       2427       1626       102427         2574     1773      102574
  2            6036        4567       3765     104567       5005       4203       105005         5461     4660      105461
  3            9282        6797       5996     106797       7676       6874       107676         8627     7826      108627
  4           12690        8979       8177     108979      10450       9649       110450        12107    11305      112107
  5           16269       11109      10307     111109      13328      12526       113328        15928    15127      115928
  6           20026       13193      12471     113193      16319      15597       116319        20132    19410      120132
  7           23972       15226      14584     115226      19421      18780       119421        24749    24108      124749
  8           28114       17209      16648     117209      22641      22080       122641        29825    29264      129825
  9           32464       19142      18661     119142      25981      25500       125981        35402    34921      135402
 10           37032       21027      20626     121027      29447      29047       129447        41535    41134      141535

 15           63532       29637      29637     129637      48739      48739       148739        82574    82574      182574
 20           97353       37312      37312     137312      72212      72212       172212       149015   149015      249015

Ages
 60          140518       44417      44417     144417     101762     101762       201762       259416   259416      359416
 65          195609       49322      49322     149322     136611     136611       236611       438815   438815      538815
 70          265921       50975      50975     150975     176655     176655       276655       729636   729636      846377
 75          355659       47760      47760     147760     221041     221041       321041      1201287  1201287     1301287
</TABLE>

1) Assumes an annual $2804 premium is paid at the beginning of each policy year.
Values would be different if premiums with a different frequency or in different
amounts.

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

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

62     APPLAUSE!
<PAGE>
<TABLE>
<CAPTION>
ILLUSTRATION OF POLICY VALUES
AMERITAS VARIABLE LIFE INSURANCE COMPANY

                                                ENDOWMENT AT AGE 95

Male Issue  Age: 35                                 Non-Smoker                         Preferred Underwriting Class

                                      PLANNED PERIODIC ANNUAL PREMIUM: $2804
                                        INITIAL SPECIFIED AMOUNT: $100,000
                                              DEATH BENEFIT OPTION: B

                           USING MAXIMUM ALLOWABLE SCHEDULE OF COST OF INSURANCE RATES


                             O% Hypothetical Gross            6% Hypothetical Gross             12% Hypothetical Gross
                           Annual Investment Return          Annual Investment Return         Annual Investment Return
                                  (-1.79% net)                     (4.21% net)                        (10.21% net)
                         ----------------------------     -----------------------------   -----------------------------------
           Accumulated
End Of     Premiums At   Accumu-    Cash                  Accumu-    Cash                      Accumu-    Cash
Policy     5% Interest   lation   Surrender   Death       lation   Surrender     Death         lation   Surrender   Death
 Year       Per Year      Value     Value     Benefit      Value     Value       Benefit        Value     Value     Benefit
- -------   -------------  -------  ---------- ---------   --------  ---------   ----------    ---------- ---------  ---------
 <S>        <C>          <C>       <C>        <C>         <C>        <C>        <C>          <C>         <C>       <C>
   1           2944        2280       1479     102280       2427       1626      102427          2574        1773    102574
   2           6036        4506       3704     104505       4942       4140      104942          5395        4594    105396
   3           9282        6679       5878     106680       7551       6749      107551          8494        7693    108494
   4          12690        8803       8001     108803      10257       9456      110257         11896       11094    111896
   5          16269       10875      10073     110875      13064      12262      113064         15630       14829    115631
   6          20026       12895      12173     112895      15974      15252      115973         19731       19009    119731
   7          23972       14861      14219     114861      18986      18345      118987         24230       23589    124230
   8          28114       16773      16212     116774      22108      21547      122109         29171       28610    129171
   9          32464       18632      18151     118632      25341      24860      125341         34594       34113    134594
  10          37032       20436      20035     120436      28687      28287      128688         40549       40148    140548

  15          63532       28582      28582     128582      47211      47211      147211         80284       80284    180284
  20          97353       35059      35059     135059      68868      68868      168868        143629      143629    243629

Ages
  60         140518       39242      39242     139242      93495      93495      193495        244352      244352    344352
  65         195609       40172      40172     140172     120451     120451      220451        404377      404377    504377
  70         265921       36049      36049     136049     147883     147883      247883        658062      658062    763352
  75         355659       24049      24049     124049     172202     172202      272202       1059899     1059899   1159899
</TABLE>

1) Assumes an annual $2804 premium is paid at the beginning of each policy year.
Values would be different if premiums with a different frequency or in different
amounts.

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

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

                                                                APPLAUSE!     63
<PAGE>
APPENDIX B


LONG TERM MARKET TRENDS

The information  below covering the period of 1926-1996 is an examination of the
basic  relationship  between risk and return among the different  asset classes,
and between nominal and real (inflation  adjusted)  returns.  The information is
provided because the Policyowners  have varied investment  portfolios  available
which have different  investment  objectives and policies.  The chart  generally
demonstrates  how different  classes of investments  have  performed  during the
period. The study of asset returns provides a period long enough to include most
of the major types of events that investors have  experienced in the past.  This
is  a  historical  record  and  is  not  intended  as  a  projection  of  future
performance.

The graph  depicts  the  growth of a dollar  invested  in common  stocks,  small
company stocks,  long-term government bonds,  Treasury bills, and a hypothetical
asset  returning the inflation  rate over the period from the end of 1925 to the
end of 1996. All results assume  reinvestment  of dividends on stocks or coupons
on bonds and no taxes.  Transaction costs are not included,  except in the small
stock  index  starting in 1982.  Charges  associated  with a variable  insurance
policy are not reflected in the chart.

Each of the cumulative  index values is initiated at $1.00 at year-end 1925. The
graph  illustrates  that common stocks and small stocks gained the most over the
entire 71-year  period:  investments of one dollar would have grown to $1,370.95
and $4,495.99  respectively,  by year-end 1996. This growth, however, was earned
by taking  substantial  risk. In contrast,  long-term  government bonds (with an
approximate  20-year  maturity),  which exposed the holder to less risk, grew to
only $33.73. Note that the return and principal value of an investment in stocks
will fluctuate with changes in market conditions. Prices of small company stocks
are generally more volatile than those of large company stocks. Government bonds
and  Treasury  Bills  are  guaranteed  by the U.S.  Government  and,  if held to
maturity, offer a fixed rate of return and a fixed principal value.

The lowest risk strategy over the past 71 years was to buy U.S.  Treasury bills.
Since   Treasury   bills  tended  to  track   inflation,   the  resulting   real
(inflation-adjusted) returns were near zero for the entire 1926-1996 period.

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







                       Year End 1925 = $1.00

                       Source: Stocks, Bonds, Bills, and Inflation 1997 Yearbook
                      (C)Ibbotson Associates, Chicago. All Rights Reserved.

64     APPLAUSE!
<PAGE>
APPENDIX C

STANDARD & POOR'S 500

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

PERCENT CHANGE OF TOTAL RETURN
STANDARD & POOR'S 500 INDEX
                                   %
             Year                Change
- -----------------------------------------
<S>         <C>                 <C>
 1           1972                 18.90      Omitted graph depicts the activity
 2           1973                -14.77      of the S&P 500 Index for the years
 3           1974                -26.39      1971-1996.
 4           1975                 37.16
 5           1976                 23.57
 6           1977                 -7.42
 7           1978                  6.38
 8           1979                 18.20
 9           1980                 32.27
10           1981                 -5.01
11           1982                 21.44
12           1983                 22.38
13           1984                  6.10
14           1985                 31.57
15           1986                 18.56
16           1987                  5.10
17           1988                 16.61
18           1989                 31.69
19           1990                 -3.14
20           1991                 30.45
21           1992                  7.61
22           1993                 10.08
23           1994                  1.32
24           1995                 37.58
25           1996                 22.96

</TABLE>
THE CHART ASSUMES THE RETURN  EXPERIENCED BY THE STANDARD & POOR'S 500 INDEX FOR
THE LAST 25 YEARS.  THE CHART  ASSUMES THAT  DIVIDENDS ARE  REINVESTED  INTO THE
INDEX.  FUTURE  RATES OF RETURN  MAY BE MORE OR LESS THAN  THOSE  SHOWN AND WILL
DEPEND ON A NUMBER OF FACTORS,  INCLUDING THE INVESTMENT  ALLOCATIONS MADE BY AN
OWNER.  THE  INFORMATION  IN THE CHART IS NOT  NECESSARILY  INDICATIVE OF FUTURE
PERFORMANCE.

INDEX  PERFORMANCE IS NOT  ILLUSTRATIVE OF POLICY  SUBACCOUNT  PERFORMANCE,  AND
INVESTMENTS  ARE NOT MADE IN THE INDEX.  THE POLICY IS NOT SPONSORED,  ENDORSED,
SOLD OR PROMOTED BY STANDARD & POOR'S.


                                                                APPLAUSE!     65


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