AMERITAS VARIABLE LIFE INSURANCE CO SEPARATE ACCOUNT V
S-6/A, 1999-06-17
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           As filed with the Securities and Exchange Commission on


                                  June 16, 1999

                           Registration No. 333-71501


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


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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


                          Pre-Effective Amendment No. 1
                                       to


                                    Form S-6

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


              FOR REGISTRATION UNDER THE SECURITIES ACT OF 1933 OF
               SECURITIES OF UNIT INVESTMENT TRUSTS REGISTERED ON
                                   FORM N-8B-2

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


                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                               SEPARATE ACCOUNT V
                           (EXACT NAME OF REGISTRANT)

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


                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                                   (Depositor)
                                 5900 "O" Street

                             Lincoln, Nebraska 68510

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



                                DONALD R. STADING

                          Secretary and General Counsel
                    Ameritas Variable Life Insurance Company
                                 5900 "O" Street
                             Lincoln, Nebraska 68510

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


Title of Securities Being Registered: Securities of Unit Investment Trust

Approximate Date of Proposed Public Offering:  As soon as practicable  after the
effective date of the Registration Statement.

Flexible  Premium  Variable  Life  Insurance  Policies  - -  Registration  of an
indefinite  amount of  securities  pursuant to Rule 24f-2  under the  Investment
Company Act of 1940.

The Registrant hereby amends this  Registration  Statement on such date or dates
as may be necessary to delay its effective date until the Registrant  shall file
a further  amendment  which  specifically  states that this  Registration  shall
thereafter  become  effective in accordance  with Section 8(a) of the Securities
Act of 1933 or until the  Registration  Statement shall become effective on such
date as the Commission, acting pursuant to said Section 8(a) may determine.


<PAGE>

               RECONCILIATION AND TIE BETWEEN ITEMS IN FORM N-8B-2
                               AND THE PROSPECTUS

      ITEM NO. OF
      FORM N-8B-2         CAPTION IN PROSPECTUS
      -----------         ---------------------

         1                Cover Page
         2                Cover Page
         3                Not Applicable
         4                Ameritas Variable Life Insurance Company; Distribution
                          of the Policies

         5                The Separate Account
         6                The Separate Account

         7                Not Required
         8                Not Required
         9                Legal Proceedings
        10                Summary;   Addition,  Deletion  or   Substitution   of
                          Investments; Policy  Benefits;  Policy Rights; Payment
                          and Allocation of Premiums; General Provisions; Voting
                          Rights
        11                Summary; The Funds
        12                Summary; The Funds
        13                Summary; The Funds - Charges and Deductions
        14                Summary; Payment and Allocation of Premiums
        15                Summary; Payment and Allocation of Premiums

        16                Summary;  The  Funds;  Calvert  Variable Series,  Inc.
                          Ameritas Portfolios, Variable Insurance Products Fund,
                          Variable  Insurance  Products Fund II, Alger  American
                          Fund,  MFS  Variable  Insurance  Trust, Morgan Stanley
                          Dean Witter Universal Funds, Inc.

        17                Summary, Policy Rights

        18                The  Funds;  Calvert  Variable  Series,  Inc. Ameritas
                          Portfolios, Variable Insurance Products Fund, Variable
                          Insurance Products Fund II, Alger American  Fund,  MFS
                          Variable  Insurance Trust,  Morgan Stanley Dean Witter
                          Universal Funds, Inc.

        19                General Provisions; Voting Rights
        20                Not Applicable
        21                Summary; Policy Rights; General Provisions
        22                Not Applicable
        23                Safekeeping of the Separate Account's Assets
        24                General Provisions
        25                Ameritas Variable Life Insurance Company
        26                Not Applicable
        27                Ameritas Variable Life Insurance Company
        28                Executive  Officers  and Directors of  AVLIC; Ameritas
                          Variable Life Insurance Company
        29                Ameritas Variable Life Insurance Company
        30                Not Applicable
        31                Not Applicable
        32                Not Applicable
        33                Not Applicable
        34                Not Applicable
        35                Not Applicable

        36                Not Required

        37                Not Applicable
        38                Distribution of the Policies
        39                Distribution of the Policies
        40                Distribution of the Policies
        41                Distribution of the Policies
        42                Not Applicable
        43                Not Applicable

        44                Accumulation Value, Payment and Allocation of Premiums


<PAGE>

      ITEM NO. OF
      FORM N-8B-2        CAPTION IN PROSPECTUS
      -----------        ---------------------

             45          Not Applicable
             46          The Funds; Accumulation Value
             47          The Funds
             48          State Regulation
             49          Not Applicable

             50          The Separate Account
             51          Cover Page;  Summary; Policy Benefits;  Payment
                         and Allocation of Premiums; Charges and Deductions

             52          Addition, Deletion or Substitution of Investments
             53          Summary; Federal Tax Matters
             54          Not Applicable
             55          Not Applicable
             56          Not Required
             57          Not Required
             58          Not Required
             59          Financial Statements


<PAGE>
                                              AMERITAS LIFE INSURANCE CORP. LOGO

PROSPECTUS




BRAVO! -- A Survivorship Flexible Premium Variable Universal Life
                                                                 5900 "O" Street
Insurance Policy issued by Ameritas Variable Life Insurance Company
                                               P.O. Box 82550/Lincoln, NE  68501
- --------------------------------------------------------------------------------



BRAVO!  is a survivorship  flexible  premium  variable  universal life insurance
Policy ("Policy"), issued by Ameritas Variable Life Insurance Company ("AVLIC"),
that pays a death benefit upon the Second Death. Like traditional life insurance
policies,  a BRAVO!  Policy provides Death Benefits to  Beneficiaries  and gives
you, the Policy Owner,  the opportunity to increase the Policy's  value.  Unlike
traditional  policies,  BRAVO! lets you vary the frequency and amount of premium
payments,  rather than follow a fixed premium payment schedule. It also lets you
change the level of Death Benefits as often as once each year.

A BRAVO! Policy is different from traditional life insurance policies in another
important  way: you select how Policy  premiums will be invested.  Although each
Policy Owner is guaranteed a minimum Death Benefit, the value of the Policy, as
well as the actual Death Benefit,  will vary with the performance of investments
you select.

The Investment Options available through BRAVO!  include  investment  portfolios
managed by Ameritas  Investment Corp.,  Fidelity  Management & Research Company,
Fred Alger Management,  Inc.,  Massachusetts  Financial  Services  Company,  and
Morgan Stanley Dean Witter  Investment  Management Inc. Each of these portfolios
has its own  investment  objective  and  policies.  These are  described  in the
prospectuses  for each  investment  portfolio  which must  accompany this BRAVO!
prospectus.  You may also  choose  to  allocate  premium  payments  to the Fixed
Account managed by AVLIC.

A BRAVO! Policy will be issued after AVLIC accepts a  prospective Policy Owner's
application. Generally, an application must specify a Death Benefit no less than
$100,000. BRAVO! Policies are available to cover individuals between the ages of
20 and 90 at the time of purchase, although at least one of the individuals must
be no older than 85. A BRAVO! Policy, once purchased,  may generally be canceled
within 10 days after you receive it.

This  BRAVO!   prospectus  is  designed  to  assist  you  in  understanding  the
opportunity  and  risks  associated  with  the  purchase  of  a  BRAVO!  Policy.
Prospective Policy  Owners are urged to read the prospectus carefully and retain
it for future reference.

This prospectus  includes a summary of the most important features of the BRAVO!
Policy,  information  about AVLIC, a list of the investment  portfolios to which
you may allocate  premium  payments,  and a detailed  description  of the BRAVO!
Policy.  The appendix to the prospectus  includes  tables designed to illustrate
how values and Death Benefits may change with the  investment  experience of the
Investment Options.


This  prospectus  must be accompanied by a prospectus for each of the investment
portfolios available through BRAVO!


Although  the BRAVO!  Policy is designed  to provide  life  insurance,  a BRAVO!
Policy is considered  to be a security.  It is not a deposit with, an obligation
of, or guaranteed or endorsed by any banking institution,  nor is it insured  by
the Federal  Deposit  Insurance  Corporation,  the Federal Reserve Board, or any
other  agency.  The  purchase  of a  BRAVO!  Policy  involves  investment  risk,
including  the possible loss of principal.  For this reason,  BRAVO!  may not be
suitable for all  individuals.  It may not be  advantageous to purchase a BRAVO!
Policy as a replacement for another type of life insurance or as a way to obtain
additional   insurance   protection  if  the  purchaser   already  owns  another
survivorship flexible premium variable universal life insurance policy.

The  Securities   and  Exchange   Commission   ("SEC")   maintains  a  web  site
(http://www.sec.gov)  that contains other information regarding registrants that
file electronically with the Securities and Exchange Commission.


NEITHER  THE  SECURITIES  AND  EXCHANGE  COMMISSION  NOR  ANY  STATE  SECURITIES
REGULATORY  AUTHORITY HAS APPROVED  THESE  SECURITIES,  OR DETERMINED  THAT THIS
PROSPECTUS  IS ACCURATE OR  COMPLETE.  ANY  REPRESENTATION  TO THE CONTRARY IS A
CRIMINAL OFFENSE.



                                  June 16, 1999


                                     BRAVO!
                                        1
<PAGE>

TABLE OF CONTENTS                                                           PAGE


DEFINITIONS..................................................................  3
SUMMARY......................................................................  6
YEAR 2000.................................................................... 11
AVLIC, THE SEPARATE ACCOUNT AND THE FUNDS ................................... 11
         Ameritas Variable Life Insurance Company............................ 11
         The Separate Account  .............................................. 12
         Performance Information............................................. 12
         The Funds........................................................... 12
         Investment Objectives and Policies of the Funds' Portfolios......... 14
         Addition, Deletion or Substitution of Investments................... 20
         Fixed Account....................................................... 20

POLICY BENEFITS.............................................................. 21
         Purposes of the Policy.............................................. 21
         Death Benefit Proceeds.............................................. 21
         Death Benefit Options............................................... 21
         Methods of Affecting Insurance Protection........................... 23
         Duration of Policy.................................................. 23
         Accumulation Value.................................................. 23
         Payment of Policy Benefits.......................................... 24
POLICY RIGHTS................................................................ 25
         Loan Benefits....................................................... 25
         Surrenders.......................................................... 26
         Partial Withdrawals................................................. 26
         Transfers........................................................... 26
         Systematic Programs................................................. 27
         Free Look Privilege................................................. 27
PAYMENT AND ALLOCATION OF PREMIUMS........................................... 27
         Issuance of a Policy................................................ 27
         Premiums............................................................ 28
         Allocation of Premiums and Accumulation Value....................... 29
         Policy Lapse and Reinstatement...................................... 29
CHARGES AND DEDUCTIONS....................................................... 30
         Deductions From Premium Payments.................................... 30
         Charges From Accumulation Value..................................... 30
         Surrender Charge.................................................... 31
         Daily Charges Against the Separate Account.......................... 32
         Fund Expense Summary................................................ 32
GENERAL PROVISIONS........................................................... 35
DISTRIBUTION OF THE POLICIES................................................. 37
FEDERAL TAX MATTERS.......................................................... 38
SAFEKEEPING OF THE SEPARATE ACCOUNT'S ASSETS................................. 40
THIRD PARTY SERVICES......................................................... 40
VOTING RIGHTS................................................................ 40
STATE REGULATION OF AVLIC.................................................... 41
EXECUTIVE OFFICERS AND DIRECTORS OF AVLIC.................................... 41
LEGAL MATTERS................................................................ 43
LEGAL PROCEEDINGS............................................................ 43
EXPERTS...................................................................... 43
ADDITIONAL INFORMATION....................................................... 43
FINANCIAL STATEMENTS......................................................... 44
AMERITAS VARIABLE LIFE INSURANCE COMPANY SEPARATE ACCOUNT V............... F-I-1
AMERITAS VARIABLE LIFE INSURANCE COMPANY................................. F-II-I
APPENDICES...............................................................    A-1

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,  SALESPERSON, 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.


                                     BRAVO!
                                        2

<PAGE>

DEFINITIONS

ACCRUED EXPENSE CHARGES - Any Monthly Deductions that are due and unpaid.


ACCUMULATION VALUE - The total amount that the Policy provides for investment at
any time.  It is equal to the total of the  Accumulation  Value held in Separate
Account V, the Fixed  Account,  and any  Accumulation  Value held in the General
Account which secures Outstanding Policy Debt.

ADMINISTRATIVE  EXPENSE  CHARGE  - A  charge,  which  is  part  of  the  Monthly
Deduction, to cover the cost of administering the Policy.

ASSET-BASED ADMINISTRATIVE EXPENSE CHARGE - A daily charge that is deducted from
the  overall  assets of Separate  Account V to provide  for  expenses of ongoing
administrative services to the Policy Owners as a group.


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


AVLIC ("we,  us, our") - Ameritas  Variable Life Insurance  Company,  a Nebraska
stock  company.  AVLIC's  Home  Office is located at 5900 "O" Street,  P.O.  Box
82550, Lincoln, NE 68501.


BENEFICIARY  - The  person or  persons to whom the Death  Benefit  Proceeds  are
payable upon the Second Death.  (See the sections on  Beneficiary  and Change of
Beneficiary.)


COST OF INSURANCE - A charge  deducted  monthly from the  Accumulation  Value to
provide the life insurance protection;  this charge may also include one or more
Flat Extra  Rating.  The Cost of Insurance is  calculated  with  reference to an
annual "Cost of Insurance  Rate." This rate is based on the Issue Age,  sex, and
risk class of each  Insured and the Policy  duration.  The Cost of  Insurance is
part of the Monthly Deduction.




DEATH  BENEFIT - The amount of insurance  coverage  provided  under the selected
Death Benefit option of the Policy.

DEATH BENEFIT PROCEEDS - The proceeds payable to the Beneficiary upon receipt by
AVLIC of  Satisfactory  Proof of Death of both  Insureds  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 Accrued Expense Charges, including the Monthly Deduction for the month
of the Second Death.


FLAT EXTRA  RATING - A rating  that will be  applicable  if an Insured is placed
into a class that involves a higher  mortality risk.  One-half the amount of any
applicable  Flat Extra Rating will be added to the Cost of  Insurance  Rate and,
thus, will be deducted as part of the Monthly Deduction on each Monthly Activity
Date.


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 such as Separate Account
V.

GRACE PERIOD - A 61 day period from the date  written  notice of lapse is mailed
to the Policy Owner's last known address.  If the Policy Owner makes the payment
specified in the notification of lapse, the Policy will not lapse.


GUARANTEED  DEATH  BENEFIT (IN  MARYLAND,  "GUARANTEED  DEATH BENEFIT TO PREVENT
LAPSE") PERIOD - The number of years the  "Guaranteed  Death Benefit"  provision
will apply.  The period  extends to Attained Age 85 but in no event is less than
10 years,  and may be  restricted  as a result of state law.  Not  available  in
Massachusetts. This benefit is provided without an additional Policy charge.

GUARANTEED DEATH BENEFIT PREMIUM - A specified premium which, if paid in advance
on a monthly prorated basis, will keep the Policy in force during the Guaranteed
Death Benefit Period so long as other Policy provisions are met, even if the Net
Cash Surrender Value is zero or less.

INSUREDS - The two persons whose lives are insured under the Policy.

INVESTMENT  OPTIONS - Refers to the Subaccounts and/or the Fixed Account offered
under this Policy.

                                     BRAVO!
                                        3

<PAGE>

ISSUE AGE - The actual age of each Insured on the Policy Date.

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

MINIMUM  PREMIUM - A specified  premium  which,  if paid in advance on a monthly
prorated  basis,  will keep the Policy in force  during the first  sixty  Policy
months ("Minimum  Benefit"  Period) so long as other Policy  provisions are met,
even if the Net Cash Surrender Value is zero or less.

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.

MONTHLY  DEDUCTION - The  deductions  taken from the  Accumulation  Value on the
Monthly  Activity Date.  These  deductions are equal to: (1) the current Cost of
Insurance; (2) the Administrative Expense Charge; and (3) rider charges, if any.


MORTALITY  AND EXPENSE  RISK CHARGE - A daily  charge that is deducted  from the
overall assets of Separate  Account V to provide for the risk that mortality and
expense costs may be greater than expected.


NET AMOUNT AT RISK - The amount by which the Death  Benefit as  calculated  on a
Monthly Activity Date exceeds the Accumulation Value on that date.

NET CASH SURRENDER VALUE - The Accumulation Value of the Policy on any Valuation
Date  (including for this purpose,  the date of  Surrender),  less any Surrender
Charges and any Outstanding Policy Debt.

NET POLICY FUNDING - Net Policy  Funding is the sum of all premiums  paid,  less
any partial withdrawals and less any Outstanding Policy Debt.

NET PREMIUM - Premium paid less the Percent of Premium Charge.

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

PERCENT OF PREMIUM  CHARGE FOR TAXES - The  amount  deducted  from each  premium
received to cover certain expenses, expressed as a percentage of the premium.


PLANNED  PERIODIC  PREMIUMS - A selected  schedule of equal premiums  payable at
fixed intervals.  The Policy Owner 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 Minimum  Benefit or the  Guaranteed
Death Benefit.


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

Policy  Anniversary  Date - The same day as the  Policy  Date for each  year the
Policy remains in force.


POLICY DATE - 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)  unless  there are  additional
premiums or  application  amendments  at time of  delivery.  (See the section on
Issuance of a Policy.)

POLICY  OWNER - ("you,  your") 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 Policy  Owner.  A collateral  assignee is not the
Policy Owner.


POLICY YEAR - The period from one Policy  Anniversary Date until the next Policy
Anniversary  Date.  A  "Policy  Month"  is  measured  from the same date in each
succeeding month as the Policy Date.


                                     BRAVO!
                                        4

<PAGE>

SATISFACTORY PROOF OF DEATH - Satisfactory Proof of Death must be provided to us
at the time of death of each Insured.  Satisfactory  Proof of Death means all of
the following must be submitted:

    (1) A  certified  copy  of  both  death  certificates;
    (2) A  Claimant Statement;
    (3) The Policy; and
    (4) Any other information that AVLIC may reasonably require to establish the
        validity of the claim.

SECOND DEATH - The later of the dates of death of the Insureds.


SEPARATE  ACCOUNT  V - This  term  refers  to  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 Policy Owner to Separate  Account V.
Separate  Account V is segregated  from the General Account and all other assets
of AVLIC.

SPECIFIED  AMOUNT - The minimum Death  Benefit under the Policy,  as selected by
the Policy Owner.

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


SURRENDER - The termination of the Policy for the Net Cash Surrender Value while
at least one Insured is alive.

SURRENDER CHARGE - This charge is assessed against the Accumulation Value of the
Policy if the Policy is  Surrendered  on or before the 14th  Policy  Anniversary
Date or, in the case of an increase in the  Specified  Amount,  on or before the
14th anniversary of the increase.

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.



                                     BRAVO!
                                        5

<PAGE>

SUMMARY

The following summary of prospectus information and diagram of the Policy should
be read along with the detailed  information found elsewhere in this prospectus.
Unless stated otherwise, this prospectus assumes that the Policy is in force and
that there is no Outstanding Policy Debt.

                                DIAGRAM OF POLICY

                                PREMIUM PAYMENTS
                       You can vary amount and frequency.


                            DEDUCTIONS FROM PREMIUMS

      Percent of Premium Charge for Taxes - currently 2.25% (maximum 3.0%)


                                   NET PREMIUM


The net premium may be  invested in the Fixed  Account or in Separate  Account V
which  offers  27  different   Subaccounts.   The  Subaccounts   invest  in  the
corresponding  portfolios of Calvert Variable Series, Inc. Ameritas  Portfolios,
Variable Insurance Products Fund, Variable Insurance Products Fund II, The Alger
American  Fund,  MFS Variable  Insurance  Trust,  or Morgan  Stanley Dean Witter
Universal Funds, Inc. ("Funds").



                             DEDUCTIONS FROM ASSETS


Monthly charge for Cost of Insurance and cost of any riders.
Monthly charge for administrative  expenses (maximum charge  $16.00/month plus a
charge  per month per  $1000 of  Specified  Amount  that  varies by the  younger
Insured's Issue Age).

<TABLE>
<CAPTION>
<S>                            <C>             <C>              <C>                 <C>          <C>           <C>            <C>
                                  Current Monthly Charge                              Plus        Current Monthly Charge
                                  For Specified Amounts:                                           By Issue Age (/1000/month):

                                   Up to        $1,000,000 up     $5,000,000
                                   $1,000,000   to $5,000,000      or more                        20 - 44        45 - 64        65 +
                                   ----------   -------------      -------                        -------        -------        ----
Policy Year:
1 - 5                            $16.00          $ 8.00            $ 0.00                         $.10           $.08           $.05
6 +                              $ 8.00          $ 4.00            $ 0.00                         $.00           $.00           $.00
Maximum
Monthly Charge:                  $16.00          $16.00            $16.00             Plus        $.10           $.08           $.05
</TABLE>




Daily  charge  from  the   Subaccounts  for  mortality  and  expense  risks  and
administrative  expenses,  at an annual rate of 0.90% for Policy Years 1-15, and
0.45% thereafter. This charge is not deducted from Fixed Account assets.


Fund expense charges,  which ranged from .28% to 1.95% at the most recent fiscal
year end, are also deducted.


                                     BRAVO!
                                        6

<PAGE>

<TABLE>
<CAPTION>
<S>                                                        <C>                               <C>
           LIVING BENEFITS                                  RETIREMENT INCOME                  DEATH BENEFITS

You may make  partial  withdrawals,  subject  to            Loans  may be  available  on a     Generally, Death
certain restrictions.  The Death Benefit will be            more favorable interest  rate      Benefit  income is tax
reduced  by the  amount  of the  partial withdrawal.        basis after the tenth Policy Year. free to the  Beneficiary.
AVLIC guarantees up to 15 free transfers                    Should the Policy lapse while      The Beneficiary may be
between the Investment  Options each Policy Year.           loans are outstanding, the         paid a lump sum or may
Under current practice, unlimited  free  transfers          portion of the loan attributable   select  any of the five
are  permitted.                                             to earnings will become  taxable   payment  methods
You may Surrender the Policy at any time for its            distributions.  (See page 26)      available as retirement
Net Cash Surrender Value.                                                                      benefits.
Some expenses that AVLIC incurs immediately                 You may Surrender the Policy
upon the issuance of the Policy are recovered  over         or make a partial withdrawal and
a period of years. Therefore, a Policy Surrender on or      take values as payments
before the 14th  anniversary  date will be assessed         under one or more of five
a Surrender Charge. The charge decreases each year          different payment options.
until no Surrender  Charge is applied  after the
14th Policy Year.  Increases in coverage  after
issue will also have a Surrender  Charge  associated
with them.  (See pages 26 and 31.)
Accelerated  payment of up to 50% of the lowest
scheduled Death Benefit is available under certain
conditions if the surviving Insured is suffering from
terminal illness.

</TABLE>

                                     BRAVO!
                                        7

<PAGE>

SUMMARY

The following summary is intended to highlight the most important  features of a
BRAVO! Policy that you, as a prospective Policy Owner, should consider. You will
find  more  detailed   information  in  the  main  portion  of  the  prospectus;
cross-references are provided for your convenience.  As you review this summary,
take note of the terms that appear in italics.  Each  italicized term is defined
in the  Definitions  section  that  begins  on page 3 of this  prospectus.  This
summary and all other parts of this  prospectus  are qualified in their entirety
by the terms of the BRAVO! Policy, which is available upon request from AVLIC.


WHO IS THE ISSUER OF A BRAVO! POLICY?

AVLIC  is the  issuer  of  each  BRAVO!  Policy.  AVLIC  enjoys  a  rating  of A
(Excellent)  for  financial  strength and operating  performance  from A.M. Best
Company, a firm that analyzes insurance  carriers.  This is the third highest of
Best's 15  categories.  AVLIC is rated AA (Very Strong) for financial  insurance
strength from Standard & Poor's.  This is the third highest of Standard & Poor's
21 ratings.  A stock life insurance  company  organized in Nebraska,  AVLIC is a
wholly owned subsidiary of AMAL Corporation which is, in turn, owned by Ameritas
Life  Insurance  Corp.  ("Ameritas  Life") and  AmerUs  Life  Insurance  Company
("AmerUs Life").  Ameritas Life, AmerUs Life and AMAL Corporation  guarantee the
obligations  of AVLIC,  including  the  obligations  of AVLIC  under each BRAVO!
Policy;  taken  together,  these  companies have aggregate  assets of over $14.5
billion as of December  31,  1998.  (See the section on Ameritas  Variable  Life
Insurance Company.)


WHY SHOULD I CONSIDER PURCHASING A BRAVO! POLICY?

The primary purpose of a BRAVO!  Policy is to provide life insurance  protection
on the two Insureds named in the Policy.  This means that, so long as the Policy
is in force,  it will provide for:
|X|  payment of a Death  Benefit,  which  will never be less than the  Specified
Amount the Policy Owner selects (See the section on Death Benefit Options.)
|X| Policy loan,  Surrender and  withdrawal  features (See the section on Policy
Rights.)


A BRAVO! Policy also includes an investment component.  This means that, so long
as the Policy is in force,  you will be responsible  for selecting the manner in
which Net Premiums  will be invested.  Thus,  the value of a BRAVO!  Policy will
reflect your investment choices over the life of the Policy.

HOW DOES THE INVESTMENT COMPONENT OF MY BRAVO! POLICY WORK?

AVLIC has  established  Separate  Account  V, which is  separate  from all other
assets of AVLIC,  as a vehicle to  receive  and invest  premiums  received  from
BRAVO!  Policy  Owners and  owners of  certain  other  variable  universal  life
products  offered  by  AVLIC.  Separate  Account  V  is  divided  into  separate
Subaccounts.  Each  Subaccount  invests  exclusively  in  shares  of  one of the
investment  portfolios  available  through BRAVO! Each Policy Owner may allocate
Net  Premiums to one or more  Subaccounts,  or to AVLIC's  Fixed  Account in the
initial  application.  These  allocations  may be changed,  without  charge,  by
notifying  AVLIC's Home Office.  The  aggregate  value of your  interests in the
Subaccounts,  the Fixed  Account and any amount  held in the General  Account to
secure Policy debt will represent the Accumulation Value of your BRAVO!  Policy.
(See the section on Accumulation Value.)


WHAT INVESTMENT OPTIONS ARE AVAILABLE THROUGH THE BRAVO! POLICY?

The  Investment   Options  available   through  BRAVO!   include  27  investment
portfolios,  each of which is a  separate  series of a mutual  fund  managed  by
Ameritas Investment Corp.,  Fidelity  Management & Research Company,  Fred Alger
Management,  Inc.,  Massachusetts  Financial Services Company, or Morgan Stanley
Dean Witter Investment Management Inc. These portfolios are:

|X|Ameritas Investment Corp.:
                              Ameritas Money Market
                                 Ameritas Index
                                 Ameritas Growth
                            Ameritas Income & Growth
                          Ameritas Small Capitalization
                             Ameritas MidCap Growth
                            Ameritas Emerging Growth
                                Ameritas Research
                           Ameritas Growth With Income



                                     BRAVO!
                                        8

<PAGE>

|X|Fidelity Management & Research Company:

                        VIP Equity-Income: Service Class
                            VIP Growth: Service Class
                         VIP High Income: Service Class
                           VIP Overseas: Service Class
                       VIP II Asset Manager: Service Class
                          VIP II Investment Grade Bond
                   VIP II Asset Manager: Growth: Service Class
                        VIP II Contrafund: Service Class


|X|Fred Alger Management, Inc.:





                                    Balanced
                                Leveraged AllCap


|X|Massachusetts Financial Services Company:


                                    Utilities
                               Global Governments
                                  New Discovery



|X|Morgan Stanley Dean Witter Investment Management Inc.:

                             Emerging Markets Equity
                                  Global Equity
                              International Magnum
                                  Asian Equity
                                U.S. Real Estate


Details about the  investment  objectives  and policies of each of the available
investment  portfolios and management fees and expenses,  appear in the sections
on Investment  Objectives and Policies of the Funds' Portfolios and Fund Expense
Summary.  In addition to the listed  portfolios,  you may also elect to allocate
Net Premiums to AVLIC's Fixed Account. (See the section on Fixed Account.)


HOW DOES THE LIFE INSURANCE COMPONENT OF A BRAVO! POLICY WORK?

A BRAVO!  Policy  provides for the payment of a minimum  Death  Benefit upon the
Second Death.  The amount of the minimum death benefit -- sometimes  referred to
as the  Specified  Amount of your BRAVO!  Policy -- is chosen by you at the time
your BRAVO! Policy is established. However, Death Benefit Proceeds -- the actual
amount that will be paid after AVLIC receives Satisfactory Proof of Death -- may
vary  over  the  life of your  BRAVO!  Policy,  depending  on  which  of the two
available coverage options you select.

If you choose Option A, the Death Benefit payable under your BRAVO!  Policy will
be the Specified  Amount of your BRAVO!  Policy OR the applicable  percentage of
its Accumulation Value,  whichever is greater. If you choose Option B, the Death
Benefit  payable under your BRAVO!  Policy will be the Specified  Amount of your
BRAVO!  Policy PLUS the Accumulation  Value of your BRAVO!  Policy,  or if it is
higher, the applicable percentage of the Accumulation Value on the Second Death.
In either case, the applicable  percentage is established  based on the Attained
Age at the Second Death.  (See the section on Death Benefit Options.)


ARE THERE ANY RISKS  INVOLVED IN OWNING A BRAVO!  POLICY?
Yes. Over the life of your BRAVO!  Policy, the Subaccounts to which you allocate
your  premiums  will  fluctuate  with  changes in the stock  market and  overall
economic factors. These fluctuations will be reflected in the Accumulation Value
of your BRAVO! Policy and may result in loss of principal.  For this reason, the
purchase of a BRAVO! Policy may not be suitable for all individuals.  It may not
be advantageous to purchase a BRAVO! Policy to replace or augment your

                                     BRAVO!
                                       9

<PAGE>


existing  insurance  arrangements.  Appendix A includes tables  illustrating the
impact that hypothetical  market returns would have on Accumulation Values under
a BRAVO! Policy (page A-1).


WHAT IS THE PREMIUM THAT MUST BE PAID TO KEEP A BRAVO! POLICY IN FORCE?
Like traditional life insurance  policies,  a BRAVO! Policy requires the payment
of periodic  premiums in order to keep the Policy in force. You will be asked to
establish a payment schedule before your BRAVO! Policy becomes effective.


The distinction  between traditional life policies and a BRAVO! Policy is that a
BRAVO!  Policy  will not lapse  simply  because  premium  payments  are not made
according to that payment schedule. However, a BRAVO! Policy will lapse, even if
scheduled  premium  payments are made, if the Net Cash  Surrender  Value of your
BRAVO! Policy falls below zero or premiums paid do not, in the aggregate,  equal
the premium  necessary to satisfy the Minimum  Benefit or the  Guaranteed  Death
Benefit requirements. (See the section on Premiums.)


HOW ARE PREMIUMS PAID, PROCESSED AND CREDITED TO ME?

Your BRAVO! Policy will be issued after a completed application is accepted, and
the initial  premium payment is received,  by AVLIC at its Home Office.  AVLIC's
Home Office is located at 5900 "O" Street,  P.O. Box 82550,  Lincoln,  NE 68501.
Your initial Net Premium  will be allocated on the Issue Date to the  Subaccount
and/or  the  Fixed  Account  according  to  the  selections  you  made  in  your
application.  If state or other applicable law or regulation  requires return of
at least your  premium  payments  should you return the Policy  pursuant  to the
Free-Look  Privilege,  your  initial Net Premium  will be allocated to the Money
Market Subaccount. Thirteen days after the Issue Date, the Accumulation Value of
the Policy will be  allocated  among the  Subaccounts  and/or the Fixed  Account
according to the instructions in your application. You have the right to examine
your BRAVO! Policy and return it for a refund for a limited time, even after the
Issue Date. (See the section on Issuance of a Policy.)

You may make  subsequent  premium  payments  according to your Planned  Periodic
Premium  schedule,  although  you are not  required  to do so.  AVLIC  will send
premium payment notices to you according to any schedule you select.  When AVLIC
receives your premium payment at its Home Office,  we will deduct any applicable
Percent of Premium Charge for Taxes and the Net Premium will be allocated to the
Subaccounts  and/or the Fixed  Account  according to your  selections.  (See the
sections on Premiums and Allocations of Premiums and Accumulation Value.)

As already noted,  BRAVO!  provides you considerable  flexibility in determining
the frequency and amount of premium payments.  This flexibility is not, however,
unlimited.  You should keep certain  factors in mind in determining  the payment
schedule  that is best  suited to your  needs.  These  include the amount of the
Minimum  Premium,  Guaranteed  Death Benefit  Premium  and/or Net Policy Funding
requirement  needed  to keep  your  BRAVO!  Policy  in  force;  maximum  premium
limitations  established under the federal tax laws; and the impact that reduced
premium payments may have on the Net Cash Surrender Value of your BRAVO! Policy.
(See the section on Premuims.)


IS THE ACCUMULATION VALUE OF MY BRAVO! POLICY AVAILABLE WITHOUT SURRENDER?

Yes. You may access the value of your BRAVO!  Policy in one of two ways.  First,
you may obtain a loan, secured by the Accumulation Value of your BRAVO!  Policy.
The maximum  interest rate on any such loan is 6% annually;  the current rate is
5.5%  annually.  After the tenth Policy  Anniversary,  you may borrow  against a
limited  amount  of the Net Cash  Surrender  Value of your  BRAVO!  Policy  at a
maximum  annual  interest  rate of 4%; the  current  rate for such loans is 3.5%
annually. (See the section on Loan Benefits.)

You may also  access  the  value  of your  BRAVO!  Policy  by  making a  partial
withdrawal.  A partial  withdrawal is not subject to Surrender  Charges,  but is
subject to a maximum  charge not to exceed the lesser of $50 or 2% of the amount
withdrawn (currently, the partial withdrawal charge is the lesser of $25 or 2%).
(See the section on Partial Withdrawals.)


ARE THERE ANY OTHER CHARGES ASSOCIATED WITH OWNERSHIP OF A BRAVO! POLICY?
Certain  states  impose  premium and other taxes in  connection  with  insurance
policies  such as BRAVO!  AVLIC may deduct up to 3% of each premium as a Percent
of Premium Charge for Taxes. Currently, 2.25% is deducted for this purpose.


Charges  are  deducted  against  the  Accumulation  Value to  cover  the Cost of
Insurance  under the  Policy  and to  compensate  AVLIC for  administering  each
individual  BRAVO!  Policy.  These  charges,  which  are  part  of  the  Monthly
Deduction,  are calculated  and paid on each Monthly  Activity Date. The Cost of
Insurance  is  calculated  based on risk  factors  relating  to the  Insureds as
reflected in relevant actuarial tables.  The Administrative  Expense Charges are
based on your Specified  Amount and the Policy  duration.  They may be increased
during the life of your BRAVO!  Policy,  up to a maximum of $16 per month plus a
charge of up to $.10 per month per $1000 of Specified Amount that depends on the
younger Insured's Issue Age.

For its services in  administering  Separate  Account V and  Subaccounts  and as
compensation  for bearing  certain  mortality and expense  risks,  AVLIC is also
entitled to receive fees.  These fees are  calculated  daily during the first 15
years of each BRAVO!  Policy, at a combined annual rate of 0.90% of the value of
the net assets of Separate Account



                                     BRAVO!
                                       10

<PAGE>


V.  After the 15th  Policy  Anniversary  Date,  the  combined  annual  rate will
decrease  to .45% of the daily net assets of Separate  Account V. These  charges
will not be deducted from the amounts in the Fixed Account.  (See the section on
Daily Charges Against the Separate Account.)

Finally, because AVLIC incurs expenses immediately upon the issuance of a BRAVO!
Policy  that are  recovered  over a period of  years,  a BRAVO!  Policy  that is
Surrendered  on or before  its 14th  Policy  Anniversary  Date is  subject  to a
Surrender  Charge.  Additional  Surrender  Charges may apply if you increase the
Specified  Amount of your BRAVO!  Policy.  Because the  Surrender  Charge may be
significant  upon early Surrender,  you should purchase a BRAVO!  Policy only if
you intend to maintain  your BRAVO!  Policy for a substantial  period.  (See the
section on Surrender Charge. )

Policy  Owners  who  choose  to  allocate  Net  Premiums  to one or  more of the
Subaccounts  will also bear a pro rata share of the management fees and expenses
paid by each of the  investment  portfolios  in which  the  various  Subaccounts
invest.  No such management fees are assessed against Net Premiums  allocated to
the Fixed Account. (See the section on Fund Expense Summary.)


WHEN DOES MY BRAVO! POLICY TERMINATE?

You may terminate your BRAVO!  Policy by Surrendering  the Policy while at least
one Insured is alive for its Net Cash  Surrender  Value.  As noted  above,  your
BRAVO!  Policy will  terminate if you fail to pay required  premiums or maintain
sufficient Net Cash Surrender Value to cover Policy  charges.  (See the sections
on Surrenders and Premiums.)


YEAR 2000


Like other insurance  companies and their separate accounts,  AVLIC and Separate
Account V could be adversely  affected if the computer systems they rely upon do
not properly process date-related  information and data involving the years 2000
and after.  This issue  arose  because  both  mainframe  and  PC-based  computer
hardware and software have  traditionally  used two digits to identify the year.
For example,  the year 1998 is input,  stored and calculated as "98." Similarly,
the year 2000 would be input, stored and calculated as "00." If computers assume
this means 1900, it could cause errors in calculations,  comparisons,  and other
computing functions.


Like all  insurance  companies,  AVLIC  makes  extensive  use of dates  and date
calculations. We began a corporate-wide Year 2000 (Y2K) project in mid-1996. Our
goal is to ensure that our computer systems continue to operate smoothly with no
service disruptions before, during or after the year 2000.


As of December 31, 1998, all of our computer  application and operating  systems
had been updated for the year 2000. Continuous testing and monitoring throughout
1999 will help AVLIC continue to meet our contractual and service obligations to
our customers.  In addition to our internal  efforts,  AVLIC is working  closely
with vendors and other business partners to confirm that they too are addressing
Y2K issues on a timely basis. We believe that we are Y2K compliant;  however, in
the event we or our service providers, vendors, financial institutions or others
with which we conduct  business,  fail to be Y2K -  compliant,  there would be a
materially adverse effect on us. Certain vendors and/or business  partners,  due
to their exposure to foreign markets, may face additional Y2K issues. Please see
the Funds' prospectuses for information on the Funds' preparedness for Y2K.


AVLIC, THE SEPARATE ACCOUNT AND THE FUNDS


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 F-II-1.


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 in AMAL Corporation. The Home Offices of
both AVLIC and Ameritas  Life are at 5900 "O" Street,  P.O. Box 82550,  Lincoln,
Nebraska 68501 ("Home Office").

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  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.

                                     BRAVO!
                                       11

<PAGE>


Ameritas Life and its subsidiaries had total assets at December 31, 1998 of over
$4.1 billion. AmerUs Life had total assets as of December 31, 1998 of over $10.4
billion.

AVLIC  has a rating  of A  (Excellent)  for  financial  strength  and  operating
performance  from A.M. Best Company,  a firm that analyzes  insurance  carriers.
This is the  third  highest  of Best's  15  categories.  AVLIC is rated AA (Very
Strong) for  insurer  financial  strength  from  Standard & Poor's.  This is the
third-highest  of  Standard & Poor's 21  ratings.  Ameritas  Life  enjoys a long
standing A+  (Superior)  rating  from A.M.  Best,  the second  highest of Best's
ratings.


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  which has a
financial  rating by a national  rating agency equal to or greater than Ameritas
Life and which agrees to assume the  guarantee.  AmerUs Life will be relieved of
its obligations under the guarantee if it sells its interest in AMAL Corporation
to another  insurance  company which has a financial rating by a national rating
agency equal to or greater than that of AmerUs Life,  and the purchaser  assumes
the guarantee.


Ameritas  Investment Corp. ("AIC"),  the principal  underwriter of the Policies,
may publish in  advertisements  and reports to Policy  Owners,  the  ratings and
other information assigned to Ameritas Life and AVLIC by one or more independent
rating  services.   Published   material  may  also  include  charts  and  other
information concerning dollar cost averaging,  portfolio  rebalancing,  earnings
sweep,  tax-deference,  asset  allocation,  diversification,  long  term  market
trends, index performance and other investment methods and programs. The purpose
of the ratings is to reflect the financial strength of AVLIC. The ratings do not
relate to the performance of Separate Account V.

THE SEPARATE ACCOUNT
Ameritas Variable Life Insurance  Company Separate Account V ("Separate  Account
V") was  established  under  Nebraska  law on August  28,  1985.  The  assets of
Separate  Account  V 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 are not affected by income,  gains,  or losses of
AVLIC.  Although the assets maintained in Separate Account V 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
Separate  Account V of a total  market  value at least  equal to the reserve and
other contract liabilities of Separate Account V. Separate Account V will at all
times contain assets equal to or greater than  Accumulation  Values  invested in
Separate  Account V.  Nevertheless,  to the extent assets in Separate  Account V
exceed AVLIC's  liabilities  in Separate  Account V, 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.

Separate  Account V 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
Separate  Account V. For state law purposes,  Separate Account V is treated as a
Division of AVLIC.


PERFORMANCE INFORMATION

Performance  information for the Subaccounts of Separate Account V and the Funds
available  for  investment by Separate  Account V may appear in  advertisements,
sales literature,  or reports to Policy Owners or prospective purchasers.  AVLIC
may also provide a hypothetical  illustration  of Accumulation  Value,  Net Cash
Surrender Value and Death Benefit based on historical  investment returns of the
Funds for a sample Policy based on assumptions as to age, sex, and risk class of
each Insured, and other Policy specific assumptions.

AVLIC may also provide individualized hypothetical illustrations of Accumulation
Value, Net 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  Separate  Account V charges,  including  the  Monthly
Deduction,  Percent of Premium Charge for Taxes, 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 27 Subaccounts within Separate Account V available to Policy
Owners for new allocations. The assets of each Subaccount are invested in shares
of a corresponding portfolio of one of the following mutual Funds (collectively,
the "Funds"):  Calvert  Variable Series,  Inc.  Ameritas  Portfolios  ("Ameritas
Fund");  Variable  Insurance  Products Fund and Variable Insurance Products Fund
II, (respectively, "VIP" and "VIP II"; collectively "Fidelity Funds"); The Alger
American  Fund  ("Alger  American  Fund");  MFS Variable  Insurance  Trust ("MFS
Trust");  and Morgan Stanley Dean Witter Universal Funds,  Inc. ("MSDW Universal
Funds").  The Ameritas Fund receives  investment advisory services from Ameritas
Investment Corp. ("AIC"). AIC is a registered investment adviser under


                                     BRAVO!
                                       12

<PAGE>


the  Investment  Advisers  Act of 1940 and is an  affiliate  of AVLIC.  AIC also
contracts  with  subadvisers.   The  following  subadvisers  provide  investment
subadvisory services to the indicated portfolios:

<TABLE>
<CAPTION>
<S>                                        <C>
Portfolio                                 Subadviser

Ameritas Money Market                       Calvert  Asset  Management  Company,
                                            Inc.
Ameritas Index                              State  Street Global Advisors
Ameritas Growth                             Fred Alger  Management, Inc. ("Alger
                                            Management")
Ameritas Income & Growth                    Alger Management
Ameritas Small Capitalization               Alger Management
Ameritas MidCap Growth                      Alger Management
Ameritas Emerging Growth                    Massachusetts   Financial   Services
                                            Company ("MFS Co.")
Ameritas Research                           MFS Co.
Ameritas Growth With Income                 MFS Co.

</TABLE>

VIP, which is managed by Fidelity  Management & Research  Company  ("Fidelity"),
offers the following portfolios:  VIP Equity-Income:  Service Class, VIP Growth:
Service Class, VIP High Income: Service Class, and VIP Overseas:  Service Class.
VIP II, also managed by Fidelity, offers the following portfolios:  VIP II Asset
Manager:  Service  Class,  VIP II Investment  Grade Bond,  VIP II Asset Manager:
Growth: Service Class, and VIP II Contrafund:  Service Class. The Alger American
Fund,  which is managed by Fred Alger  Management,  Inc.  ("Alger  Management"),
offers the following portfolios:  Alger American Balanced ("Balanced") and Alger
American  Leveraged  AllCap  ("Leveraged  AllCap").  The MFS  Trust,  managed by
Massachusetts  Financial  Services  Company  ("MFS Co."),  offers the  following
portfolios or series in connection with this Policy:  MFS Utilities,  MFS Global
Governments, and MFS New Discovery. The MSDW Universal Funds offer the following
portfolios  in  connection  with the Policy,  all of which are managed by Morgan
Stanley Dean Witter Investment  Management Inc. ("MSDW Investment  Management"):
Emerging Markets Equity, Global Equity,  International Magnum, Asian Equity, and
U.S.  Real Estate.  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 separately 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
VIP High Income:  Service Class, VIP Equity-Income:  Service Class, VIP II Asset
Manager:  Growth: Service Class, VIP II Asset Manager:  Service Class portfolios
of the Fidelity Funds, and the Research  portfolio of the Ameritas Fund. Certain
portfolios  are  designed  to  invest a  substantial  portion  of  their  assets
overseas,   such  as  the  VIP  Overseas:   Service  Class   portfolio  and  the
International  Magnum  portfolio of the MSDW Universal  Funds.  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 MSDW  Universal  Funds.  The
Emerging Markets Equity portfolio may also invest in non-investment  grade, high
risk debt  securities  (also known as "junk  bonds") 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

                                     BRAVO!
                                       13

<PAGE>


the portfolios of the MFS Trust, by the Emerging  Growth,  Research,  and Growth
With Income  portfolios of the Ameritas Fund, and by the Global Equity portfolio
of the MSDW  Universal  Funds.  Investments  acquired  by the U.S.  Real  Estate
portfolio  of the MSDW  Universal  Funds 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.

The investments in the Funds may be managed by Fund managers which manage one or
more other mutual  funds that have similar  names,  investment  objectives,  and
investment styles as the Funds. You should be aware that the Funds are likely to
differ from the other mutual funds in size, cash flow pattern,  and tax matters.
Thus,  the  holdings and  performance  of the Funds can be expected to vary from
those of the other mutual funds.


You 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.


Separate  Account V will purchase and redeem  shares from the  portfolios at the
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 you  requested.  Any
dividend or capital gain  distribution  received is automatically  reinvested in
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 Separate  Account V 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  their  separate  accounts  from the Funds,  to resolve  the
matter.  The risks of such mixed and shared funding are described further in the
prospectuses of the Funds.


INVESTMENT OBJECTIVES AND POLICIES OF THE FUNDS' PORTFOLIOS

<TABLE>
<CAPTION>
<S>                       <C>                                                           <C>

AMERITAS FUND

PORTFOLIO                  INVESTMENT POLICIES                                            OBJECTIVE
- ----------------------------------------------------------------------------------------------------------------------------
Ameritas Money             Invests in U.S. dollar-denominated money market                Seeks as high a level of current
Market                     securities of domestic and foreign issuers, including U.S.     income as is consistent with
                           Government Securities and repurchase  agreements.  Invests     preservation of capital and
                           more than 25% of total assets in the financial services        liquidity.
                           industry.

Ameritas Index             Under normal circumstances, seeks to invest at least 80%       Seeks investment results that
                           of its assets in common stock included in the Standard &       correspond to the total return of
                           Poor's 500.                                                    common stocks publicly traded
                                                                                          in the United States, as
                                                                                          represented by the Standard &
                                                                                          Poor's 500.

Ameritas Growth            Focuses on companies that generally have broad product         Seeks long-term capital
                           lines, markets, financial resources and depth of               appreciation.
                           management.  Under normal circumstances, the portfolio
                           invests primarily in equity securities, such as common or
                           preferred stocks, of large companies listed on U.S.
                           exchanges or in the U.S. over-the-counter market.  The
                           portfolio considers a large company to have a market
                           capitalization of $1 billion or greater.

</TABLE>

                                     BRAVO!
                                       14

<PAGE>
<TABLE>
<CAPTION>
<S>                       <C>                                                            <C>
Ameritas  Income  &        Under  normal  circumstances,  invests  in  dividend  paying   Primarily  seeks to  provide  a
Growth                     equity  securities,  such as  common  or preferred stocks,     high level of dividend income.
                           preferably those which the subadvisor believes also offer      Its secondary goal is to provide
                           opportunities for capital appreciation.                        capital appreciation.

Ameritas  Small            It focuses on small,  fast-growing  companies  that offer      Seeks long-term capital
Capitalization             innovative products,  services or technologies to a rapidly    appreciation.
                           expanding  marketplace.  Under normal  circumstances, the
                           portfolio invests primarily in the equity securities, such as
                           common or preferred  stocks,  of small   capitalization
                           companies listed  on  U.S. exchanges or in the U.S.  over-the-
                           counter  market.  A small capitalization company is one that
                           has a market capitalization  within the range of  companies
                           in the Russell  2000 Growth  Index or the S&P  SmallCap
                           600 Index.

Ameritas MidCap            Invests in midsize companies with promising growth             Seeks long-term capital
Growth                     potential.  Under normal circumstances, the portfolio          appreciation.
                           invests primarily in the equity securities, such as common
                           or preferred stocks, of companies listed on U.S. exchanges
                           or in the U.S. over-the-counter market and having a market
                           capitalization within the range of companies in the S&P
                           MidCap 400 Index.

Ameritas Emerging          Invests, under normal market conditions, at least 65% of its   Seeks  long-term  growth of
Growth                     total assets in common stocks and related securities, such     capital.
                           as  preferred  stocks,   convertible  securities  and
                           depositary receipts for those securities, of emerging
                           growth companies.

Ameritas Research          Invests, under normal market conditions, at least 80% of its   Seeks long-term growth of
                           total assets in common stocks and related securities, such     capital and future income.
                           as preferred stocks, convertible securities and depositary
                           receipts.  The portfolio focuses on companies that the
                           subadvisor believes have favorable prospects for long-term
                           growth, attractive valuations based on current and expected
                           earnings or cash flow, dominant or growing market share
                           and superior management.  The fund may invest in
                           companies of any size.  The portfolio's investments may
                           include securities traded on securities exchanges or in the
                           over-the-counter markets.

Ameritas Growth            Invests, under normal market conditions, at least 65% of its   Seeks to  provide  reasonable
With  Income               total assets in common stocks and related securities, such     current income and long-term
                           as  preferred stocks, convertible  securities and depositary   growth of capital and income.
                           receipts for those securities. These securities may be listed
                           on a securities exchange or traded in the over-the-counter
                           markets.  While the portfolio may invest in companies of
                           any size, it may generally focus on companies with larger
                           market  capitalizations  that the  subadvisor believes  have
                           sustainable growth  prospects  and attractive  valuations
                           based on current and expected earnings or cash flow.

FIDELITY FUNDS

</TABLE>

                                     BRAVO!
                                       15

<PAGE>

<TABLE>
<CAPTION>
<S>                       <C>                                                            <C>




VIP Equity-Income:         Investing at least 65% in income-producing equity              Seeks reasonable income. Will
Service Class              securities, which tends to lead to investments in large cap    also consider the potential for
                           "value" stocks.                                                capital appreciation.  Seeks a
                                                                                          yield which exceeds the
                                                                                          composite yield on the securities
                                                                                          comprising the Standard & Poor's
                                                                                          500.

VIP Growth: Service        Investing primarily in common stocks.  Investing in            Seeks capital appreciation.
Class                      companies that it believes have above-average growth
                           potential (stocks of these companies are often called
                           "growth" stocks).  Investing in domestic and foreign
                           issuers.

VIP High Income:           Investing at least 65% of total assets in income-producing     Seeks a high level of current
Service Class              debt securities, preferred stocks and convertible securities,  income while also considering growth
                           with an emphasis on  lower-quality  debt  securities.          of capital.


VIP Overseas: Service      Investing at least 65% of total assets in foreign securities.  Seeks long-term growth of
Class                      Investing primarily in common stocks.                          capital.


VIP II Asset Manager:      Allocating the fund's assets among stocks, bonds, and          Seeks high total return
Service Class              short-term and money market instruments.  Maintaining a        with reduced risk over the long
                           neutral mix over time of 50% of assets in stocks, 40% of       term by allocating its assets
                           assets in bonds, and 10% of assets in  short-term  and         among stocks, bonds, and short-term
                           money  market instruments.                                     instruments .



VIP II Investment          Investing in U.S. dollar-denominated investment-grade          Seeks as high a level of current
Grade Bond                 bonds.                                                         income as is consistent with the
                                                                                          preservation of capital.


</TABLE>

                                     BRAVO!
                                       16

<PAGE>
<TABLE>
<CAPTION>
<S>                       <C>                                                            <C>

VIP II Asset Manager:      Allocating the fund's assets among stocks, bonds, and          Seeks to maximize total return
Growth: Service Class      short-term and money market instruments.  Maintaining a        by allocating its assets among
                           neutral mix over time of 70% of assets in stocks, 25% of       stocks, bonds,  short-term instruments
                           assets  in  bonds, and 5% of assets in short-term and money    and other investments.
                           market instruments.






VIP II Contrafund:         Investing primarily in common stocks.  Investing in            Seeks long-term capital
Service Class              securities of companies whose value it believes is not fully   appreciation.
                           recognized  by the public.


ALGER AMERICAN
FUND


</TABLE>

                                     BRAVO!
                                       17

<PAGE>
<TABLE>
<CAPTION>
<S>                       <C>                                                            <C>

Balanced                   The portfolio focuses on stocks of companies with growth       Seeks current income and long-
                           potential and fixed income securities, with emphasis on        term capital appreciation by
                           income-producing securities which appear to have some          investment in common stocks
                           potential for capital appreciation.  Under normal              and fixed income and
                           circumstances, it invests in common stocks and fixed           convertible securities, with
                           income securities, which include commercial paper and          emphasis on income producing
                           bonds rated within the 4 highest rating categories by an       securities which appear to have
                           established rating agency or if not rated, which are           potential for capital
                           determined by the manager to be of comparable quality.         appreciation.
                           Ordinarily, at least 25% of the portfolio's net assets are
                           invested in fixed-income securities.






Leveraged AllCap           Under normal circumstances, the portfolio invests in the       Seeks long-term capital
                           equity securities of companies of any size which               appreciation.
                           demonstrate promising growth potential.  The portfolio can
                           leverage, that is, borrow money, up to one-third of its total
                           assets to buy additional securities.  By borrowing money,
                           the portfolio has the potential to increase its returns if the
                           increase in the value of the securities purchased exceeds
                           the cost of borrowing, including interest paid on the money
                           borrowed.



MFS FUNDS




Utilities                  Invests, under normal market conditions, at least 65% of its   Will seek capital growth and
                           total assets in equity and debt securities of both domestic    current income (income above
                           and foreign companies in the utilities industry.               that available from a portfolio
                                                                                              invested entirely in equity
                                                                                          securities).
</TABLE>

                                     BRAVO!
                                       18

<PAGE>
<TABLE>
<CAPTION>
<S>                     <C>                                                             <C>

Global                   Invests, under normal market conditions, at least 65% of its    Will seek to provide income and
Governments              total assets in debt obligations that are issued or guaranteed  capital appreciation.
                         as to principal and interest by either (1) the U.S.
                         Government, its agencies, authorities or instrumentalities or
                         (2) the governments of foreign countries (including
                         emerging markets).  May also invest in corporate bonds
                         (including lower rated bonds commonly known as junk
                         bonds) and mortgage-backed and assets-backed securities.





New Discovery            Invests, under normal market conditions, at least 65% of its   Will seek capital appreciation.
                         total assets in common stocks and related securities, such
                         as preferred stocks, convertible securities and depositary
                         receipts for those securities, of emerging growth
                         companies.


MSDW UNIVERSAL FUNDS





Emerging Markets         Invests primarily in equity securities of emerging market      Long-term capital appreciation.
Equity                   country issuers with a focus on those issuers with attractive
                         growth  characteristics,  reasonable valuations,  and
                         management teams that focus on shareholder value.


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

</TABLE>

                                     BRAVO!
                                       19

<PAGE>
<TABLE>
<CAPTION>
<S>                       <C>                                                            <C>

Asian Equity               Invests primarily in equity securities of Asian issuers,       Long-term capital appreciation.
                           excluding Japan, using a disciplined, value-oriented
                           approach to security selection.

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

ADDITION, DELETION OR SUBSTITUTION OF INVESTMENTS

AVLIC reserves the right, subject to applicable law, to add, delete, combine, or
substitute  investments  in Separate  Account V if, in our  judgment,  marketing
needs, tax considerations, or investment conditions warrant. This may happen due
to a change in law or a change in a Fund's  objectives or  restrictions,  or for
some other reason.  AVLIC may operate Separate Account V 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. AVLIC
may also transfer the assets of Separate Account V to another separate  account.
If necessary, we will notify the SEC and/or state insurance authorities and will
obtain any required approvals before making these changes.


If any  changes  are made,  AVLIC may, by  appropriate  endorsement,  change the
Policy to reflect the changes.  In addition,  AVLIC may, when  permitted by law,
restrict or eliminate  any voting  rights of Policy  Owners or other persons who
have voting rights as to Separate  Account V. AVLIC will determine the basis for
making any new Subaccounts available to existing Policy Owners.


You will be notified of any material change in the investment policy of any Fund
in which you have an interest.




FIXED ACCOUNT

You may elect to allocate  all or a portion of your Net Premium  payments to the
Fixed Account,  and you may also transfer monies between  Separate Account V and
the Fixed Account. (See the section on Transfers.)

Payments  allocated to the Fixed Account and transferred from Separate Account V
to the Fixed Account are placed in AVLIC's General Account.  The General Account
includes  all of AVLIC's  assets,  except  those  assets  segregated  in AVLIC's
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,  plus  interest
credited thereto, less any deduction for charges and  expenses. The Policy Owner
bears the investment risk that the declared rate,  described below, will fall to
a lower  rate  after the  expiration  of a  declared  rate  period.  Because  of
exemptions 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
in it 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

                                     BRAVO!
                                       20

<PAGE>


prospectus relating to the Fixed Account portion of the Policy;  however,  these
disclosures  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 a declared  rate of at least
3.5%. AVLIC may, at its discretion,  set a higher  declared rate(s).  Each month
AVLIC will  establish  the declared  rate for the Policies with a Policy Date or
Policy  Anniversary  Date in that month.  Each month is assumed to have 30 days,
and each year to have 360 days for purposes of  crediting  interest on the Fixed
Account.  The Policy  Owner  will earn  interest on the amounts  transferred  or
allocated to the Fixed Account at the declared  rate  effective for the month in
which the Policy was issued,  which rate is guaranteed  for the remainder of the
first Policy Year.  During later Policy Years,  all amounts in the Fixed Account
will  earn  interest  at the  declared  rate in  effect in the month of the last
Policy  Anniversary.  Declared  interest  rates may  increase or  decrease  from
previous  periods,  but will not fall below 3.5%.  AVLIC  reserves  the right to
change the declaration  practice,  and the period for which a declared rate will
apply.


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 Policy Owner  with both lifetime insurance
protection and  flexibility in the amount and frequency of premium  payments and
with the level of life insurance proceeds payable under the Policy.


You are not required to pay scheduled  premiums to keep the Policy in force, but
you may,  subject  to  certain  limitations,  vary the  frequency  and amount of
premium payments.  You also may 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 both the Minimum Premium and the Guaranteed Death
Benefit Premium  required.  If the Specified Amount is decreased,  however,  the
Minimum Premium and Guaranteed Death Benefit Premium will not decrease. Thus, as
insurance  needs or financial  conditions  change,  you have 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  Separate  Account V. Thus the Policy
Owner  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  Separate  Account  V.  If  the  Minimum  Premium  or
Guaranteed Death Benefit Premium is satisfied by Net Policy Funding,  AVLIC will
keep the Policy in force  during  the  appropriate  period  and  provide a Death
Benefit.  In certain  instances,  this Net Policy  Funding  will not,  after the
payment of Monthly Deductions, generate positive Net Cash Surrender Values.


DEATH BENEFIT PROCEEDS
As long as the  Policy  remains  in  force,  AVLIC  will pay the  Death  Benefit
Proceeds of the Policy upon Satisfactory Proof of Death,  according to the Death
Benefit  option in effect at the time of the  Second  Death.  The  amount of the
Death  Benefits  payable will be determined  at the end of the Valuation  Period
during which the Second Death occurs.  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 the section on Payment Options.)


Death  Benefit   Proceeds  will  be  paid  to  the  surviving   Beneficiary   or
Beneficiaries  you specified in the application or as subsequently  changed.  If
you do not choose a Beneficiary, the proceeds will be paid to you, as the Policy
Owner, or to your estate.


DEATH BENEFIT OPTIONS

The Policy provides two Death Benefit  options.  The Policy Owner 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 the  section  on Policy  Lapse and  Reinstatement.)  The
minimum initial Specified Amount is $100,000.  The Net Amount at Risk for Option
A will generally be less than the Net Amount at Risk for Option B. If you choose
Option A, your Cost of Insurance  deduction  will generally be lower than if you
choose  Option B. (See the section on Charges  and  Deductions.)  The  following
graphs illustrate the differences in the two Death Benefit options.


                                     BRAVO!
                                       21

<PAGE>

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 Death Benefit equal to the Specified  Amount
     or the  Accumulation  Value  multiplied  by the  Death  Benefit  percentage
     (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 at the Second
Death. The applicable  percentage is 250% for Attained Ages 40 or younger on the
Policy  Anniversary Date prior to the Second Death. For Attained Ages over 40 on
that  Policy  Anniversary  Date,  the  percentage  declines.  For  example,  the
percentage  at Attained Age 40 is 250%,  at Attained Age 50 is 185%, at Attained
Age 60 is 130%, at Attained Age 70 is 115%,  at Attained Age 80 is 105%,  and at
Attained Age 90 is 105%. The applicable percentage will never be less than 101%.
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.  Policy  Owners  who  prefer  to  have
favorable  investment  performance,  if any,  reflected  in higher  Accumulation
Value, rather than increased insurance coverage,  generally should select Option
A.


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 Death Benefit equal to the Specified  Amount
     plus the Policy's  Accumulation  Value or the Accumulation Value multiplied
     by the Death Benefit percentage, 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 at the Second Death. The applicable  percentage is the
same as under  Option A: 250% for  Attained  Ages 40 or  younger  on the  Policy
Anniversary  Date prior to the Second  Death.  For Attained Ages over 40 on that
Policy Anniversary Date 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). Policy Owners who  prefer to
have favorable investment performance,  if any, reflected in increased insurance
coverage, rather than higher Accumulation Values, generally should select Option
B.


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 Specified
Amount after the change will equal the  Specified  Amount before the change less
the Accumulation Value as of the date of the change. 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 Cost of  Insurance  because this charge  varies  depending on the Net
Amount at Risk. Changing from Option

                                     BRAVO!
                                       22

<PAGE>

B to Option A generally will decrease the Net Amount at Risk in the future,  and
will therefore decrease the Cost of Insurance.  Changing from Option A to Option
B  generally  will  result in an  increase  in the Cost of  Insurance  over time
because the Cost of Insurance  rate will increase with the ages of the Insureds,
even  though  the Net  Amount  at Risk will  generally  remain  level.  (See the
sections on Charges and Deductions and Federal Tax Matters.)


CHANGE IN  SPECIFIED  AMOUNT.  Subject to certain  limitations,  after the first
Policy Year, a Policy Owner may  increase or decrease the Specified  Amount of a
Policy.  A change in  Specified  Amount  affects  the Net Amount at Risk,  which
affects the Cost of Insurance  and may have federal tax  consequences.  (See the
sections on Charges and Deductions and Federal Tax Matters.)


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  $100,000.
In addition,  if a decrease in the Specified  Amount makes the Policy not comply
with the maximum premium limits required by federal tax law, the decrease may be
limited or the Accumulation  Value may be returned to you, at your election,  to
the extent necessary to meet the requirements. (See the section on Premiums.)

Increases in the  Specified  Amount will be allowed after the first Policy Year.
For an increase in the Specified Amount, you must submit a written  supplemental
application.  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 put the
requested  increase in effect.  (See the section on Premiums  upon  Increases in
Specified  Amount.)  The  minimum  amount of any  increase  is  $50,000,  and an
increase cannot be made if either Insured was over age 85 on the previous Policy
Anniversary  Date.  An  increase  in the  Specified  Amount  will also  increase
Surrender  Charges.  An increase in the Specified  Amount during the time either
the Minimum Benefit or the Guaranteed Death Benefit  provision is in effect will
increase the respective  premium  requirements.  (See the section on Charges and
Deductions.)

METHODS OF AFFECTING INSURANCE PROTECTION
You 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 your 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 Net  Cash  Surrender  Value  is
sufficient to pay the Monthly  Deduction or if the Minimum Benefit or Guaranteed
Death  Benefit  provision  is in  effect.  (See  the  section  on  Charges  from
Accumulation Value.) However,  when the Net Cash Surrender Value is insufficient
to pay the Monthly  Deduction and the Grace Period  expires  without an adequate
payment by the Policy Owner, the Policy  will lapse and terminate without value.
(See the section on Policy Lapse and Reinstatement.)


ACCUMULATION VALUE

The  Accumulation  Value will reflect the  investment  performance of the chosen
Investment  Options,  the Net Premiums  paid, any partial  withdrawals,  and the
charges  assessed in connection  with the Policy.  A Policy Owner may  Surrender
the Policy at any time and receive the Policy's Net Cash Surrender  Value.  (See
the section on Surrenders.) There is no guaranteed minimum Accumulation Value.


Accumulation  Value is determined on each Valuation Date. On the Issue Date, the
Accumulation  Value will equal the portion of any Net Premium  allocated  to the
Investment  Options,  reduced  by the  portion  of the first  Monthly  Deduction
allocated to the Investment Options.  (See the section on Allocation of Premiums
and Accumulation  Value.)  Thereafter,  on each Valuation Date, the Accumulation
Value of the Policy will equal:

     (1)  The  aggregate  values  belonging  to  the  Policy  in   each  of  the
          Subaccounts  on  the Valuation Date, determined  by  multiplying  each
          Subaccount's  unit  value  by  the  number  of  Subaccount  units  you
          have  allocated  to the Policy; plus

     (2)  The value of allocations to the Fixed Account; plus
     (3)  Any Accumulation Value impaired by Outstanding Policy Debt held in the
          General Account; plus

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<PAGE>

     (4)  Any Net Premiums  received on that Valuation Date; less
     (5)  Any partial withdrawal, and its charge, made  on that Valuation  Date;
          less
     (6)  Any Monthly  Deduction to be made on that Valuation  Date; less
     (7)  Any federal  or  state income  taxes charged  against the Accumulation
          Value.

In computing the Policy's  Accumulation  Value on the Valuation Date, the number
of Subaccount  units  allocated to the Policy is determined  after any transfers
among  Investment  Options (and deduction of transfer  charges),  but before any
other  Policy  transactions,  such  as  receipt  of  Net  Premiums  and  partial
withdrawals.  Because the Accumulation Value depends on 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 is calculated
by:
     (1)  Multiplying  the  net  asset value  per share of  each Fund  portfolio
          on  the  Valuation  Date  times  the  number  of shares  held  by that
          Subaccount,  before  the  purchase  or  redemption  of  any shares  on
          that Valuation  Date; minus
     (2)  A charge for mortality and expense risk at an  annual rate of .75%  in
          Policy Years 1-15, decreasing to .30% thereafter; minus
     (3)  A  charge  for administrative  service expenses at a n annual rate  of
          .15%; and
     (4)  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 Valuation Date.
(See the section on Daily Charges Against the Separate Account.)

VALUATION DATE AND VALUATION  PERIOD.  A Valuation Date is each day on which the
New York Stock  Exchange  ("NYSE") is open for trading.  The net asset value for
each Fund  portfolio  is  determined  as of the close of regular  trading on the
NYSE. The net investment  return for each  Subaccount and all  transactions  and
calculations  with  respect  to  the  Policies  as of  any  Valuation  Date  are
determined  as of that  time.  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.

PAYMENT OF POLICY BENEFITS

Death Benefit  Proceeds  under the Policy will usually be paid within seven days
after AVLIC receives  Satisfactory Proof of Death.  Payments may be postponed in
certain circumstances. (See the section on Postponement of Payments.) The Policy
Owner may decide the form in which Death Benefit Proceeds will be paid. While at
least one Insured is alive,  the Policy Owner 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.  If no election  is made,  AVLIC will pay Death  Benefit  Proceeds or
Accumulation  Value  Benefits in a lump sum.  When Death  Benefit  Proceeds  are
payable in a lump sum and no election  for an  optional  method of payment is in
force at the Second Death 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 FOR DEATH BENEFIT  PROCEEDS.  The minimum amount of each payment
is $100.  If a  payment  would be less  than  $100,  AVLIC has the right to make
payments less often so that the amount of each payment is at least $100.  Once a
payment  option is in effect,  Death  Benefit  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.


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<PAGE>

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


As an alternative to the above payment options,  Death Benefits  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 Policy Owner,  using  the
rules set out above.


POLICY RIGHTS


LOAN BENEFITS
LOAN  PRIVILEGES.  The Policy  Owner may borrow an amount up to the  current Net
Cash  Surrender  Value less twelve times the most recent Monthly  Deduction,  at
regular or reduced loan rates (described below). Loans usually are funded within
seven days after  receipt  of a written  request.  The loan may be repaid at any
time while at least one Insured is living.  Policy Owners in certain  states may
borrow 100% of the Net Cash Surrender Value after deducting  Monthly  Deductions
and any  interest  on Policy  loans  that will be due for the  remainder  of the
Policy Year.  Loans may have tax  consequences.  (See the section on Federal Tax
Matters.)

LOAN  INTEREST.  AVLIC charges  interest to Policy Owners at regular and reduced
rates. Regular loans will accrue interest on a daily basis at a rate of up to 6%
per year; currently the interest rate on regular Policy loans is 5.5%. Each year
after the tenth Policy  Anniversary  Date, the Policy Owner may borrow a limited
amount of the Net Cash  Surrender  Value at a reduced  interest  rate. For those
loans, interest will accrue on a daily basis at a rate of up to 4% per year; the
current reduced loan rate is 3.5%. The amount available at the reduced loan rate
is (1) the Accumulation  Value , minus (2) total premiums paid minus any partial
withdrawals  previously taken, and minus (3) any Outstanding Policy Debt held at
a reduced loan rate. However, this amount may not exceed the maximum loan amount
described  above.  (See the  section on Loan  Privileges.)  If unpaid  when due,
interest  will be added to the amount of the loan and bear  interest at the same
rate. The Policy Owner earns 3.5%  interest on the  Accumulation  Values held in
the General Account 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  Investment  Options  to the
General  Account as security for the loan. The  Accumulation  Value  transferred
will be allocated from the Investment  Options according to the instructions you
give when you  request  the  loan.  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 Investment Options. In any Policy Year that
loan  interest  is not paid when due,  AVLIC  will add the  interest  due to the
principal  amount of the Policy loan on the next Policy  Anniversary.  This loan
interest due will be transferred  from the Investment  Options as set out above.
No  charge  will be made for these  transfers.  A Policy  loan will  permanently
affect the Accumulation Value and may permanently affect the amount of the Death
Benefits,  even if the loan is repaid.  Policy loans will also affect Net Policy
Funding for determining whether the Minimum Benefit and Guaranteed Death Benefit
provisions are met.

Interest  earned on amounts held in the General Account will be allocated to the
Investment  Options on each Policy  Anniversary in the same  proportion that Net
Premiums  are being  allocated  to those  Investment  Options at the time.  Upon
repayment of loan amounts,  the portion of the repayment allocated in accordance
with the repayment of loan provision (see below) will be transferred to increase
the Accumulation Value in that Investment Option.


OUTSTANDING  POLICY DEBT.  The  Outstanding  Policy Debt equals the total of all
Policy loans and accrued  interest on Policy loans.  If the  Outstanding  Policy
Debt exceeds the  Accumulation  Value less any Surrender  Charge and any Accrued
Expense Charges, the Policy Owner must  pay the excess. AVLIC will send a notice
of the amount which must be paid. If you do not make the required payment within
the 61 days after  AVLIC sends the notice,  the Policy  will  terminate  without
value ("lapse"). Should the Policy lapse while Policy loans are outstanding, the
portion of the loans attributable to earnings will become taxable. You 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  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 you
experience  a  substantial   reduction,   you  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 the section on Policy Lapse and Reinstatement.)



REPAYMENT OF LOAN.  Unscheduled premiums paid while a Policy loan is outstanding
are treated as repayment of the debt only if the Policy Owner so requests.  As a
loan is repaid,  the  Accumulation  Value in the General  Account  securing  the
repaid loan 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.


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<PAGE>

SURRENDERS

At any time while at least one Insured is alive, the Policy Owner may withdraw a
portion of the  Accumulation  Value or Surrender the Policy by sending a written
request to AVLIC.  The amount  available for Surrender is the Net Cash Surrender
Value at the end of the Valuation Period when 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 the section on Postponement of Payments.)
SURRENDERS  MAY HAVE TAX  CONSEQUENCES.  Surrenders  may be subject to Surrender
Charges. (See the section on Surrender Charge.) Once a Policy is Surrendered, it
may not be reinstated. (See the section on Tax Treatment of Policy Proceeds.)

If the Policy is being  Surrendered  in its entirety,  the Policy itself must be
returned to AVLIC along with the request.  AVLIC will pay the Net Cash Surrender
Value.  Coverage  under  the  Policy  will  terminate  as of the date of a total
Surrender.  A Policy  Owner may elect to have the  amount  paid in a lump sum or
under a payment option. (See the section on Payment Options.)


PARTIAL WITHDRAWALS
Partial withdrawals are irrevocable.  The amount of a partial withdrawal may not
be less than $500. The Net Cash Surrender Value after a partial  withdrawal must
be at least $1,000 or an amount  sufficient  to maintain the Policy in force for
the remainder of the Policy Year.

The amount paid will be deducted from the Investment  Options  according to your
instructions  when you  request the  withdrawal.  However,  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 Investment Options.

The Death  Benefit will be reduced by the amount of any partial  withdrawal  and
may affect the way the Cost of  Insurance is  calculated  and the amount of pure
insurance  protection under the Policy.  (See the sections on Monthly  Deduction
Cost of Insurance  and Death  Benefit  Options - Methods of Affecting  Insurance
Protection.) If Death Benefit option B is in effect,  the Specified  Amount will
not change, but the Accumulation Value will be reduced.

A fee which does not exceed the lesser of $50 or 2% of the amount  withdrawn  is
deducted from the Accumulation Value. Currently, the charge is the lesser of $25
or 2% of the amount withdrawn.  (See the section on Partial Withdrawal  Charge.)
Partial  withdrawals will also affect Net Policy Funding for determining whether
the Minimum Benefit and Guaranteed Death Benefit provisions are met.

TRANSFERS

Accumulation  Value may be transferred among the Subaccounts of Separate Account
V and to the Fixed Account as often as desired.  However,  you may make only one
transfer  out of the Fixed  Account per Policy  Year.  We may limit the transfer
period to the 30 days following the Policy  Anniversary  Date. 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.  The first 15 transfers per Policy Year will be permitted free
of charge.  After that, a transfer  charge of $10 may be imposed each additional
time amounts are  transferred.  Currently,  no charge is imposed for  additional
transfers.  This charge will be deducted pro rata from each  Subaccount  (and if
applicable,  the Fixed Account) in which the Policy Owner is invested.  (See the
section on Transfer Charge.)

Additional  restrictions  on  transfers  may  be  imposed  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.

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
guaranteed 15 free  transfers  per Policy Year.  AVLIC may at any time revoke or
modify the transfer privilege, including the minimum amount transferable.

Transfers  out of the Fixed  Account,  unless part of the dollar cost  averaging
systematic  program  described  below,  are  limited  to one  per  Policy  Year.
Transfers  out of the Fixed Account are limited to the greater of (1) 25% of the
Fixed Account  attributable to the Policy;  (2) the largest transfer made by the
Policy Owner out of  the Fixed Account during the last 13 months; or (3) $1,000.
This  provision  is not  available  while dollar cost  averaging  from the Fixed
Account.


                                     BRAVO!
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<PAGE>


The privilege to initiate  transactions  by telephone  will be made available to
Policy Owners  automatically.  The registered  representative  designated on the
application  will have the  authority to initiate  telephone  transfers.  Policy
Owners who do not wish to authorize AVLIC to accept telephone  transactions from
their registered  representative must so specify on the application.  AVLIC will
employ  reasonable  procedures  to confirm  that  instructions  communicated  by
telephone  are genuine,  and if it does not,  AVLIC may be liable for any losses
due to unauthorized or fraudulent instructions. The procedures AVLIC follows for
transactions  initiated by telephone include,  but are not limited to, requiring
the Policy  Owner to provide  the Policy  number at the time of giving  transfer
instructions; AVLIC's tape recording of all telephone transfer instructions; and
AVLIC providing written confirmation of telephone transactions.


SYSTEMATIC PROGRAMS
AVLIC may offer systematic  programs as discussed below.  These programs will be
subject to  administrative  guidelines  AVLIC may  establish  from time to time.
Transfers of Accumulation  Value made pursuant to these programs will be counted
in determining  whether any transfer fee may apply. Lower minimum amounts may be
allowed to transfer as part of a systematic  program.  No other  separate fee is
assessed  when one of  these  options  is  chosen.  All  other  normal  transfer
restrictions, as described above, also apply.

You can request  participation  in the available  programs when  purchasing  the
Policy  or at a  later  date.  You  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.

PORTFOLIO REBALANCING. Under the Portfolio Rebalancing program, you can instruct
AVLIC to reallocate the  Accumulation  Value among the Subaccounts  (but not the
Fixed  Account) on a systematic  basis  according to your  specified  allocation
instructions.

DOLLAR COST AVERAGING. Under the Dollar Cost Averaging program, you can instruct
AVLIC to automatically  transfer,  on a systematic basis, a predetermined amount
or specified percentage from the Fixed Account or the Money Market Subaccount to
any other  Subaccount(s).  Dollar cost  averaging  is  permitted  from the Fixed
Account  if each  monthly  transfer  is no more than  1/36th of the value of the
Fixed Account at the time dollar cost averaging is established.

EARNINGS SWEEP. This program permits systematic redistribution of earnings among
Investment Options.

FREE-LOOK PRIVILEGE
You may cancel the Policy  within 10 days after you receive  it,  within 10 days
after AVLIC delivers a notice of your right of  cancellation,  or within 45 days
of completing  Part I of the  application,  whichever is later.  When allowed by
state  law,  the  amount of the  refund  is the net  premiums  allocated  to the
Investment Options, adjusted by investment gains and losses, plus the sum of all
charges  deducted from premiums paid.  Otherwise,  the amount of the refund will
equal the gross premiums paid. To cancel the Policy,  you should mail or deliver
it to the selling  agent,  or to AVLIC at the Home Office.  A refund of premiums
paid by check may be delayed  until the check has  cleared  your bank.  (See the
section on Postponement of Payments.)

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 ( 5900 "O" Street, P.O. Box 82550,  Lincoln,  Nebraska
68501).  A Policy will generally be issued only to individuals  between the ages
of 20 and 90 at the time of purchase,  although at least one of the  individuals
must be no older  than 85,  and both of whom  supply  satisfactory  evidence  of
insurability to AVLIC.  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  for  all  coverage  in the  original
application.  The Policy Date is used to  determine  Policy  Anniversary  Dates,
Policy Years and Policy  Months.  The Issue Date is the date that all financial,
contractual and administrative  requirements have been met and processed for the
Policy.  The  Policy  Date and the Issue  Date will be the same  unless:  (1) an
earlier Policy Date is  specifically  requested,  or (2) additional  premiums or
application amendments are needed. When there are additional requirements before
issue  (see  below)  the  Policy  Date  will be the date the  Policy is sent for
delivery and the Issue Date will be the date the requirements are met.


                                     BRAVO!
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<PAGE>


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 you or sent to the agent for delivery to you. 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 (monies of member banks
within the Federal Reserve System which are held on deposit at a Federal Reserve
Bank) are received and available to AVLIC,  and the  application  amendments are
received and  reviewed in AVLIC's Home Office.  Your initial Net Premium will be
allocated  on the  Issue  Date  to the  Subaccounts  and/or  the  Fixed  Account
according to the  selections you made in your  application.  When state or other
applicable law or regulation  requires return of at least your premium  payments
if you return the Policy under the free-look privilege, your initial Net Premium
will be allocated to the Money Market Subaccount.  Then, thirteen days after the
Issue Date,  the  Accumulation  Value of the Policy will be allocated  among the
Subaccounts   and/or  Fixed  Account  according  to  the  instructions  in  your
application.


Subject to approval,  a Policy may be backdated,  but the Policy Date may not be
more than six months  prior to the date of the  application.  Backdating  can be
advantageous  if a lower Issue Age for either  Insured  results in lower Cost of
Insurance Rates. If a Policy is backdated,  the minimum initial premium required
will  include  sufficient  premium  to  cover  the  backdating  period.  Monthly
deductions will be made for the period the Policy Date is backdated.

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 the  required  premium at the time of the  application.  The
amount of the  interim  coverage  is limited to  $100,000.  Premium  will not be
accepted with applications for coverage in amounts of $1,000,000 or more.

PREMIUMS

No insurance will take effect before the initial  premium payment is received by
AVLIC in federal funds.  The initial  premium  payment must be at least equal to
the monthly Minimum Premium times one more than the number of months between the
Policy Date and the Issue Date.  Subsequent premiums are payable at AVLIC's Home
Office.  A Policy Owner has  flexibility in determining the frequency and amount
of  premiums.  However,  unless  you have paid  sufficient  premiums  to pay the
Monthly Deduction and Percent of Premium Charge for Taxes, the Policy may have a
zero Net Cash Surrender Value and lapse.  Net Policy Funding,  if adequate,  may
satisfy Minimum Premium and/or  Guaranteed  Death Benefit Premium  requirements.
(See the section on Policy Benefits, Purposes of the Policy.)

PLANNED PERIODIC PREMIUMS.  At the time the Policy is issued you may determine a
Planned  Periodic  Premium  schedule  that  provides  for the  payment  of level
premiums at  selected  intervals.  You may want to consider  setting the Planned
Periodic  Premium no lower than the Guaranteed  Death Benefit  Premium to assure
proper  funding of the  Guaranteed  Death  Benefit.  You are not required to pay
premiums according to this schedule. You have considerable  flexibility to alter
the amount and frequency of premiums paid. AVLIC reserves the right to limit the
number and amount of additional or unscheduled premium payments.


You may 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 Minimum  Benefit or Guaranteed  Death Benefit
provision is in effect.  Instead,  the  duration of the Policy  depends upon the
Policy's Net Cash Surrender Value.  (See the section on Duration of the Policy.)
Unless the Minimum Benefit or Guaranteed  Death Benefit  provision is in effect,
even if Planned  Periodic  Premiums are paid, the Policy will lapse any time the
Net Cash Surrender Value is insufficient to pay the Monthly  Deduction,  and the
Grace Period expires  without a sufficient  payment.  (See the section on Policy
Lapse and Reinstatement.)

PREMIUM  LIMITS.  AVLIC's  current  minimum premium limit is $45, $15 if paid by
automatic bank draft.  AVLIC currently has no maximum premium limit,  other than
the current  maximum  premium  limits  established  by federal  tax laws.  AVLIC
reserves the right to change any premium limit. In no event may the total of all
premiums paid, both planned and unscheduled,  exceed the current maximum premium
limits  established  by federal tax laws.  (See the section on Tax Status of the
Policy.)

If at any time a premium is paid which would result in total premiums  exceeding
the current maximum  premium limits,  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

                                     BRAVO!
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<PAGE>

accepted  until allowed by the current  maximum  premium  limits allowed 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  Policy  Owner,  an
additional premium payment may be required. AVLIC will notify you of any premium
required to fund the increase,  which premium must be made in a single  payment.
The Accumulation Value of the Policy will be immediately increased by the amount
of the payment, less the applicable Percent of Premium Charge for Taxes.



ALLOCATION OF PREMIUMS AND ACCUMULATION VALUE
ALLOCATION OF NET PREMIUMS.  In  the application for a Policy,  the Policy Owner
allocates Net Premiums to one or more  Subaccounts  and/or to the Fixed Account.
Allocations must be whole number percentages and must total 100%. The allocation
of future  Net  Premiums  may be  changed  without  charge by  providing  proper
notification  to the Home  Office in  writing or by  telephone.  If there is any
Outstanding  Policy Debt at the time of a payment,  AVLIC will treat the payment
as a premium payment unless you instruct otherwise by proper written notice.

On the Issue Date,  the initial Net Premium will be allocated to the  Investment
Options you selected.  When state or other applicable law or regulation requires
return of at least your  premium  payments  if you  return the Policy  under the
free-look  privilege,  the  initial Net Premium  will be  allocated to the Money
Market  Subaccount  for 13 days.  Thereafter,  the  Accumulation  Value  will be
reallocated to the Investment Options you selected. 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 and is available
to AVLIC. In no event will interest be credited prior to the Policy Date.

The  Accumulation  Value  of the  Subaccounts  will  vary  with  the  investment
performance of these  Subaccounts  and you, as the Policy Owner,  will  bear the
entire  investment risk. This will affect the Policy's  Accumulation  Value, and
may  affect the Death  Benefit as well.  You  should  periodically  review  your
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 Net Cash Surrender  Value is insufficient to cover the
Monthly  Deduction  and a Grace Period  expires  without a  sufficient  payment,
unless the Minimum Benefit or Guaranteed  Death Benefit  provision is in effect.
The Grace  Period is 61 days from the date AVLIC  mails a notice  that the Grace
Period has begun.  AVLIC will notify you at the beginning of the Grace Period by
mail addressed to your last known address on file with AVLIC.

The notice will  specify the premium  required to keep the Policy in force.  The
required premium will equal the lesser of (1) Monthly Deductions plus Percent of
Premium  charges for the three  Policy  Months after  commencement  of the Grace
Period,  plus projected loan interest that would accrue over that period, or (2)
the premium  required  under the Minimum  Benefit or  Guaranteed  Death  Benefit
provisions,  if  applicable,  to keep the Policy in effect for three months from
the commencement of the Grace Period. Failure to pay the required premium within
the Grace Period will result in lapse of the Policy.  If the Second Death occurs
during the Grace Period,  any overdue Monthly  Deductions and Outstanding Policy
Debt will be  deducted  from the Death  Benefit  Proceeds.  (See the  section on
Charges and Deductions.)


REINSTATEMENT.  A lapsed  Policy may be  reinstated  any time within three years
(five years in Missouri)  after the beginning of the Grace Period  provided both
Insureds are living.  We will  reinstate your Policy based on the rating classes
of the Insureds at the time of the reinstatement.


Reinstatement is subject to the following:
   (1) Evidence  of  insurability  of   both   Insureds  satisfactory  to  AVLIC
       (including  evidence of insurability  of any person covered by a rider to
       reinstate the rider);
   (2) Any Outstanding  Policy Debt on the date of lapse will be reinstated with
       interest due and accrued;
   (3) The Policy cannot be reinstated if it has been Surrendered  for its  full
       Net Cash Surrender  Value;
   (4) The minimum premium required at reinstatement is the greater of:
       (a)  the amount necessary to raise the Net Cash Surrender Value as of the
            date of reinstatement to equal to or greater than zero; or
       (b)  three times the current Monthly Deduction.

                                     BRAVO!
                                       29

<PAGE>

The amount of Accumulation  Value on the date of  reinstatement  will equal:
   (1) The amount  of  the Net  Cash Surrender  Value  on  the  date  of  lapse,
       increased by
   (2) The  premium  paid at  reinstatement,  less
   (3) The  Percent  of  Premium Charge,  plus
   (4) That part of the  Surrender  Charge that 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 Outstanding  Policy Debt is reinstated,  that debt will
be held in AVLIC's General Account.  Accumulation  Value  calculations will then
proceed as described under the section on Accumulation Value.

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 and payment of
applicable taxes; (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 PAYMENTS
PERCENT OF PREMIUM  CHARGE FOR TAXES.  A deduction of up to 3% of the premium is
made from each premium payment;  currently the charge is 2.25%. The deduction is
intended to partially  offset the premium  taxes imposed by the states and their
subdivisions, and to help defray the tax cost due to capitalizing certain policy
acquisition  expenses as required under  applicable  federal tax laws.  (See the
section on Federal  Tax Matters.) AVLIC  does not expect to derive a profit from
the Percent of Premium Charge for Taxes.

CHARGES FROM ACCUMULATION VALUE
MONTHLY  DEDUCTIONS.  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  from the Investment  Options in accordance  with your
instructions.  If no  instructions  are given the charges will be allocated  pro
rata among the  Investment  Options.  Each of these charges is described in more
detail below.


ADMINISTRATIVE   EXPENSE   CHARGE.   To   compensate   AVLIC  for  the  ordinary
administrative expenses expected to be incurred in connection with a Policy, the
Monthly Deduction  includes a level per policy charge plus a charge per $1000 of
Specified  Amount.  For Specified  Amounts  between  $100,000 and $999,999,  the
charge  is  currently  $16 per  month  in  Policy  Years  1-5  and $8 per  month
thereafter;  for Specified Amounts between $1,000,000 and $4,999,999, the charge
is  currently  $8 per  month in Policy  Years  1-5 and $4 per month  thereafter;
currently  there is no charge for Specified  Amounts  $5,000,000 or greater.  In
addition,  for all Specified  Amounts there  currently is a charge of up to $.10
per month per $1000 of  Specified  Amount,  depending  on the younger  Insured's
Issue Age.  For Issue Ages 20-44,  the rate is $.10,  for Issue Ages 45-64,  the
rate is $.08,  and for Issue Ages 65 and over,  the rate is $.05, At the current
time  we  anticipate  that  the  charge  will  reduce  to  $0  in  year  6.  The
Administrative Expense Charge is levied throughout the life of the Policy and is
guaranteed  not to increase above $16 per month plus $.10 per month per $1000 of
Specified   Amount.   AVLIC  does  not  expect  to  make  any  profit  from  the
Administrative Expense 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 by multiplying  the  applicable  Cost of
Insurance Rate by the Net Amount at Risk for each Policy Month.


COST OF  INSURANCE  RATE.  The Annual Cost of  Insurance  Rates are based on the
Issue Age, sex and risk class of each Insured and the Policy duration. The rates
will vary depending  upon tobacco use and other risk factors.  The rates will be
based on AVLIC's  expectations  of future  experience  with regard to mortality,
interest,  persistency,  and  expenses,  but will not  exceed  the  Schedule  of
Guaranteed  Annual Cost of Insurance  Rates shown in the Policy.  The guaranteed
rates for standard  rating  classes are calculated  from the 1980  Commissioners
Standard Ordinary Smoker and Non-Smoker,  Male and Female Mortality Tables.  The
guaranteed  rates  for the  table-rated  substandard  Insureds  are  based  on a
multiple  (shown  in the  schedule  pages of the  Policy)  of the  above  rates.
One-half  the amount of any Flat Extra  Rating is added to the Cost of Insurance
Rate and thus will be deducted as part of the Monthly  Deduction on each Monthly
Activity  Date.  Any  change in the Cost of  Insurance  Rates  will apply to all
Insureds of the same age, sex, risk class and whose Policies have been in effect
for the same length of time.

                                     BRAVO!
                                       30

<PAGE>
The Cost of Insurance Rates, Surrender Charges, and payment options for Policies
issued in Montana,  and  perhaps  other  states or in  connection  with  certain
employee benefit  arrangements,  are issued on a sex-neutral (unisex) basis. The
unisex  rates will be higher  than those  applicable  to females  and lower than
those applicable to males.


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


RATING CLASS. The rating class of each Insured will affect the Cost of Insurance
Rate.  AVLIC  currently  places  Insureds into both standard  rating classes and
substandard rating classes that involve a higher mortality risk. In an otherwise
identical  Policy,  Insureds in the standard rating class will have a lower Cost
of Insurance  Rate than when either or both  Insureds are in a rating class with
higher mortality risks.

SURRENDER CHARGE

If a Policy is Surrendered on or before the 14th Policy  Anniversary Date, AVLIC
will assess a Surrender Charge as shown in the schedule pages of the Policy. The
initial  Surrender  Charge is  calculated  based on the Issue Age,  sex and risk
class of each  Insured,  and the Specified  Amount of the Policy.  The Surrender
Charge,  if  applicable,  will be applied  according to the following  schedule.
Because  the  Surrender   Charge  may  be  significant   upon  early  Surrender,
prospective Policy Owners should purchase a Policy only if they do not intend to
Surrender the Policy for a substantial period.



The maximum Surrender Charge on a Policy we issue is $60 per $1,000 of Specified
Amount.


<TABLE>
<CAPTION>
<S>   <C>                 <C>                                <C>                  <C>
       Policy Year             Percent of Initial             Policy Year              Percent of Initial
                             Surrender Charge That                                    Surrender Charge That
                            Will Apply During Policy                                Will Apply During Policy
                                      Year                                                    Year
- ------------------------------------------------------------------------------------------------------------
           1-5                        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 on decreases in the Specified Amount of the
Policy or partial  withdrawals  of  Accumulation  Value.  AVLIC  will,  however,
require  additional  Surrender Charges due to increases in the Specified Amount.
The initial Surrender Charge applicable to the increase in Specified Amount will
equal the initial Surrender Charge for the original Specified Amount, multiplied
by the ratio of the  increase  in  Specified  Amount to the  original  Specified
Amount.  Surrender Charges on increases in Specified Amount will be applied with
respect to Surrenders  within 14 years of the date of the increase  according to
the same grading schedule as for the original Specified Amount.

TRANSFER CHARGE. Currently there is no charge for transfers among the investment
options  in excess of 15 per Policy  Year.  A charge of $10  (guaranteed  not to
increase) for each  transfer in excess of 15 may be imposed to compensate  AVLIC
for the costs of processing the transfer. Since the charge reimburses AVLIC only
for the cost of  processing  the  transfer,  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 the Policy Owner 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 will be imposed for each partial withdrawal.
This charge will compensate AVLIC for the administrative costs of processing the
requested  payment and in making  necessary  calculations  for any reductions in
Specified Amount which may be required because of the partial  withdrawal.  This
charge is currently 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).  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 SEPARATE ACCOUNT

                                     BRAVO!
                                       31

<PAGE>


A daily Mortality and Expense Risk Charge will be deducted from the value of the
net assets of Separate  Account V to compensate  AVLIC for mortality and expense
risks  assumed in  connection  with the Policy.  This daily charge from Separate
Account V is at the rate of 0.002050% (equivalent to an annual rate of .75%) for
Policy  Years  1-15  and  0.000820%  (equivalent  to an  annual  rate  of  .30%)
thereafter.  The daily  charge  will be  deducted  from the net  asset  value of
Separate Account V, 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 the  applicable  daily rate  multiplied by the number of
days since the last  Valuation  Date. No Mortality and Expense Risk 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  survivorship  flexible premium variable  universal life
policies.  The  mortality  risk assumed by AVLIC is that Insureds may live for a
shorter time than  calculated,  and that the aggregate  amount of Death Benefits
paid will be greater than initially estimated.  The expense risk assumed is that
expenses  incurred in issuing and  administering  the  Policies  will exceed the
administrative charges provided in the Policies.

An  Asset-Based  Administrative  Expense  Charge will also be deducted  from the
value of the net assets of Separate  Account V on a daily basis.  This charge is
applied at a rate of 0.000409%  (equivalent  to .15%  annually).  No Asset-Based
Administrative  Expense  Charge will be  deducted  from the amounts in the Fixed
Account.


FUND EXPENSE SUMMARY

In addition  to the charges  against  Separate  Account V described  just above,
management  fees  and  expenses  will  be  assessed  by  AIC,  Fidelity,   Alger
Management,  MFS Co. and MSDW Investment Management against the amounts invested
in the various  portfolios.  No portfolio fees will be assessed  against amounts
placed in the Fixed Account.

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,  other than the  Ameritas  Fund,  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 Ameritas Fund is managed by AIC, an AVLIC affiliate.
Unless  otherwise  noted,  the amount of  expenses,  including  the asset  based
advisory  fee  referred to above,  borne by each  portfolio  for the fiscal year
ended December 31, 1998, was as follows:

<TABLE>
<CAPTION>
<S>                         <C>                <C>              <C>                 <C>          <C>
PORTFOLIO                    INVESTMENT         12B-1            OTHER               TOTAL        TOTAL
                             ADVISORY &         EXPENSE          EXPENSES                         (Reflecting
                             MANAGEMENT                                                           waivers and/or
                                                                                                  reimbursements,
                                                                                                  If any)

AMERITAS FUND(1)
Ameritas Money Market              .20%              -             .10%               .30%               .30%
Ameritas Index                     .24%              -             .04%               .28%               .28%
Ameritas Growth                    .75%              -             .04%               .79%               .79%
Ameritas Income & Growth           .625%             -             .075%              .70%               .70%
Ameritas Small Capitalization      .85%              -             .04%               .89%               .89%
Ameritas MidCap Growth             .80%              -             .04%               .84%               .84%
Ameritas Emerging Growth           .75%              -             .10%               .85%               .85%
Ameritas Research                  .75%              -             .11%               .86%               .86%
Ameritas Growth With Income        .75%              -             .13%               .88%               .88%

FIDELITY FUNDS
VIP Equity-Income:
    Service Class                  .49%           .10%             .09%               .68%               .67%(2)
VIP Growth:
    Service Class                  .59%           .10%             .11%               .80%               .75%(2)
VIP High Income:
    Service Class                  .58%           .10%             .14%               .82%               .82%
VIP Overseas:
    Service Class                  .74%           .10%             .17%              1.01%               .97%(2)
VIP II Asset Manager:
    Service Class                  .54%           .10%             .14%               .78%               .77%(2)
VIP II Investment Grade Bond       .43%              -             .14%               .57%               .57%
VIP II Asset Manager:  Growth:
      Service Class                .59%          .10%              .20%               .89%               .88%(2)

</TABLE>

                                     BRAVO!
                                       32

<PAGE>
<TABLE>
<CAPTION>
<S>                               <C>           <C>              <C>                 <C>                <C>
VIP II Contrafund:
      Service Class                .59%          .10%              .11%               .80%               .75%(2)

ALGER AMERICAN FUND(3)
Balanced                           .75%             -              .17%               .92%               .92%
Leveraged AllCap                   .85%             -              .11%               .96%               .96%

MFS TRUST
Utilities                          .75%             -              .26%(4)           1.01%              1.01%
Global Governments                 .75%             -              .36%(4)           1.11%              1.00%(5)
New Discovery                      .90%             -             4.32%(4)           5.22%              1.15%(5)

MSDW UNIVERSAL FUNDS
Emerging Markets Equity           1.25%             -             2.20%              3.45%              1.95%(6)
Global Equity                      .80%             -              .83%              1.63%              1.15%(6)
International Magnum               .80%             -             1.00%              1.80%              1.15%(6)
Asian Equity                       .80%             -             2.00%              2.80%              1.21%(6)
U.S. Real Estate                   .80%             -              .93%              1.73%              1.10%(6)

</TABLE>

(1)      This is a new Fund.  AIC has agreed to reimburse  the Fund for expenses
         and/or waive its fees so that the  aggregate  expenses  will not exceed
         the amounts listed through October 1, 2000. Without such reimbursements
         or waivers, the total expenses are estimated to be as follows: .35% for
         Ameritas  Money  Market;  .41% for  Ameritas  Index;  .89% for Ameritas
         Growth;  .82% for Ameritas  Income & Growth;  1.00% for Ameritas  Small
         Capitalization;  .97% for  Ameritas  MidCap  Growth;  .91% for Ameritas
         Emerging Growth;  1.15% for Ameritas  Research;  and 1.00% for Ameritas
         Growth With Income.

(2)      A portion of the brokerage  commissions that certain Funds pay was used
         to reduce Fund expenses.  In addition,  certain  Funds,  or Fidelity on
         behalf of certain  Funds,  have  entered into  arrangements  with their
         custodian  whereby  credits  realized  as a result of  uninvested  cash
         balances were used to reduce  custodian  expenses.  The total operating
         expenses reflect these reductions.

(3)      Fred  Alger  Management,   Inc.  ("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 Balanced,
         1.25% and Alger American  Leveraged AllCap,  1.50%.  Included in "Other
         Expenses" of Leveraged AllCap is .03% of interest expense.

(4)      Each MFS Trust 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.  Each
         series may enter into other such  arrangements  and directed  brokerage
         arrangements  (which would also have the effect of reducing the series'
         expenses).  Expenses do not take into account these expense  reductions
         and are therefore higher than the actual expenses of the series.

(5)      MFS has agreed to bear expenses for the Global  Governments  Series and
         New Discovery Series, subject to reimbursement by the 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.  Utilities
         Series has no such  limitation.  The payments  made by MFS on behalf of
         the Global  Governments  Series  and New  Discovery  Series  under this
         arrangement  are subject to  reimbursement  by the series to MFS, which
         will be accomplished by the payment of an expense  reimbursement fee by
         the series to MFS  computed  and paid  monthly at a  percentage  of the
         series average daily net assets for its then current fiscal year,  with
         a limitation  that  immediately  after such  payment the series  "Other
         Expenses"  will not  exceed  the  percentage  set forth  above for that
         series.  The  obligation  of MFS  to  bear a  series  "Other  Expenses"
         pursuant  to this  arrangement  and the series'  obligation  to pay the
         reimbursement  fee to MFS,  terminates  on the  earlier  of the date on
         which  payments  made by the  series  equal the prior  payment  of such
         reimbursement expenses by MFS, or December 31, 2004.

(6)      For the fiscal year ended  December 31, 1998  portfolio  expenses  were
         voluntarily reduced by the Fund's investment adviser.  After reduction,
         the total expenses were as stated.

                                     BRAVO!
                                       33

<PAGE>



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.

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


AVLIC may receive  administrative  fees from the investment  advisers of certain
Funds.  AVLIC  currently  does not assess a  separate  charge  against  Separate
Account V or the Fixed  Account for any federal,  state or local  income  taxes.
AVLIC may,  however,  make such a charge in the future if income or gains within
Separate  Account V 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.


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  Policy  Owner  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 Policy  Owner,  if living;  otherwise  to any  successor-owner  or
owners, if living; otherwise to the estate of the last Policy Owner to die.

BENEFICIARY.  Policy Owners 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 Second
Death,  payments will be made to any surviving  Beneficiaries of the same class;
otherwise  to any  Beneficiary(ies)  of the next class;  otherwise to the Policy
Owner; otherwise to the estate of the Policy Owner.

CHANGE OF  BENEFICIARY.  The  Policy Owner may change the Beneficiary by written
request  at any time  while at  least  one  Insured  is alive  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 POLICY OWNER OR ASSIGNMENT.  In  order  to change  the Policy 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.  Any such assignment is subject
to  Outstanding  Policy  Debt.  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


                                     BRAVO!
                                       35

<PAGE>

Death  Benefit  Proceeds is subject to the rights of any  assignee of record.  A
collateral assignment is not a change of ownership.


PAYMENT OF PROCEEDS. The Death Benefit Proceeds are subject first to any debt 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 at
the time of the Second Death,  the Death Benefit  Proceeds  shall be paid in one
sum  to the  Policy  Owner,  if living;  otherwise  to any  successor-owner,  if
living;  otherwise to  the Policy  Owner's  estate.  Any  proceeds  payable upon
Surrender  shall be paid in one sum  unless an  Optional  Method of  Payment  is
elected.


INCONTESTABILITY.  AVLIC cannot contest the Policy or reinstated Policy while at
least one  Insured  is alive  after it has been in force for two years  from the
Policy Date (or  reinstatement  effective  date).  After the Policy Date,  AVLIC
cannot contest an increase in the Specified  Amount or addition of a rider while
at least one Insured is alive, after such increase or addition has been in force
for two years from its effective  date.  However,  this two year provision shall
not apply to riders  with their own  contestability  provision.  We may  require
proof  prior  to the end of the  appropriate  contestability  period  that  both
Insureds are living.

MISSTATEMENT OF AGE AND SEX. If the age or sex of either  Insured or any  person
insured by rider has been  misstated,  the amount of the Death  Benefit  and any
added riders  provided  will be those that would be purchased by the most recent
deduction for the Cost of Insurance and the cost of any additional riders at the
correct age and sex of the Insureds. The Death Benefit Proceeds will be adjusted
correspondingly.

SUICIDE.  The Policy does not cover suicide  within two years of the Policy Date
unless otherwise  provided by a state's Insurance law. If either 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 either 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  applicable  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  Surrender,  partial
withdrawal,  Policy loans,  benefits  payable at the Second Death, and transfers
may be postponed  whenever:  (1) the New York Stock Exchange  ("NYSE") is closed
other than  customary  weekend and holiday  closings,  or trading on the NYSE is
restricted as  determined by the SEC; (2) the SEC by order permits  postponement
for the protection of Policy Owners;  (3) an emergency  exists, as determined by
the  SEC,  as a  result  of  which  disposal  of  securities  is not  reasonably
practicable  or it is not  reasonably  practicable  to  determine  the  value of
Separate Account V's net assets; or (4) 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 Policy
Owner's bank.

REPORTS  AND  RECORDS.  AVLIC will  maintain  all  records  relating to Separate
Account  V and will mail to the  Policy  Owner,  at the last  known  address  of
record,  within 30 days after each Policy  Anniversary,  an annual  report which
shows the current  Accumulation  Value, Net Cash Surrender Value, Death Benefit,
premiums  paid,  Outstanding  Policy  Debt  and  other  information.   Quarterly
statements  are also  mailed  detailing  Policy  activity  during  the  calendar
quarter.  Instead of receiving an immediate  confirmation of  transactions  made
pursuant to some types of periodic payment plan (such as a dollar cost averaging
program,   or  payment  made  by  automatic  bank  draft  or  salary   reduction
arrangement),  the Policy Owner may receive confirmation of such transactions in
their  quarterly  statements.  The Policy Owner should review the information in
these statements carefully.  All errors or corrections must be reported to AVLIC
immediately  to assure  proper  crediting  to the Policy.  AVLIC will assume all
transactions  are accurately  reported on quarterly  statements  unless AVLIC is
notified  otherwise  within 30 days after receipt of the  statement.  The Policy
Owner  will  also be sent a  periodic  report  for the  Funds  and a list of the
portfolio securities held in each portfolio of the Funds.

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.

         ACCELERATED  BENEFIT RIDER FOR TERMINAL ILLNESS (LIVING BENEFIT RIDER).
         Upon Satisfactory Proof of Death of one Insured, and satisfactory proof
         of  terminal  illness  of the  surviving  Insured  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.


                                     BRAVO!
                                       36

<PAGE>

         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 that provide coverage on the surviving Insured. AVLIC
         may charge the lesser of 2% of the benefit or $50 as an expense  charge
         to cover the costs of administration.


         Satisfactory  proof of terminal  illness of the last surviving  Insured
         must include a written  statement from a licensed  physician who is not
         related to the Insured or the Policy Owner 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 date of the physician's
         statement.  Further,  the condition  must first be diagnosed  while the
         Policy is in force.


         The  accelerated  benefit  first will be used to repay any  Outstanding
         Policy Debt,  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 Death Benefit
         Proceeds.  Interest  on the lien will be  charged  at the  Policy  loan
         interest rate. There is no extra premium for this rider.

         ESTATE  PROTECTION  RIDER.  This rider  provides a specified  amount of
         insurance  to the  Beneficiary  upon receipt of  Satisfactory  Proof of
         Death of both Insureds during the first four Policy Years.

         FIRST-TO-DIE TERM RIDER.  This  rider  provides  a specified  amount of
         insurance to  the  Beneficiary  upon  receipt of Satisfactory  Proof of
         Death of either of the two Insureds.

         SECOND-TO-DIE TERM RIDER.  This  rider  provides  a specified amount of
         insurance to  the Beneficiary  upon receipt of  Satisfactory  Proof  of
         Death of both Insureds.

         TERM RIDER FOR COVERED INSURED.  This rider provides a specified amount
         of insurance to the Beneficiary  upon receipt of Satisfactory  Proof of
         Death of the rider Insured,  as identified.  The rider may be purchased
         on either Insured or on an individual other than the Insureds.


         TOTAL DISABILITY RIDER. This rider provides for the payment by AVLIC of
         a  disability  benefit  in the form of  premiums  while the  Insured is
         disabled.  The benefit  amount may be chosen by the Policy Owner at the
         issue of the rider. In addition, while the Insured is totally disabled,
         the  Cost  of  Insurance  for  the  rider  will  not be  deducted  from
         Accumulation  Value.  The  rider  may be  purchased  on  either or both
         Insureds.


         POLICY SPLIT OPTION.  This rider allows the Policy to be split into two
         individual policies,  subject  to  evidence  of  insurability  on  both
         Insureds.

DISTRIBUTION OF THE POLICIES


The principal  underwriter for the Policies is AIC, a wholly owned subsidiary of
AMAL Corporation and an affiliate of AVLIC. AIC was organized under Nebraska law
on December 29, 1983, and is registered as a broker-dealer with the SEC and is a
member of the National  Association of Securities  Dealers ("NASD").  AVLIC pays
AIC for acting as the principal underwriter under an Underwriting  Agreement. In
1998, AIC received gross variable  universal life  compensation  of $12,564,917,
and retained $394,171 in underwriting fees, and $3,514 in brokerage  commissions
on AVLIC's  variable  universal  life  policies.  AIC offers its  clients a wide
variety of financial  products and services and has the ability to execute stock
and bond  transactions  on a number of  national  exchanges.  AIC also serves as
principal  underwriter for AVLIC's variable  annuities,  and for Ameritas Life's
variable life and variable  annuity.  AIC is the  underwriter for the Ameritas
Fund, and also serves as its investment  advisor.  It also has executed  selling
agreements  with a variety of mutual funds,  unit  investment  trusts and direct
participation programs.


The  Policies  are  sold  through  registered  representatives  of AIC or  other
broker-dealers  which have entered into  selling  agreements  with AVLIC or AIC.
These registered  representatives are also licensed by state insurance officials
to sell  AVLIC's  variable  life  policies.  Each of the  broker-dealers  with a
selling agreement is registered with the SEC and is a member of the NASD.

Under these selling  agreements,  AVLIC pays  commission to the  broker-dealers,
which in turn pay  commissions to the registered  representative  who sells this
Policy.  During the first Policy Year,  the commission may equal an amount up to
95% of the first year target premium paid plus the first year cost of any riders
and 2% for premiums paid in excess of the first year target premium.  For Policy
Years two through four,  the commission may equal an amount up to 2% of premiums
paid.  Broker-dealers may also receive a service fee up to an annualized rate of
 .25% of the Accumulation Value beginning in the fifth Policy Year.  Compensation
arrangements may vary among broker-dealers. In addition,

                                     BRAVO!
                                       37

<PAGE>

AVLIC may also pay override payments,  expense allowances,  bonuses,  wholesaler
fees,  and  training  allowances.  Registered  representatives  who meet certain
production  standards may receive additional  compensation.  AVLIC may reduce or
waive the sales  charge  and/or other  charges on any Policy sold to  directors,
officers  or  employees  of  AVLIC  or  any  of its  affiliates,  employees  and
registered  representatives  of any broker-dealer  that has entered into a sales
agreement with AVLIC or AIC and the spouses or children of the above persons. In
no event  will any such  reduction  or  waiver  be  permitted  where it would be
unfairly discriminatory to any person.

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
laws except premium  taxes.  (See  discussion in the section on Deductions  from
Premium  Payments - Percent of Premium  Charge for Taxes.)  This  discussion  is
based upon AVLIC's  understanding  of the  relevant  laws at the time of filing.
Counsel and other  competent tax 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 Insureds,  Policy Owner or Beneficiary
may be altered.

(1)  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 Separate Account V is not a separate entity 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 Separate
     Account  V 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 Separate
     Account V net investment  income and realized net capital gains will not be
     taxable to the extent that such  income and gains are  retained as reserves
     under the Policy.

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

     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  Separate  Account V. If there is a material change
     in state or local tax laws, charges for such taxes attributable to Separate
     Account V, if any, may be assessed against Separate Account V.

(2)  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.  While AVLIC
     believes that the Policy meets the statutory definition of a life insurance
     contract  under  Internal  Revenue  Code  Section  7702 and should  receive
     federal income tax treatment  consistent with that of a fixed-benefit  life
     insurance  policy,  the area of tax law relating to the  definition of life
     insurance does not explicitly address all relevant issues  (including,  for
     example,   certain  tax  requirements  relating  to  survivorship  variable
     universal life  policies).  AVLIC reserves the right to make changes to the
     Policy if deemed appropriate by AVLIC to attempt to assure qualification of
     the Policy as a life insurance contract.  If the Policy were determined not
     to qualify as life insurance  under Code Section 7702, the Policy would not
     provide the tax  advantages  normally  provided by life  insurance.  If the
     Death Benefit of a Policy is changed,  the  applicable  defined  limits may
     change.

     The Code (Section 7702A) also defines a "modified  endowment  contract" for
     federal  tax  purposes.  If a life  insurance  policy  is  classified  as a
     modified  endowment  contract,  distributions from it (including loans) are
     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.


                                     BRAVO!
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<PAGE>


     Certain  benefits  the  Policy  Owner  may elect  under this  Policy may be
     material changes  affecting the 7-pay premium test. These include,  but are
     not  limited to,  changes in Death  Benefits  and changes in the  Specified
     Amount.  One may avoid a Policy becoming a modified  endowment contract by,
     among other things,  not making  excessive  payments or reducing  benefits.
     Should you deposit  excessive  premiums  during a Policy Year, that portion
     that is returned by AVLIC within 60 days after the Policy  Anniversary Date
     will  reduce the  premiums  paid to  prevent  the  Policy  from  becoming a
     modified  endowment  contract.  All modified  endowment  policies issued by
     AVLIC to the same Policy  Owner in  any 12 month  period are treated as one
     modified endowment contract for purposes of determining  taxable gain under
     Section  72(e) of the Internal  Revenue  Code.  Any life  insurance  policy
     received in exchange for a modified endowment contract will also be treated
     as a modified  endowment  contract.  You  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 separate account to be "adequately diversified" in order
     for the Policy to be treated as a life  insurance  contract for federal tax
     purposes. Separate Account V, 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.

     While AIC,  an AVLIC  affiliate, is the advisor  to certain of  the  Funds,
     AVLIC  does  not have control over any of  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 policy 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,  AVLIC
     reserves  the right to modify the Policy as necessary to prevent the Policy
     Owner from being  considered  the owner of the assets of Separate Account V
     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.


(3)  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  will  generally  be  excludable  from  the  gross  income  of  the
     Beneficiary  under Section 101(a)(1) of  the Code and the Policy Owner will
     not be deemed to be in constructive receipt of the Accumulation Value under
     the Policy until its actual Surrender.

     Distributions  From Policies That Are Not "Modified  Endowment  Contracts."
     ---------------------------------------------------------------------------
     Distributions  (while one or both  Insureds  are still alive) from a Policy
     that is not a modified  endowment contract are generally treated as first a
     recovery of the  investment in the Policy and then only after the return of
     all such investment,  as disbursing taxable income. However, in the case of
     a decrease in the Death Benefit,  a partial  withdrawal,  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 Policy Owner in  order for the Policy
     to continue  complying with the Section 7702 defined limits on premiums and
     Accumulation  Values, such distributions will be taxable as ordinary income
     to  the  Policy  Owner  (to  the  extent  of any  gain  in the  Policy)  as
     prescribed in Section 7702. In addition, upon a complete Surrender or lapse
     of a Policy  that is not a  "modified  endowment  contract,"  if the amount
     received plus the amount of any  outstanding  Policy debt exceeds the total
     investment in the Policy,  the excess will generally be treated as ordinary
     income  for tax  purposes.  Investment  in the  Policy  means (1) the total
     amount of any  premiums  paid for the  Policy  plus the  amount of any loan
     received  under the  Policy to the  extent  the loan is  included  in gross
     income of the Policy  Owner minus (2) the total amount  received  under the
     Policy  by  the  Policy  Owner  that  was  excludible  from  gross  income,
     excluding any non-taxable loan received under the Policy.

     AVLIC  also  believes  that  loans  received  under a Policy  that is not a
     "modified  endowment contract" will  be treated as debt of the Policy Owner
     and that no part of any loan under a Policy will  constitute  income to the
     Policy  Owner  so long as the Policy  remains  in force.  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.


                                     BRAVO!
                                       39

<PAGE>


     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 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 on the lives of  officers,
     employees or persons  financially  interested  in the  taxpayer's  trade or
     business.  Certain transitional rules for existing debt are included in the
     Health  Insurance  Act. The  transitional  rules include a phase-out of the
     deduction  for debt  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.  The Taxpayer  Relief Act of 1997 ("TRA '97"),
     further  expanded the interest  deduction  disallowance  for  businesses by
     providing,  with  respect to policies  issued  after June 8, 1997,  that no
     deduction is allowed for interest  paid or accrued on any debt with respect
     to life  insurance  covering  the life of any  individual  (except as noted
     above under  pre-'97 law with  respect to key persons and pre-June 21, 1986
     policies).  TRA '97 also  provides  that no  deduction is  permissible  for
     premiums  paid on a life  insurance  policy if the  taxpayer is directly or
     indirectly a beneficiary  under the policy.  Also under TRA '97 and subject
     to certain exceptions, for policies issued after June 8, 1997, no deduction
     is  allowed  for that  portion of a  taxpayer's  interest  expense  that is
     allocable to unborrowed  policy cash values.  This  disallowance  generally
     does not apply to policies owned by  natural persons.  Policy Owners should
     consult a competent tax advisor  concerning the tax  implications  of these
     changes for their Policies.

     Distributions From Policies That Are "Modified Endowment Contracts." Should
     --------------------------------------------------------------------
     the Policy become a "modified endowment contract" partial withdrawals, 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  made prior to the  taxpayer's age 59 1/2. The 10% penalty tax
     does not apply if the distribution is made because the taxpayer 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  taxpayer or  the joint lives of  the
     taxpayer and Beneficiary.

     The right to  exchange  the  Policy  for a  survivorship  flexible  premium
     adjustable life insurance policy (See the section on Exchange  Privilege.),
     the  right  to   change   Policy   Owners   (See  the  section  on  General
     Provisions.), and the provision for partial withdrawals (See the section on
     Surrenders.)  may have tax consequences  depending on the  circumstances of
     such exchange,  change,  or  withdrawal.  Upon complete  Surrender,  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
     Policy Owner, 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 Death Benefit  Proceeds  depend on
     applicable law and the  circumstances of each Policy Owner or  Beneficiary.
     In  addition,  if the  Policy  is used  in  connection  with  tax-qualified
     retirement plans,  certain  limitations  prescribed by the Internal Revenue
     Service  on, and rules with  respect to the  taxation  of,  life  insurance
     protection  provided  through such plans may apply. The advice of competent
     tax counsel should be sought in connection  with use of life insurance in a
     qualified plan.


SAFEKEEPING OF THE SEPARATE ACCOUNT'S ASSETS


AVLIC  holds the assets of  Separate  Account V. The assets are kept  physically
segregated and held separately 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
Policies. 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 Policy  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 Policies.  AVLIC takes no responsibility for the
investment  allocations and transfers  transacted on a Policy Owner's behalf  by
such third parties or any  investment  allocation  recommendations  made by such
parties.  Policy  Owners  should be aware  that fees paid for such  services are
separate and in addition to fees paid under the Policies.


VOTING RIGHTS


AVLIC is the legal  holder of the shares  held in the  Subaccounts  of  Separate
Account V and as such has the right to vote the shares,  to elect  Directors  of
the Funds,  and to vote on matters that are required by the  Investment  Company
Act of 1940 and upon any other  matter  that may be voted upon at a  shareholder
meeting. To the extent required by law,


                                     BRAVO!
                                       40

<PAGE>


AVLIC will vote all shares of each of the Funds  held in  Separate  Account V at
regular and special shareholder  meetings of the Funds according to instructions
received from Policy Owners based on the  number of shares held as of the record
date for such meeting.

The number of Fund shares in a Subaccount for which instructions may be given by
a Policy Owner is determined  by  dividing the  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  Policy  Owners  are  received  and Fund
shares held in each  Subaccount which do not support Policy Owner interests will
be voted by AVLIC in the same  proportion as those shares in that Subaccount for
which timely  instructions are received.  Voting  instructions to abstain on any
item to be voted  will be  applied  on a pro  rata  basis to  reduce  the  votes
eligible to be cast.  Should applicable  federal  securities laws or regulations
permit, AVLIC may elect to vote shares of the Fund in its own right.

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


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  Separate  Account V 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 Separate Account V.

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


This list  shows  name and  position(s)  with AVLIC  followed  by the  principal
occupations for the last five years.  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.


LAWRENCE J.  ARTH, DIRECTOR, CHAIRMAN OF THE BOARD, AND CHIEF EXECUTIVE OFFICER*

Director,  Chairman of the Board,  and Chief Executive  Officer:  Ameritas Life;
also serves as officer and/or director of other  subsidiaries  and/or affiliates
of Ameritas Life.


WILLIAM J. ATHERTON, DIRECTOR, PRESIDENT, AND CHIEF OPERATING OFFICER*
Director:  AMAL Corporation;  President:  North American Security Life Insurance
Company;  also served as officer and/or  director of other  subsidiaries  and/or
affiliates of North American.

KENNETH C. LOUIS, DIRECTOR, EXECUTIVE VICE PRESIDENT*

Director,  President and Chief Operating Officer:  Ameritas Life; also serves as
officer  and/or  director of other  subsidiaries  and/or  affiliates of Ameritas
Life.

GARY R. MCPHAIL, DIRECTOR, EXECUTIVE VICE PRESIDENT**
Director,  President,  and Chief Executive Officer:  AmerUs Life; also serves as
officer and/or director of other subsidiaries  and/or affiliates of AmerUs Life;
Executive Vice President - Marketing and  Individual  Operations:  New York Life
Insurance Company; President: Lincoln National Sales Corporation.



                                     BRAVO!
                                       41

<PAGE>




CHARLES J. CAVANAUGH, SENIOR VICE PRESIDENT, NATIONAL SALES MANAGER*
Director,  Product  Manufacturing  and Supply:  Merrill Lynch  Insurance  Group;
Director of Marketing: ITT Hartford Life Insurance Companies.




BRIAN J. CLARK, VICE PRESIDENT-FIXED ANUITY PRODUCT DEVELOPMENT **
Senior Vice President - Product Management: AmerUs Life.

MICHAEL G. FRAIZER, DIRECTOR**
Controller: AmerUs Life; also serves as director of an affiliate of AVLIC.

THOMAS C.  GODLASKY,  DIRECTOR,  SENIOR  VICE  PRESIDENT  AND  CHIEF  INVESTMENT
OFFICER**
Executive Vice  President and Chief  Investment  Officer:  AmerUs Life Holdings,
Inc.; Executive Vice President and Chief Investment Officer: AmerUs Life (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.

JOSEPH K. HAGGERTY, ASSISTANT GENERAL COUNSEL**
Senior Vice President and General Counsel:  AmerUs Life Holdings,  Inc.;  Senior
Vice President and General  Counsel:  AmerUs Life (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.





SANDRA K. HOLMES, VICE PRESIDENT-FIXED ANNUITY CUSTOMER SERVICE**
Senior  Vice  President:  AmerUs Life  (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: Ameritas Life; also
serves as officer of other subsidiaries and/or affiliates of Ameritas Life.





CYNTHIA J. LAVELLE, VICE PRESIDENT-OPERATIONS AND SUPPORT*
Assistant Vice President - Variable Operations: Ameritas Life.

WILLIAM W. LESTER, TREASURER*
Senior Vice President - Investments and Treasurer: Ameritas Life; also serves as
officer of affiliates of AVLIC.

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

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

DONALD R. STADING, SECRETARY AND GENERAL COUNSEL*
Senior Vice President,  Secretary and Corporate General Counsel:  Ameritas Life;
also serves as officer and/or director of other  subsidiaries  and/or affiliates
of Ameritas Life.


                                     BRAVO!
                                       42

<PAGE>


KEVIN WAGONER, ASSISTANT TREASURER**
Director  Investment  Accounting:  AmerUs  Life  (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
                                       5900 "O" Street, P.O. Box 82550
                                       Lincoln, Nebraska 68501





     **  Principal business address:  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.)


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 Donald R.  Stading,  Secretary  and General  Counsel of
AVLIC.


LEGAL PROCEEDINGS


There  are no legal  proceedings  to which  Separate  Account V is a party or to
which the assets of Separate Account V are subject. AVLIC is not involved in any
litigation that is of material importance in relation to its ability to meet its
obligations  under the Policies,  or that relates to Separate  Account V. AIC is
not involved in any litigation that is of material importance in relation to its
ability to perform under its underwriting agreement.


EXPERTS


The financial statements of AVLIC as of December 31, 1998 and 1997, and for each
of the three years in the period  ended  December 31,  1998,  and the  financial
statements  of Separate  Account V as of December 31, 1998,  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  Asssociate  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 Separate Account V, 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.

                                     BRAVO!
                                       43

<PAGE>

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 Separate Account V.



                                     BRAVO!
                                       44

<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, 1998, and the
related statements of operations and changes in net assets for each of the three
years in the period then ended. These financial statements are the
responsibility of the Company's management. Our responsibility is to express an
opinion on these financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. Our procedures included
confirmation of securities owned as of December 31, 1998. 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, 1998, 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

Lincoln, Nebraska
February 5, 1999

                                     F-I-1
<PAGE>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                               SEPARATE ACCOUNT V
                            STATEMENT OF NET ASSETS
                               DECEMBER 31, 1998

<TABLE>
<S>                                                           <C>
ASSETS
INVESTMENTS AT NET ASSET VALUE:
  VARIABLE INSURANCE PRODUCTS FUND:
     Money Market Portfolio -- 11,105,124.310 shares at
      $1.00 per share (cost $11,105,124)....................  $ 11,105,124
     Equity Income Portfolio -- 1,160,172.618 shares at
      $25.42 per share (cost $20,499,629)...................    29,491,589
     Growth Portfolio -- 1,030,142.884 shares at $44.87 per
      share (cost $24,624,171)..............................    46,222,512
     High Income Portfolio -- 716,563.299 shares at $11.53
      per share (cost $7,807,467)...........................     8,261,973
     Overseas Portfolio -- 729,187.972 shares at $20.05 per
      share (cost $11,215,340)..............................    14,620,219
  VARIABLE INSURANCE PRODUCTS FUND II:
     Asset Manager Portfolio -- 1,752,919.543 shares at
      $18.16 per share (cost $24,869,155)...................    31,833,018
     Investment Grade Bond Portfolio -- 343,207.716 shares
      at $12.96 per share (cost $4,095,562).................     4,447,972
     Contrafund Portfolio -- 562,154.419 shares at $24.44
      per share (cost $10,069,000)..........................    13,739,056
     Index 500 Portfolio -- 140,383.148 shares at $141.25
      per share (cost $14,386,677)..........................    19,829,119
     Asset Manager Growth Portfolio -- 194,121.333 shares at
      $17.03 per share (cost $2,789,533)....................     3,305,886
  ALGER AMERICAN FUND:
     Small Capitalization Portfolio -- 506,281.724 shares at
      $43.97 per share (cost $17,693,318)...................    22,261,208
     Growth Portfolio -- 438,715.956 shares at $53.22 per
      share (cost $15,340,061)..............................    23,348,463
     Income and Growth Portfolio -- 533,655.926 shares at
      $13.12 per share (cost $5,605,420)....................     7,001,566
     Midcap Growth Portfolio -- 390,902.572 shares at $28.87
      per share (cost $7,966,295)...........................    11,285,358
     Balanced Portfolio -- 210,014.615 shares at $12.98 per
      share (cost $2,268,208)...............................     2,725,989
     Leveraged Allcap Portfolio -- 158,890.232 shares at
      $34.90 per share (cost $3,600,937)....................     5,545,268
  MFS VARIABLE INSURANCE TRUST:
     Emerging Growth Series Portfolio -- 568,954.541 shares
      at $21.47 per share (cost $8,532,284).................    12,215,454
     World Governments Series Portfolio -- 51,660.465 shares
      at $10.88 per share (cost $532,514)...................       562,066
     Utilities Series Portfolio -- 166,350.240 shares at
      $19.82 per share (cost $2,770,572)....................     3,297,063
     Research Series Portfolio -- 156,106.437 shares at
      $19.05 per share (cost $2,571,889)....................     2,973,827
     Growth with Income Series Portfolio -- 175,680.697
      shares at $20.11 per share (cost $3,038,764)..........     3,532,938
  MORGAN STANLEY UNIVERSAL FUNDS:
     Asian Equity Portfolio -- 63,862.444 shares at $5.23
      per share (cost $388,097).............................       334,000
     Emerging Markets Equity Portfolio -- 115,841.118 shares
      at $7.11 per share (cost $1,187,272)..................       823,632
     Global Equity Portfolio -- 159,586.755 shares at $13.14
      per share (cost $1,951,259)...........................     2,096,971
     International Magnum Portfolio -- 83,104.465 shares at
      $11.23 per share (cost $938,486)......................       933,263
     U.S. Real Estate Portfolio -- 87,708.290 shares at
      $9.80 per share (cost $951,045).......................       859,540
                                                              ------------
     NET ASSETS REPRESENTING EQUITY OF POLICYOWNERS.........  $282,653,074
                                                              ============
</TABLE>

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

                                     F-I-2
<PAGE>

                      [THIS PAGE INTENTIONALLY LEFT BLANK]

                                     F-I-3
<PAGE>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                               SEPARATE ACCOUNT V
                            STATEMENTS OF OPERATIONS
              FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996

<TABLE>
<CAPTION>
                                                                 VARIABLE INSURANCE PRODUCTS FUND
                                                               ------------------------------------
                                                                 MONEY       EQUITY
                                                                MARKET       INCOME       GROWTH
                                                    TOTAL      PORTFOLIO   PORTFOLIO     PORTFOLIO
                                                 -----------   ---------   ----------   -----------
<S>                                              <C>           <C>         <C>          <C>
                     1998
INVESTMENT INCOME:
  Dividend distributions received..............  $ 3,349,781   $ 571,068   $  350,608   $   167,972
  Mortality and expense risk charge............   (2,163,874)   (100,578)    (257,976)     (354,109)
                                                 -----------   ---------   ----------   -----------
NET INVESTMENT INCOME (LOSS)...................    1,185,907     470,490       92,632      (186,137)
                                                 -----------   ---------   ----------   -----------
REALIZED AND UNREALIZED GAIN (LOSS) ON
  INVESTMENTS:
  Net realized gain (loss) on investments......   17,147,973          --    1,247,753     4,393,780
  Net change in unrealized appreciation
     (depreciation)............................   30,032,940          --    1,327,445     8,556,162
                                                 -----------   ---------   ----------   -----------
NET GAIN (LOSS) ON INVESTMENTS.................   47,180,913          --    2,575,198    12,949,942
                                                 -----------   ---------   ----------   -----------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
  FROM OPERATIONS..............................  $48,366,820   $ 470,490   $2,667,830   $12,763,805
                                                 ===========   =========   ==========   ===========
                     1997
INVESTMENT INCOME:
  Dividend distributions received..............  $ 2,670,710   $ 463,675   $  290,414   $   177,070
  Mortality and expense risk charge............   (1,574,558)    (84,611)    (201,066)     (278,073)
                                                 -----------   ---------   ----------   -----------
NET INVESTMENT INCOME (LOSS)...................    1,096,152     379,064       89,348      (101,003)
                                                 -----------   ---------   ----------   -----------
REALIZED AND UNREALIZED GAIN (LOSS) ON
  INVESTMENTS:
  Net realized gain (loss) on investments......    6,045,040          --    1,460,138       792,600
  Net change in unrealized appreciation
     (depreciation)............................   21,418,187          --    3,371,385     5,089,744
                                                 -----------   ---------   ----------   -----------
NET GAIN (LOSS) ON INVESTMENTS.................   27,463,227          --    4,831,523     5,882,344
                                                 -----------   ---------   ----------   -----------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
  FROM OPERATIONS..............................  $28,559,379   $ 379,064   $4,920,871   $ 5,781,341
                                                 ===========   =========   ==========   ===========
                     1996
INVESTMENT INCOME:
  Dividend distributions received..............  $ 1,837,028   $ 383,333   $   19,764   $    56,401
  Mortality and expense risk charge............   (1,085,616)    (71,053)    (141,453)     (223,387)
                                                 -----------   ---------   ----------   -----------
NET INVESTMENT INCOME (LOSS)...................      751,412     312,280     (121,689)     (166,986)
                                                 -----------   ---------   ----------   -----------
REALIZED AND UNREALIZED GAIN (LOSS) ON
  INVESTMENTS:
  Net realized gain (loss) on investments......    4,152,296          --      566,577     1,424,128
  Net change in unrealized appreciation
     (depreciation)............................    7,185,902          --    1,388,228     1,591,342
                                                 -----------   ---------   ----------   -----------
NET GAIN (LOSS) ON INVESTMENTS.................   11,338,198          --    1,954,805     3,015,470
                                                 -----------   ---------   ----------   -----------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
  FROM OPERATIONS..............................  $12,089,610   $ 312,280   $1,833,116   $ 2,848,484
                                                 ===========   =========   ==========   ===========
</TABLE>

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

                                     F-I-4
<PAGE>

<TABLE>
<CAPTION>
        VARIABLE INSURANCE
          PRODUCTS FUND                          VARIABLE INSURANCE PRODUCTS FUND II
     ------------------------   ---------------------------------------------------------------------
                                  ASSET        INVESTMENT                               ASSET MANAGER
     HIGH INCOME    OVERSEAS     MANAGER       GRADE BOND     CONTRAFUND   INDEX 500       GROWTH
      PORTFOLIO    PORTFOLIO    PORTFOLIO      PORTFOLIO      PORTFOLIO    PORTFOLIO      PORTFOLIO
     -----------   ----------   ----------   --------------   ----------   ----------   -------------
<S>  <C>           <C>          <C>          <C>              <C>          <C>          <C>
     $   558,849   $  271,677   $  882,316      $146,622      $   56,896   $  131,792     $ 49,741
         (73,002)    (128,820)    (271,404)      (39,733)        (93,506)    (135,441)     (25,300)
     -----------   ----------   ----------      --------      ----------   ----------     --------
         485,847      142,857      610,912       106,889         (36,610)      (3,649)      24,441
     -----------   ----------   ----------      --------      ----------   ----------     --------
         355,102      800,734    2,646,949        17,396         418,590      305,253      232,615
      (1,057,850)     959,668      637,938       179,497       2,407,939    3,342,102      175,258
     -----------   ----------   ----------      --------      ----------   ----------     --------
        (702,748)   1,760,402    3,284,887       196,893       2,826,529    3,647,355      407,873
     -----------   ----------   ----------      --------      ----------   ----------     --------
     $  (216,901)  $1,903,259   $3,895,799      $303,782      $2,789,919   $3,643,706     $432,314
     ===========   ==========   ==========      ========      ==========   ==========     ========
     $   456,382   $  183,138   $  782,791      $138,030      $   28,971   $   32,977     $     --
         (65,009)    (115,217)    (232,839)      (25,608)        (50,896)     (71,508)     (14,685)
     -----------   ----------   ----------      --------      ----------   ----------     --------
         391,373       67,921      549,952       112,422         (21,925)     (38,531)     (14,685)
     -----------   ----------   ----------      --------      ----------   ----------     --------
          56,407      727,004    1,963,611            --          76,565       66,916        1,179
         585,776      646,688    1,992,988        89,590         991,738    1,946,609      322,064
     -----------   ----------   ----------      --------      ----------   ----------     --------
         642,183    1,373,692    3,956,599        89,590       1,068,303    2,013,525      323,243
     -----------   ----------   ----------      --------      ----------   ----------     --------
     $ 1,033,556   $1,441,613   $4,506,551      $202,012      $1,046,378   $1,974,994     $308,558
     ===========   ==========   ==========      ========      ==========   ==========     ========
     $   346,977   $   95,857   $  701,929      $110,640      $       --   $      523     $  8,340
         (52,366)     (87,506)    (192,161)      (22,366)        (12,082)      (6,403)      (2,489)
     -----------   ----------   ----------      --------      ----------   ----------     --------
         294,611        8,351      509,768        88,274         (12,082)      (5,880)       5,851
     -----------   ----------   ----------      --------      ----------   ----------     --------
          67,887      105,443      578,783            --           1,845        1,346       14,028
         303,796      931,213    1,567,972       (39,903)        270,650      153,497       19,517
     -----------   ----------   ----------      --------      ----------   ----------     --------
         371,683    1,036,656    2,146,755       (39,903)        272,495      154,843       33,545
     -----------   ----------   ----------      --------      ----------   ----------     --------
     $   666,294   $1,045,007   $2,656,523      $ 48,371      $  260,413   $  148,963     $ 39,396
     ===========   ==========   ==========      ========      ==========   ==========     ========
</TABLE>

                                     F-I-5
<PAGE>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                               SEPARATE ACCOUNT V
                            STATEMENTS OF OPERATIONS
              FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996

<TABLE>
<CAPTION>
                                                                   ALGER AMERICAN FUND
                                                 --------------------------------------------------------
                                                     SMALL                       INCOME AND      MIDCAP
                                                 CAPITALIZATION      GROWTH        GROWTH        GROWTH
                                                   PORTFOLIO       PORTFOLIO     PORTFOLIO     PORTFOLIO
                                                 --------------    ----------    ----------    ----------
<S>                                              <C>               <C>           <C>           <C>
                    1998
INVESTMENT INCOME:
  Dividend distributions received............      $       --      $   41,754    $   17,735    $       --
  Mortality and expense risk charge..........        (169,257)       (155,688)      (49,041)      (81,791)
                                                   ----------      ----------    ----------    ----------
NET INVESTMENT INCOME (LOSS).................        (169,257)       (113,934)      (31,306)      (81,791)
                                                   ----------      ----------    ----------    ----------
REALIZED AND UNREALIZED GAIN (LOSS) ON
  INVESTMENTS:
  Net realized gain (loss) on investments....       2,446,741       2,551,580       490,671       742,049
  Net change in unrealized appreciation
     (depreciation)..........................         623,620       4,267,982     1,071,043     1,766,399
                                                   ----------      ----------    ----------    ----------
NET GAIN (LOSS) ON INVESTMENTS...............       3,070,361       6,819,562     1,561,714     2,508,448
                                                   ----------      ----------    ----------    ----------
NET INCREASE (DECREASE) IN NET ASSETS
  RESULTING FROM OPERATION...................      $2,901,104      $6,705,628    $1,530,408    $2,426,657
                                                   ==========      ==========    ==========    ==========
                    1997
INVESTMENT INCOME:
  Dividend distributions received............      $       --      $   32,883    $   12,791    $    3,623
  Mortality and expense risk charge..........        (142,416)        (98,937)      (28,862)      (62,763)
                                                   ----------      ----------    ----------    ----------
NET INVESTMENT INCOME (LOSS).................        (142,416)        (66,054)      (16,071)      (59,140)
                                                   ----------      ----------    ----------    ----------
REALIZED AND UNREALIZED GAIN (LOSS) ON
  INVESTMENTS:
  Net realized gain (loss) on investments....         550,941          59,552       105,818        88,340
  Net change in unrealized appreciation
     (depreciation)..........................       1,210,960       2,142,136       755,171       768,190
                                                   ----------      ----------    ----------    ----------
NET GAIN (LOSS) ON INVESTMENTS...............       1,761,901       2,201,688       860,989       856,530
                                                   ----------      ----------    ----------    ----------
NET INCREASE (DECREASE) IN NET ASSETS
  RESULTING FROM OPERATIONS..................      $1,619,485      $2,135,634    $  844,918    $  797,390
                                                   ==========      ==========    ==========    ==========
                    1996
INVESTMENT INCOME:
  Dividend distributions received............      $       --      $    3,908    $   24,326    $       --
  Mortality and expense risk charge..........        (118,508)        (58,005)      (13,912)      (38,781)
                                                   ----------      ----------    ----------    ----------
NET INVESTMENT INCOME (LOSS).................        (118,508)        (54,097)       10,414       (38,781)
                                                   ----------      ----------    ----------    ----------
REALIZED AND UNREALIZED GAIN (LOSS) ON
  INVESTMENTS:
  Net realized gain (loss) on investments....          51,224         165,191       813,188        74,978
  Net change in unrealized appreciation
     (depreciation)..........................         368,251         592,282      (557,847)      330,732
                                                   ----------      ----------    ----------    ----------
NET GAIN (LOSS) ON INVESTMENTS...............         419,475         757,473       255,341       405,710
                                                   ----------      ----------    ----------    ----------
NET INCREASE (DECREASE) IN NET ASSETS
  RESULTING FROM OPERATIONS..................      $  300,967      $  703,376    $  265,755    $  366,929
                                                   ==========      ==========    ==========    ==========
</TABLE>

- ---------------
(1) Commenced business 04/08/97

(2) Commenced business 04/03/97

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

                                     F-I-6
<PAGE>

<TABLE>
<CAPTION>
      ALGER AMERICAN FUND                               MFS VARIABLE INSURANCE TRUST
    -----------------------    -------------------------------------------------------------------------------
                 LEVERAGED       EMERGING            WORLD          UTILITIES      RESEARCH       GROWTH WITH
    BALANCED       ALLCAP      GROWTH SERIES      GOVERNMENTS        SERIES         SERIES       INCOME SERIES
    PORTFOLIO    PORTFOLIO       PORTFOLIO      SERIES PORTFOLIO    PORTFOLIO    PORTFOLIO(1)    PORTFOLIO(2)
    ---------    ----------    -------------    ----------------    ---------    ------------    -------------
<S> <C>          <C>           <C>              <C>                 <C>          <C>             <C>
    $  24,247    $       --     $       --          $ 3,936         $ 24,469       $  2,571        $     --
      (16,462)      (31,317)       (83,222)          (3,503)         (20,971)       (17,327)        (19,348)
    ---------    ----------     ----------          -------         --------       --------        --------
        7,785       (31,317)       (83,222)             433            3,498        (14,756)        (19,348)
    ---------    ----------     ----------          -------         --------       --------        --------
      107,704       147,338         76,320               --          111,249         33,714              --
      417,950     1,626,709      2,714,274           29,642          262,317        383,697         490,661
    ---------    ----------     ----------          -------         --------       --------        --------
      525,654     1,774,047      2,790,594           29,642          373,566        417,411         490,661
    ---------    ----------     ----------          -------         --------       --------        --------
    $ 533,439    $1,742,730     $2,707,372          $30,075         $377,064       $402,655        $471,313
    =========    ==========     ==========          =======         ========       ========        ========
    $  12,338    $       --     $       --          $ 3,537         $     --       $     --        $  6,744
      (10,092)      (17,451)       (44,359)          (1,978)          (7,542)        (2,824)         (2,761)
    ---------    ----------     ----------          -------         --------       --------        --------
        2,246       (17,451)       (44,359)           1,559           (7,542)        (2,824)          3,983
    ---------    ----------     ----------          -------         --------       --------        --------
       16,729            --             --            1,603               --             --          31,548
      162,920       298,847        937,800           (6,568)         255,610         18,241           3,513
    ---------    ----------     ----------          -------         --------       --------        --------
      179,649       298,847        937,800           (4,965)         255,610         18,241          35,061
    ---------    ----------     ----------          -------         --------       --------        --------
    $ 181,895    $  281,396     $  893,441          $(3,406)        $248,068       $ 15,417        $ 39,044
    =========    ==========     ==========          =======         ========       ========        ========
    $  29,838    $       --     $       --          $    --         $  9,070       $     --        $     --
       (6,215)       (5,432)        (9,549)            (913)          (1,520)            --              --
    ---------    ----------     ----------          -------         --------       --------        --------
       23,623        (5,432)        (9,549)            (913)           7,550             --              --
    ---------    ----------     ----------          -------         --------       --------        --------
      199,719         4,125         21,561               --           23,532             --              --
     (168,250)       17,914         32,735            7,363            9,810             --              --
    ---------    ----------     ----------          -------         --------       --------        --------
       31,469        22,039         54,296            7,363           33,342             --              --
    ---------    ----------     ----------          -------         --------       --------        --------
    $  55,092    $   16,607     $   44,747          $ 6,450         $ 40,892       $     --        $     --
    =========    ==========     ==========          =======         ========       ========        ========
</TABLE>

                                     F-I-7
<PAGE>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                               SEPARATE ACCOUNT V
                            STATEMENTS OF OPERATIONS
              FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996

<TABLE>
<CAPTION>
                                                                    MORGAN STANLEY UNIVERSAL FUNDS
                                                            ----------------------------------------------
                                                                               EMERGING          GLOBAL
                                                            ASIAN EQUITY    MARKETS EQUITY       EQUITY
                                                            PORTFOLIO(1)     PORTFOLIO(2)     PORTFOLIO(3)
                          1998                              ------------    --------------    ------------
<S>                                                         <C>             <C>               <C>
INVESTMENT INCOME:
  Dividend distributions received........................     $  2,129        $   4,381        $  14,013
  Mortality and expense risk charge......................       (2,084)          (7,282)         (13,265)
                                                              --------        ---------        ---------
NET INVESTMENT INCOME (LOSS).............................           45           (2,901)             748
                                                              --------        ---------        ---------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
  Net realized gain (loss) on investments................           --               --           12,591
  Net change in unrealized appreciation (depreciation)...       (2,798)        (219,226)         143,561
                                                              --------        ---------        ---------
NET GAIN (LOSS) ON INVESTMENTS...........................       (2,798)        (219,226)         156,152
                                                              --------        ---------        ---------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM
  OPERATIONS.............................................     $ (2,753)       $(222,127)       $ 156,900
                                                              ========        =========        =========
                          1997
INVESTMENT INCOME:
  Dividend distributions received........................     $    232        $   4,896        $   5,533
  Mortality and expense risk charge......................         (495)          (3,435)          (2,294)
                                                              --------        ---------        ---------
NET INVESTMENT INCOME (LOSS).............................         (263)           1,461            3,239
                                                              --------        ---------        ---------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
  Net realized gain (loss) on investments................           --           21,661           11,816
  Net change in unrealized appreciation (depreciation)...      (51,298)        (144,415)           2,150
                                                              --------        ---------        ---------
NET GAIN (LOSS) ON INVESTMENTS...........................      (51,298)        (122,754)          13,966
                                                              --------        ---------        ---------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM
  OPERATIONS.............................................     $(51,561)       $(121,293)       $  17,205
                                                              ========        =========        =========
                          1996
INVESTMENT INCOME:
  Dividend distributions received........................     $     --        $      --        $      --
  Mortality and expense risk charge......................           --               --               --
                                                              --------        ---------        ---------
NET INVESTMENT INCOME (LOSS).............................           --               --               --
                                                              --------        ---------        ---------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
  Net realized gain (loss) on investments................           --               --               --
  Net change in unrealized appreciation (depreciation)...           --               --               --
                                                              --------        ---------        ---------
NET GAIN (LOSS) ON INVESTMENTS...........................           --               --               --
                                                              --------        ---------        ---------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM
  OPERATIONS.............................................     $     --        $      --        $      --
                                                              ========        =========        =========
</TABLE>

- ---------------
(1) Commenced business 04/22/97
(2) Commenced business 04/08/97
(3) Commenced business 04/17/97
(4) Commenced business 04/07/97
(5) Commenced business 04/28/97

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

                                     F-I-8
<PAGE>

<TABLE>
<CAPTION>
      MORGAN STANLEY UNIVERSAL FUNDS             DREYFUS
    ----------------------------------         -----------
    INTERNATIONAL          U.S. REAL
       MAGNUM                ESTATE            STOCK INDEX
    PORTFOLIO(4)          PORTFOLIO(5)          PORTFOLIO
    -------------         ------------         -----------
<S> <C>                   <C>                  <C>
      $  2,795             $  24,210            $     --
        (6,689)               (6,758)                 --
      --------             ---------            --------
        (3,894)               17,452                  --
      --------             ---------            --------
         3,255                 6,589                  --
        39,545              (110,595)                 --
      --------             ---------            --------
        42,800              (104,006)                 --
      --------             ---------            --------
      $ 38,906             $ (86,554)           $     --
      ========             =========            ========
      $ 15,852             $   9,641            $  9,192
        (1,903)               (1,584)             (5,350)
      --------             ---------            --------
        13,949                 8,057               3,842
      --------             ---------            --------
         1,056                11,556                  --
       (44,768)               19,091              54,025
      --------             ---------            --------
       (43,712)               30,647              54,025
      --------             ---------            --------
      $(29,763)            $  38,704            $ 57,867
      ========             =========            ========
      $     --             $      --            $ 46,122
            --                    --             (21,515)
      --------             ---------            --------
            --                    --              24,607
      --------             ---------            --------
            --                    --              38,741
            --                    --             366,600
      --------             ---------            --------
            --                    --             405,341
      --------             ---------            --------
      $     --             $      --            $429,948
      ========             =========            ========
</TABLE>

                                     F-I-9
<PAGE>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                               SEPARATE ACCOUNT V
                      STATEMENTS OF CHANGES IN NET ASSETS
              FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996

<TABLE>
<CAPTION>
                                                                   VARIABLE INSURANCE PRODUCTS FUND
                                                             --------------------------------------------
                                                                MONEY           EQUITY
                                                                MARKET          INCOME          GROWTH
                                                TOTAL         PORTFOLIO        PORTFOLIO       PORTFOLIO
                                             ------------    ------------    -------------    -----------
<S>                                          <C>             <C>             <C>              <C>
                  1998
INCREASE (DECREASE) IN NET ASSETS FROM
  OPERATIONS:
  Net investment income (loss)...........    $  1,185,907    $   470,490      $    92,632     $  (186,137)
  Net realized gain (loss) on
     investments.........................      17,147,973             --        1,247,753       4,393,780
  Net change in unrealized appreciation
     (depreciation)......................      30,032,940             --        1,327,445       8,556,162
                                             ------------    -----------      -----------     -----------
NET INCREASE (DECREASE) IN NET ASSETS
  RESULTING FROM OPERATIONS..............      48,366,820        470,490        2,667,830      12,763,805
NET INCREASE (DECREASE) FROM POLICYOWNER
  TRANSACTIONS...........................      36,557,125      3,082,148        2,101,252       1,105,036
                                             ------------    -----------      -----------     -----------
TOTAL INCREASE (DECREASE) IN NET
  ASSETS.................................      84,923,945      3,552,638        4,769,082      13,868,841
NET ASSETS AT JANUARY 1, 1998............     197,729,129      7,552,486       24,722,507      32,353,671
                                             ------------    -----------      -----------     -----------
NET ASSETS AT DECEMBER 31, 1998..........    $282,653,074    $11,105,124      $29,491,589     $46,222,512
                                             ============    ===========      ===========     ===========
                  1997
INCREASE (DECREASE) IN NET ASSETS FROM
  OPERATIONS:
  Net investment income (loss)...........    $  1,096,152    $   379,064      $    89,348     $  (101,003)
  Net realized gain (loss) on
     investments.........................       6,045,040             --        1,460,138         792,600
  Net change in unrealized appreciation
     (depreciation)......................      21,418,187             --        3,371,385       5,089,744
                                             ------------    -----------      -----------     -----------
NET INCREASE (DECREASE) IN NET ASSETS
  RESULTING FROM OPERATIONS..............      28,559,379        379,064        4,920,871       5,781,341
NET INCREASE (DECREASE) FROM POLICYOWNER
  TRANSACTIONS...........................      33,090,017       (464,346)       2,617,832         382,227
                                             ------------    -----------      -----------     -----------
TOTAL INCREASE (DECREASE) IN NET
  ASSETS.................................      61,649,396        (85,282)       7,538,703       6,163,568
NET ASSETS AT JANUARY 1, 1997............     136,079,733      7,637,768       17,183,804      26,190,103
                                             ------------    -----------      -----------     -----------
NET ASSETS AT DECEMBER 31, 1997..........    $197,729,129    $ 7,552,486      $24,722,507     $32,353,671
                                             ============    ===========      ===========     ===========
                  1996
INCREASE (DECREASE) IN NET ASSETS FROM
  OPERATIONS:
  Net investment income (loss)...........    $    751,412    $   312,280      $  (121,689)    $  (166,986)
  Net realized gain (loss) on
     investments.........................       4,152,296             --          566,577       1,424,128
  Net change in unrealized appreciation
     (depreciation)......................       7,185,902             --        1,388,228       1,591,342
                                             ------------    -----------      -----------     -----------
NET INCREASE (DECREASE) IN NET ASSETS
  RESULTING FROM OPERATIONS..............      12,089,610        312,280        1,833,116       2,848,484
NET INCREASE (DECREASE) FROM POLICYOWNER
  TRANSACTIONS...........................      30,380,460      1,711,961        2,778,194       2,837,486
                                             ------------    -----------      -----------     -----------
TOTAL INCREASE (DECREASE) IN NET
  ASSETS.................................      42,470,070      2,024,241        4,611,310       5,685,970
NET ASSETS AT JANUARY 1, 1996............      93,609,663      5,613,527       12,572,494      20,504,133
                                             ------------    -----------      -----------     -----------
NET ASSETS AT DECEMBER 31, 1996..........    $136,079,733    $ 7,637,768      $17,183,804     $26,190,103
                                             ============    ===========      ===========     ===========
</TABLE>

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

                                    F-I-10
<PAGE>

<TABLE>
<CAPTION>
    VARIABLE INSURANCE PRODUCTS FUND                    VARIABLE INSURANCE PRODUCTS FUND II
    ---------------------------------   --------------------------------------------------------------------
                                           ASSET      INVESTMENT                               ASSET MANAGER
      HIGH INCOME        OVERSEAS         MANAGER     GRADE BOND   CONTRAFUND     INDEX 500       GROWTH
       PORTFOLIO         PORTFOLIO       PORTFOLIO    PORTFOLIO     PORTFOLIO     PORTFOLIO      PORTFOLIO
    ---------------   ---------------   -----------   ----------   -----------   -----------   -------------
<S> <C>               <C>               <C>           <C>          <C>           <C>           <C>
      $   485,847       $   142,857     $   610,912   $  106,889   $   (36,610)  $    (3,649)   $   24,441
          355,102           800,734       2,646,949       17,396       418,590       305,253       232,615
       (1,057,850)          959,668         637,938      179,497     2,407,939     3,342,102       175,258
      -----------       -----------     -----------   ----------   -----------   -----------    ----------
         (216,901)        1,903,259       3,895,799      303,782     2,789,919     3,643,706       432,314
          353,039          (628,523)        353,744    1,166,836     3,190,211     5,349,378       582,288
      -----------       -----------     -----------   ----------   -----------   -----------    ----------
          136,138         1,274,736       4,249,543    1,470,618     5,980,130     8,993,084     1,014,602
        8,125,835        13,345,483      27,583,475    2,977,354     7,758,926    10,836,035     2,291,284
      -----------       -----------     -----------   ----------   -----------   -----------    ----------
      $ 8,261,973       $14,620,219     $31,833,018   $4,447,972   $13,739,056   $19,829,119    $3,305,886
      ===========       ===========     ===========   ==========   ===========   ===========    ==========
      $   391,373       $    67,921     $   549,952   $  112,422   $   (21,925)  $   (38,531)   $  (14,685)
           56,407           727,004       1,963,611           --        76,565        66,916         1,179
          585,776           646,688       1,992,988       89,590       991,738     1,946,609       322,064
      -----------       -----------     -----------   ----------   -----------   -----------    ----------
        1,033,556         1,441,613       4,506,551      202,012     1,046,378     1,974,994       308,558
          104,745         1,242,175         614,816      422,976     3,787,942     6,930,829     1,426,686
      -----------       -----------     -----------   ----------   -----------   -----------    ----------
        1,138,301         2,683,788       5,121,367      624,988     4,834,320     8,905,823     1,735,244
        6,987,534        10,661,695      22,462,108    2,352,366     2,924,606     1,930,212       556,040
      -----------       -----------     -----------   ----------   -----------   -----------    ----------
      $ 8,125,835       $13,345,483     $27,583,475   $2,977,354   $ 7,758,926   $10,836,035    $2,291,284
      ===========       ===========     ===========   ==========   ===========   ===========    ==========
      $   294,611       $     8,351     $   509,768   $   88,274   $   (12,082)  $    (5,880)   $    5,851
           67,887           105,443         578,783           --         1,845         1,346        14,028
          303,796           931,213       1,567,972      (39,903)      270,650       153,497        19,517
      -----------       -----------     -----------   ----------   -----------   -----------    ----------
          666,294         1,045,007       2,656,523       48,371       260,413       148,963        39,396
        1,995,433         2,133,197         518,914      167,556     2,534,900     1,776,610       503,059
      -----------       -----------     -----------   ----------   -----------   -----------    ----------
        2,661,727         3,178,204       3,175,437      215,927     2,795,313     1,925,573       542,455
        4,325,807         7,483,491      19,286,671    2,136,439       129,293         4,639        13,585
      -----------       -----------     -----------   ----------   -----------   -----------    ----------
      $ 6,987,534       $10,661,695     $22,462,108   $2,352,366   $ 2,924,606   $ 1,930,212    $  556,040
      ===========       ===========     ===========   ==========   ===========   ===========    ==========
</TABLE>

                                    F-I-11
<PAGE>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                               SEPARATE ACCOUNT V
                      STATEMENTS OF CHANGES IN NET ASSETS
              FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996

<TABLE>
<CAPTION>
                                                                      ALGER AMERICAN FUND
                                                   ----------------------------------------------------------
                                                       SMALL                        INCOME AND      MIDCAP
                                                   CAPITALIZATION      GROWTH         GROWTH        GROWTH
                                                     PORTFOLIO        PORTFOLIO     PORTFOLIO      PORTFOLIO
                                                   --------------    -----------    ----------    -----------
<S>                                                <C>               <C>            <C>           <C>
                     1998
INCREASE (DECREASE) IN NET ASSETS FROM
  OPERATIONS:
  Net investment income (loss).................     $  (169,257)     $  (113,934)   $  (31,306)   $   (81,791)
  Net realized gain (loss) on investments......       2,446,741        2,551,580       490,671        742,049
  Net change in unrealized appreciation
    (depreciation).............................         623,620        4,267,982     1,071,043      1,766,399
                                                    -----------      -----------    ----------    -----------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
  FROM OPERATIONS..............................       2,901,104        6,705,628     1,530,408      2,426,657
NET INCREASE (DECREASE) FROM POLICYOWNER
  TRANSACTIONS.................................       1,708,481        3,802,750     1,281,319      1,308,265
                                                    -----------      -----------    ----------    -----------
TOTAL INCREASE (DECREASE) IN NET ASSETS........       4,609,585       10,508,378     2,811,727      3,734,922
NET ASSETS AT JANUARY 1, 1998..................      17,651,623       12,840,085     4,189,839      7,550,436
                                                    -----------      -----------    ----------    -----------
NET ASSETS AT DECEMBER 31, 1998................     $22,261,208      $23,348,463    $7,001,566    $11,285,358
                                                    ===========      ===========    ==========    ===========
                     1997
INCREASE (DECREASE) IN NET ASSETS FROM
  OPERATIONS:
  Net investment income (loss).................     $  (142,416)     $   (66,054)   $  (16,071)   $   (59,140)
  Net realized gain (loss) on investments......         550,941           59,552       105,818         88,340
  Net change in unrealized appreciation
    (depreciation).............................       1,210,960        2,142,136       755,171        768,190
                                                    -----------      -----------    ----------    -----------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
  FROM OPERATIONS..............................       1,619,485        2,135,634       844,918        797,390
NET INCREASE (DECREASE) FROM POLICYOWNER
  TRANSACTIONS.................................       1,904,475        2,704,106     1,369,132      1,117,517
                                                    -----------      -----------    ----------    -----------
TOTAL INCREASE (DECREASE) IN NET ASSETS........       3,523,960        4,839,740     2,214,050      1,914,907
NET ASSETS AT JANUARY 1, 1997..................      14,127,663        8,000,345     1,975,789      5,635,529
                                                    -----------      -----------    ----------    -----------
NET ASSETS AT DECEMBER 31, 1997................     $17,651,623      $12,840,085    $4,189,839    $ 7,550,436
                                                    ===========      ===========    ==========    ===========
                     1996
INCREASE (DECREASE) IN NET ASSETS FROM
  OPERATIONS:
  Net investment income (loss).................     $  (118,508)     $   (54,097)   $   10,414    $   (38,781)
  Net realized gain (loss) on investments......          51,224          165,191       813,188         74,978
  Net change in unrealized appreciation
    (depreciation).............................         368,251          592,282      (557,847)       330,732
                                                    -----------      -----------    ----------    -----------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
  FROM OPERATIONS..............................         300,967          703,376       265,755        366,929
NET INCREASE (DECREASE) FROM POLICYOWNER
  TRANSACTIONS.................................       3,449,194        2,618,412       791,272      2,585,782
                                                    -----------      -----------    ----------    -----------
TOTAL INCREASE (DECREASE) IN NET ASSETS........       3,750,161        3,321,788     1,057,027      2,952,711
NET ASSETS AT JANUARY 1, 1996..................      10,377,502        4,678,557       918,762      2,682,818
                                                    -----------      -----------    ----------    -----------
NET ASSETS AT DECEMBER 31, 1996................     $14,127,663      $ 8,000,345    $1,975,789    $ 5,635,529
                                                    ===========      ===========    ==========    ===========
</TABLE>

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

(1) Commenced business 04/08/97
(2) Commenced business 04/03/97

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

                                    F-I-12
<PAGE>

<TABLE>
<CAPTION>
      ALGER AMERICAN FUND                             MFS VARIABLE INSURANCE TRUST
    -----------------------   ----------------------------------------------------------------------------
                 LEVERAGED      EMERGING           WORLD         UTILITIES      RESEARCH      GROWTH WITH
     BALANCED      ALLCAP     GROWTH SERIES     GOVERNMENTS        SERIES        SERIES      INCOME SERIES
    PORTFOLIO    PORTFOLIO      PORTFOLIO     SERIES PORTFOLIO   PORTFOLIO    PORTFOLIO(1)   PORTFOLIO(2)
    ----------   ----------   -------------   ----------------   ----------   ------------   -------------
<S> <C>          <C>          <C>             <C>                <C>          <C>            <C>
    $    7,785   $  (31,317)   $   (83,222)       $    433       $    3,498    $  (14,756)    $  (19,348)
       107,704      147,338         76,320              --          111,249        33,714             --
       417,950    1,626,709      2,714,274          29,642          262,317       383,697        490,661
    ----------   ----------    -----------        --------       ----------    ----------     ----------
       533,439    1,742,730      2,707,372          30,075          377,064       402,655        471,313
       844,417    1,370,291      2,799,432         310,132        1,222,669     1,600,841      1,428,853
    ----------   ----------    -----------        --------       ----------    ----------     ----------
     1,377,856    3,113,021      5,506,804         340,207        1,599,733     2,003,496      1,900,166
     1,348,133    2,432,247      6,708,650         221,859        1,697,330       970,331      1,632,772
    ----------   ----------    -----------        --------       ----------    ----------     ----------
    $2,725,989   $5,545,268    $12,215,454        $562,066       $3,297,063    $2,973,827     $3,532,938
    ==========   ==========    ===========        ========       ==========    ==========     ==========
    $    2,246   $  (17,451)   $   (44,359)       $  1,559       $   (7,542)   $   (2,824)    $    3,983
        16,729           --             --           1,603               --            --         31,548
       162,920      298,847        937,800          (6,568)         255,610        18,241          3,513
    ----------   ----------    -----------        --------       ----------    ----------     ----------
       181,895      281,396        893,441          (3,406)         248,068        15,417         39,044
       253,322      962,301      3,250,610          41,843        1,057,600       954,914      1,593,728
    ----------   ----------    -----------        --------       ----------    ----------     ----------
       435,217    1,243,697      4,144,051          38,437        1,305,668       970,331      1,632,772
       912,916    1,188,550      2,564,599         183,422          391,662            --             --
    ----------   ----------    -----------        --------       ----------    ----------     ----------
    $1,348,133   $2,432,247    $ 6,708,650        $221,859       $1,697,330    $  970,331     $1,632,772
    ==========   ==========    ===========        ========       ==========    ==========     ==========
    $   23,623   $   (5,432)   $    (9,549)       $   (913)      $    7,550    $       --     $       --
       199,719        4,125         21,561              --           23,532            --             --
      (168,250)      17,914         32,735           7,363            9,810            --             --
    ----------   ----------    -----------        --------       ----------    ----------     ----------
        55,092       16,607         44,747           6,450           40,892            --             --
       421,333    1,071,187      2,401,694         161,157          332,223            --             --
    ----------   ----------    -----------        --------       ----------    ----------     ----------
       476,425    1,087,794      2,446,441         167,607          373,115            --             --
       436,491      100,756        118,158          15,815           18,547            --             --
    ----------   ----------    -----------        --------       ----------    ----------     ----------
    $  912,916   $1,188,550    $ 2,564,599        $183,422       $  391,662    $       --     $       --
    ==========   ==========    ===========        ========       ==========    ==========     ==========
</TABLE>

                                    F-I-13
<PAGE>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                               SEPARATE ACCOUNT V
                      STATEMENTS OF CHANGES IN NET ASSETS
              FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996

<TABLE>
<CAPTION>
                                                                    MORGAN STANLEY UNIVERSAL FUNDS
                                                            ----------------------------------------------
                                                                               EMERGING          GLOBAL
                                                            ASIAN EQUITY    MARKETS EQUITY       EQUITY
                                                            PORTFOLIO(1)     PORTFOLIO(2)     PORTFOLIO(3)
                          1998                              ------------    --------------    ------------
<S>                                                         <C>             <C>               <C>
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS:
  Net investment income (loss)..........................      $     45        $  (2,901)       $      748
  Net realized gain (loss) on investments...............            --               --            12,591
  Net change in unrealized appreciation(depreciation)...        (2,798)        (219,226)          143,561
                                                              --------        ---------        ----------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM
  OPERATIONS............................................        (2,753)        (222,127)          156,900
NET INCREASE (DECREASE) FROM POLICYOWNER TRANSACTIONS...       149,362          308,380         1,088,835
                                                              --------        ---------        ----------
TOTAL INCREASE (DECREASE) IN NET ASSETS.................       146,609           86,253         1,245,735
NET ASSETS AT JANUARY 1, 1998...........................       187,391          737,379           851,236
                                                              --------        ---------        ----------
NET ASSETS AT DECEMBER 31, 1998.........................      $334,000        $ 823,632        $2,096,971
                                                              ========        =========        ==========
                          1997
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS:
  Net investment income (loss)..........................      $   (263)       $   1,461        $    3,239
  Net realized gain (loss) on investments...............            --           21,661            11,816
  Net change in unrealized appreciation
     (depreciation).....................................       (51,298)        (144,415)            2,150
                                                              --------        ---------        ----------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM
  OPERATIONS............................................       (51,561)        (121,293)           17,205
NET INCREASE (DECREASE) FROM POLICYOWNER TRANSACTIONS...       238,952          858,672           834,031
                                                              --------        ---------        ----------
TOTAL INCREASE (DECREASE) IN NET ASSETS.................       187,391          737,379           851,236
NET ASSETS AT JANUARY 1, 1997...........................            --               --                --
                                                              --------        ---------        ----------
NET ASSETS AT DECEMBER 31, 1997.........................      $187,391        $ 737,379        $  851,236
                                                              ========        =========        ==========
                          1996
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS:
  Net investment income (loss)..........................      $     --        $      --        $       --
  Net realized gain (loss) on investments...............            --               --                --
  Net change in unrealized appreciation
     (depreciation).....................................            --               --                --
                                                              --------        ---------        ----------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM
  OPERATIONS............................................            --               --                --
NET INCREASE (DECREASE) FROM POLICYOWNER TRANSACTIONS...            --               --                --
                                                              --------        ---------        ----------
TOTAL INCREASE (DECREASE) IN NET ASSETS.................            --               --                --
NET ASSETS AT JANUARY 1, 1996...........................            --               --                --
                                                              --------        ---------        ----------
NET ASSETS AT DECEMBER 31, 1996.........................      $     --        $      --        $       --
                                                              ========        =========        ==========
</TABLE>

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

(1) Commenced business 04/22/97
(2) Commenced business 04/08/97
(3) Commenced business 04/17/97
(4) Commenced business 04/07/97
(5) Commenced business 04/28/97

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

                                    F-I-14
<PAGE>

<TABLE>
<CAPTION>
              MORGAN STANLEY
              UNIVERSAL FUNDS             DREYFUS
       -----------------------------    -----------
       INTERNATIONAL     U.S. REAL
          MAGNUM           ESTATE       STOCK INDEX
       PORTFOLIO(4)     PORTFOLIO(5)     PORTFOLIO
       -------------    ------------    -----------
<S>    <C>              <C>             <C>
         $ (3,894)       $  17,452      $        --
            3,255            6,589               --
           39,545         (110,595)              --
         --------        ---------      -----------
           38,906          (86,554)              --
          363,729          313,960               --
         --------        ---------      -----------
          402,635          227,406               --
          530,628          632,134               --
         --------        ---------      -----------
         $933,263        $ 859,540      $        --
         ========        =========      ===========
         $ 13,949        $   8,057      $     3,842
            1,056           11,556               --
          (44,768)          19,091           54,025
         --------        ---------      -----------
          (29,763)          38,704           57,867
          560,391          593,430       (2,270,889)
         --------        ---------      -----------
          530,628          632,134       (2,213,022)
               --               --        2,213,022
         --------        ---------      -----------
         $530,628        $ 632,134      $        --
         ========        =========      ===========
         $     --        $      --      $    24,607
               --               --           38,741
               --               --          366,600
         --------        ---------      -----------
               --               --          429,948
               --               --         (409,104)
         --------        ---------      -----------
               --               --           20,844
               --               --        2,192,178
         --------        ---------      -----------
         $     --        $      --      $ 2,213,022
         ========        =========      ===========
</TABLE>

                                    F-I-15
<PAGE>

                      [THIS PAGE INTENTIONALLY LEFT BLANK]

                                    F-I-16
<PAGE>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                               SEPARATE ACCOUNT V
                         NOTES TO FINANCIAL STATEMENTS

1. 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, 1998, there are twenty-six
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. Five 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. Five of the subaccounts invest only in
a corresponding Portfolio of Morgan Stanley Universal Funds, Inc. which is a
diversified open-end management investment company managed by Morgan Stanley
Asset Management, Inc. All five funds are registered under the Investment
Company Act of 1940, as amended. Each Portfolio is 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.

Pursuant to an order of the SEC allowing for the substitution, all policyowner
funds invested in a Portfolio of Dreyfus Stock Index Fund were transferred to
the Index 500 subaccount of the Fidelity Variable Insurance Products Fund II as
of March 31, 1997.

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.

VALUATION OF INVESTMENTS

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.

FEDERAL AND STATE TAXES

The operations of the Account are included in the federal income tax return of
AVLIC, which is taxed as a life insurance company under the Internal Revenue
Code. AVLIC has the right to charge the Account any federal income taxes, or
provision for federal income taxes, attributable to the operations of the
Account or to the policies funded in the Account. Currently, AVLIC does not make
a charge for income or other taxes. Charges for state and local taxes, if any,
attributable to the Account may also be made.

2. POLICYOWNER 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 policyowner, including the Fixed
Account option which is not reflected in this separate account.

                                    F-I-17
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                               SEPARATE ACCOUNT V
                  NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

3. SHARES OWNED

     The Account invests in shares of mutual funds. Share activity and total
shares were as follows:

<TABLE>
<CAPTION>
                                                         VARIABLE INSURANCE PRODUCTS FUND
                               -------------------------------------------------------------------------------------
                                MONEY MARKET      EQUITY INCOME       GROWTH         HIGH INCOME         OVERSEAS
                                  PORTFOLIO         PORTFOLIO        PORTFOLIO        PORTFOLIO         PORTFOLIO
                               ---------------    -------------    -------------    --------------    --------------
<S>                            <C>                <C>              <C>              <C>               <C>
Shares owned at January 1,
  1998.....................      7,552,485.910    1,018,225.148      872,066.612       598,367.840       695,077.235
Shares acquired............     96,112,872.130      590,346.286      801,025.403     2,095,006.665     2,333,977.875
Shares disposed of.........    (92,560,233.730)    (448,398.816)    (642,949.131)   (1,976,811.206)   (2,299,867.138)
                               ---------------    -------------    -------------    --------------    --------------
Shares owned at December
  31, 1998.................     11,105,124.310    1,160,172.618    1,030,142.884       716,563.299       729,187.972
                               ===============    =============    =============    ==============    ==============

Shares owned at January 1,
  1997.....................      7,637,767.850      817,109.096      841,043.772       558,109.727       565,907.403
Shares acquired............     57,423,437.350      511,389.228      339,254.481     1,118,068.428     1,175,596.501
Shares disposed of.........    (57,508,719.290)    (310,273.176)    (308,231.641)   (1,077,810.315)   (1,046,426.669)
                               ---------------    -------------    -------------    --------------    --------------
Shares owned at December
  31, 1997.................      7,552,485.910    1,018,225.148      872,066.612       598,367.840       695,077.235
                               ===============    =============    =============    ==============    ==============

Shares owned at January 1,
  1996.....................      5,613,527.070      652,438.732      702,196.341       358,988.159       438,914.420
Shares acquired............     47,496,829.850      398,549.753      641,337.814     1,195,240.651       726,524.452
Shares disposed of.........    (45,472,589.070)    (233,879.389)    (502,490.383)     (996,119.083)     (599,531.469)
                               ---------------    -------------    -------------    --------------    --------------
Shares owned at December
  31, 1996.................      7,637,767.850      817,109.096      841,043.772       558,109.727       565,907.403
                               ===============    =============    =============    ==============    ==============
</TABLE>

                                    F-I-18
<PAGE>

<TABLE>
<CAPTION>
                   VARIABLE INSURANCE PRODUCTS FUND II                           ALGER AMERICAN FUND
- -------------------------------------------------------------------------   -----------------------------
                 INVESTMENT                                 ASSET MANAGER       SMALL
ASSET MANAGER    GRADE BOND     CONTRAFUND     INDEX 500       GROWTH       CAPITALIZATION      GROWTH
  PORTFOLIO      PORTFOLIO      PORTFOLIO      PORTFOLIO      PORTFOLIO       PORTFOLIO       PORTFOLIO
- -------------   ------------   ------------   -----------   -------------   --------------   ------------
<S>             <C>            <C>            <C>           <C>             <C>              <C>
1,531,564.418    237,050.443    389,113.666    94,728.864    140,054.018      403,465.664     300,282.630
  678,058.443    639,413.242    496,047.058   128,107.356    152,783.138      441,926.395     397,157.183
 (456,703.318)  (533,255.969)  (323,006.305)  (82,453.072)   (98,715.823)    (339,110.335)   (258,723.857)
- -------------   ------------   ------------   -----------    -----------     ------------    ------------
1,752,919.543    343,207.716    562,154.419   140,383.148    194,121.333      506,281.724     438,715.956
=============   ============   ============   ===========    ===========     ============    ============

1,326,763.623    192,186.776    176,606.628    21,656.138     42,445.800      345,335.196     233,042.387
  598,138.814    120,594.995    358,431.197   129,171.432    137,282.584      311,521.638     204,589.158
 (393,338.019)   (75,731.328)  (145,924.159)  (56,098.706)   (39,674.366)    (253,391.170)   (137,348.915)
- -------------   ------------   ------------   -----------    -----------     ------------    ------------
1,531,564.418    237,050.443    389,113.666    94,728.864    140,054.018      403,465.664     300,282.630
=============   ============   ============   ===========    ===========     ============    ============

1,221,448.421    171,179.054      9,382.665        61.274      1,153.239      263,321.551     150,146.226
  469,994.138    113,295.550    299,411.174    26,095.586     53,791.445      280,059.510     162,856.038
 (364,678.936)   (92,297.828)  (132,187.211)   (4,500.722)   (12,498.884)    (198,045.865)    (79,959.877)
- -------------   ------------   ------------   -----------    -----------     ------------    ------------
1,326,763.623    192,176.776    176,606.628    21,656.138     42,445.800      345,335.196     233,042.387
=============   ============   ============   ===========    ===========     ============    ============
</TABLE>

                                    F-I-19
<PAGE>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                               SEPARATE ACCOUNT V
                         NOTES TO FINANCIAL STATEMENTS

3. SHARES OWNED -- (CONTINUED)

The Account invests in shares of mutual funds. Share activity and total shares
were as follows:

<TABLE>
<CAPTION>
                                                               ALGER AMERICAN FUND
                                           -----------------------------------------------------------
                                            INCOME AND        MIDCAP                       LEVERAGED
                                              GROWTH          GROWTH        BALANCED         ALLCAP
                                            PORTFOLIO       PORTFOLIO       PORTFOLIO      PORTFOLIO
                                           ------------    ------------    -----------    ------------
<S>                                        <C>             <C>             <C>            <C>
Shares owned at January 1, 1998........     381,241.041     312,259.570    125,291.131     104,973.976
Shares acquired........................     471,468.634     272,665.784    179,874.177     159,683.710
Shares disposed of.....................    (319,053.749)   (194,022.782)   (95,150.693)   (105,767.454)
                                           ------------    ------------    -----------    ------------
Shares owned at December 31, 1998......     533,655.926     390,902.572    210,014.615     158,890.232
                                           ============    ============    ===========    ============

Shares owned at January 1, 1997........     234,654.249     263,959.188     98,800.487      61,392.043
Shares acquired........................     389,297.914     245,052.311     64,650.229     108,499.936
Shares disposed of.....................    (242,711.122)   (196,751.929)   (38,159.585)    (64,918.003)
                                           ------------    ------------    -----------    ------------
Shares owned at December 31, 1997......     381,241.041     312,259.570    125,291.131     104,973.976
                                           ============    ============    ===========    ============

Shares owned at January 1, 1996........      51,644.863     138,005.038     32,000.820       5,780.602
Shares acquired........................     238,851.986     257,678.903     91,879.454      94,532.096
Shares disposed of.....................     (55,842.600)   (131,724.753)   (25,079.787)    (38,920.655)
                                           ------------    ------------    -----------    ------------
Shares owned at December 31, 1996......     234,654.249     263,959.188     98,800.487      61,392.043
                                           ============    ============    ===========    ============
</TABLE>

- ---------------
(1) Commenced business 04/08/97
(2) Commenced business 04/03/97
(3) Commenced business 04/22/97
(4) Commenced business 04/08/97

                                    F-I-20
<PAGE>

<TABLE>
<CAPTION>
                             MFS VARIABLE INSURANCE TRUST                            MORGAN STANLEY UNIVERSAL FUNDS
    ------------------------------------------------------------------------------   -------------------------------
      EMERGING           WORLD          UTILITIES       RESEARCH      GROWTH WITH       ASIAN       EMERGING MARKETS
    GROWTH SERIES     GOVERNMENTS         SERIES         SERIES      INCOME SERIES      EQUITY           EQUITY
      PORTFOLIO     SERIES PORTFOLIO    PORTFOLIO     PORTFOLIO(1)   PORTFOLIO(2)    PORTFOLIO(3)     PORTFOLIO(4)
    -------------   ----------------   ------------   ------------   -------------   ------------   ----------------
<S>                 <C>                <C>            <C>            <C>             <C>            <C>
     415,653.648       21,729.618        94,348.503    61,452.261      99,317.062     33,225.337        78,194.995
     513,918.012       88,429.719       186,751.323   173,038.858     226,820.471     99,976.563       334,441.671
    (360,617.119)     (58,498.872)     (114,749.586)  (78,384.682)   (150,456.836)   (69,339.456)     (296,795.548)
    ------------      -----------      ------------   -----------    ------------    -----------      ------------
     568,954.541       51,660.465       166,350.240   156,106.437     175,680.697     63,862.444       115,841.118
    ============      ===========      ============   ===========    ============    ===========      ============

     193,700.823       17,336.705        28,672.191            --              --             --                --
     457,734.629       37,542.368       107,581.620    72,826.540     110,180.302     51,430.390       140,386.479
    (235,781.804)     (33,149.455)      (41,905.308)  (11,374.279)    (10,863.240)   (18,205.053)      (62,191.484)
    ------------      -----------      ------------   -----------    ------------    -----------      ------------
     415,653.648       21,729.618        94,348.503    61,452.261      99,317.062     33,225.337        78,194.995
    ============      ===========      ============   ===========    ============    ===========      ============

      10,355.688        1,555.043         1,475.513            --              --             --                --
     232,976.138       34,612.233        35,187.917            --              --             --                --
     (49,631.003)     (18,830.571)       (7,991.239)           --              --             --                --
    ------------      -----------      ------------   -----------    ------------    -----------      ------------
     193,700.823       17,336.705        28,672.191            --              --             --                --
    ============      ===========      ============   ===========    ============    ===========      ============
</TABLE>

                                    F-I-21
<PAGE>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                               SEPARATE ACCOUNT V
                         NOTES TO FINANCIAL STATEMENTS

3. SHARES OWNED -- (CONTINUED)

The Account invests in shares of mutual funds. Share activity and total shares
were as follows:

<TABLE>
<CAPTION>
                                                   MORGAN STANLEY UNIVERSAL FUNDS               DREYFUS
                                            ---------------------------------------------    --------------
                                               GLOBAL       INTERNATIONAL     U.S. REAL
                                               EQUITY          MAGNUM           ESTATE        STOCK INDEX
                                            PORTFOLIO(1)    PORTFOLIO(2)     PORTFOLIO(3)    FUND PORTFOLIO
                                            ------------    -------------    ------------    --------------
<S>                                         <C>             <C>              <C>             <C>
Shares owned at January 1, 1998.........     72,507.289       51,120.253       55,401.749               --
Shares acquired.........................    172,405.252      120,740.453      136,182.392               --
Shares disposed of......................    (85,325.786)     (88,756.241)    (103,875.851)              --
                                            -----------      -----------     ------------     ------------
Shares owned at December 31, 1998.......    159,586.755       83,104.465       87,708.290               --
                                            ===========      ===========     ============     ============

Shares owned at January 1, 1997.........             --               --               --      109,123.387
Shares acquired.........................     93,896.403       77,530.448       97,640.967        2,530.208
Shares disposed of......................    (21,389.114)     (26,410.195)     (42,239.218)    (111,653.595)
                                            -----------      -----------     ------------     ------------
Shares owned at December 31, 1997.......     72,507.289       51,120.253       55,401.749               --
                                            ===========      ===========     ============     ============

Shares owned at January 1, 1996.........             --               --               --      127,452.178
Shares acquired.........................             --               --               --       33,926.076
Shares disposed of......................             --               --               --      (52,254.867)
                                            -----------      -----------     ------------     ------------
Shares owned at December 31, 1996.......             --               --               --      109,123.387
                                            ===========      ===========     ============     ============
</TABLE>

- ---------------
(1) Commenced business 04/17/97

(2) Commenced business 04/07/97

(3) Commenced business 04/28/97

                                    F-I-22
<PAGE>
<TABLE>
<CAPTION>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                               SEPARATE ACCOUNT V
                             STATEMENT OF NET ASSETS
                                                      MARCH 31, 1999
                                   (UNAUDITED)
<S>                                                                                                        <C>
ASSETS
INVESTMENTS AT NET ASSET VALUE:
  VARIABLE INSURANCE PRODUCTS FUND:
    Money Market Portfolio--15,084,388.180 shares at $1.00 per
      share (cost $15,084,388)                                                                              $ 15,084,388
    Equity Income Portfolio--1,201,360.863 shares at $24.68 per
      share (cost $21,460,371)                                                                                29,649,587
    Growth Portfolio--1,157,962.549 shares at $43.37 per share
      (cost $29,998,748)                                                                                      50,220,837
    High Income Portfolio--815,522.648 shares at $10.99 per
     share (cost $8,944,174)                                                                                   8,962,593
    Overseas Portfolio--679,023.138 shares at $19.77 per share
      (cost $10,167,709)                                                                                      13,424,289
  VARIABLE INSURANCE PRODUCTS FUND II:
    Asset Manager Portfolio--1,869,097.149 shares at $16.96 per
      share (cost $26,833,386)                                                                                31,699,886
    Investment Grade Bond Portfolio--364,179.103 shares at
      $12.26 per share (cost $4,364,205)                                                                       4,464,836
    Contrafund Portfolio--621,138.992 shares at $24.74 per share
      (cost $11,495,890)                                                                                      15,366,981
    Index 500 Portfolio--153,294.162 shares at $145.58 per
      share (cost $16,222,329)                                                                                22,316,563
    Asset Manager Growth Portfolio--211,953.390 shares at
      $16.15 per share (cost $3,079,956)                                                                       3,423,048
  ALGER AMERICAN FUND:
    Small Capitalization Portfolio--490,085.425 shares at $44.28
      per share (cost $16,986,215)                                                                            21,700,984
    Growth Portfolio--458,418.657 shares at $59.06 per share
      (cost $16,441,366)                                                                                      27,074,205
    Income and Growth Portfolio--548,099.899 shares at $13.89
      per share (cost $5,785,207)                                                                              7,613,108
    Midcap Growth Portfolio--404,650.544 shares at $30.23 per
      share (cost $8,366,383)                                                                                 12,232,586
    Balanced Portfolio--227,915.161 shares at $14.20 per share
      (cost $2,512,117)                                                                                        3,236,395
    Leveraged Allcap Portfolio--213,091.409 shares at $42.87 per
      share (cost $5,727,247)                                                                                  9,135,227
  MFS VARIABLE INSURANCE TRUST:
    Emerging Growth Series Portfolio--582,149.947 shares at $22.25
      per share (cost $8,827,207)                                                                             12,952,836
    World Governments Series Portfolio--37,864.728 shares at
      $10.79 per share (cost $383,201)                                                                           408,560
    Utilities Series Portfolio--182,705.288 shares at $19.69 per
      share (cost $3,093,489)                                                                                  3,597,467
    Research Series Portfolio--166,119.693 shares at $19.34 per
      share (cost $2,763,885)                                                                                  3,212,754
    Growth with Income Series Portfolio--154,622.070 shares at
      $20.28 per share (cost $2,614,878)                                                                       3,135,736
  MORGAN STANLEY UNIVERSAL FUNDS:
    Asian Equity Portfolio--65,193.646 shares at $5.42 per share
      (cost $395,698)                                                                                            353,348
    Emerging Markets Equity Portfolio--100,118.403 shares at $7.97
      per share (cost $1,069,420)                                                                                797,945
    Global Equity Portfolio--181,539.527 shares at $12.67 per
      share (cost $2,237,744)                                                                                  2,300,107
    International Magnum Portfolio--97,497.917 shares at $11.24
      per share (cost $1,097,834)                                                                              1,095,876
    U.S. Real Estate Portfolio--83,452.264 shares at $9.40 per
      share (cost $909,091)                                                                                      784,450
                                                                                                            ------------
    NET ASSETS REPRESENTING EQUITY OF POLICYOWNERS                                                          $304,244,592
                                                                                                            ============
</TABLE>


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

                                    F-I(U)-1

<TABLE>
<CAPTION>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                               SEPARATE ACCOUNT V
                    FOR THE THREE MONTHS ENDED MARCH 31, 1999
                                   (UNAUDITED)

STATEMENT OF OPERATIONS:

<S>                                                  <C>                 <C>             <C>                <C>
                                                                              VARIABLE INSURANCE PRODUCTS FUND
                                                                              --------------------------------
                                                                           MONEY           EQUITY
                                                                          MARKET           INCOME            GROWTH
                                                      TOTAL              PORTFOLIO        PORTFOLIO         PORTFOLIO
                                                      -----              ---------        ---------         ---------
                1999
INVESTMENT INCOME:
  Dividend distributions
    received                                          $ 3,279,232          $ 155,548        $ 438,682         $   82,737
  Mortality and expense
    risk charge                                          (655,805)           (29,755)         (66,932)          (110,351)
                                                       ----------           --------          -------         ----------
NET INVESTMENT INCOME (LOSS)                            2,623,427            125,793          371,750            (27,614)
                                                       ----------           --------          -------         ----------
REALIZED AND UNREALIZED GAIN
  (LOSS) ON INVESTMENTS:
  Net realized gain (loss)
    on investments                                      8,733,219                 --          969,719          5,202,111
  Net change in unrealized
    appreciation (depreciation)                         1,527,450                 --         (802,744)        (1,376,252)
                                                      -----------          ---------        ----------        -----------
NET GAIN (LOSS) ON INVESTMENTS                         10,260,669                 --          166,975          3,825,859
                                                      -----------          ---------         --------         ----------
NET INCREASE (DECREASE) IN
  NET ASSETS RESULTING FROM
  OPERATIONS                                          $12,884,096          $ 125,793        $ 538,725         $3,798,245
                                                      ===========          =========        =========         ==========

</TABLE>
<TABLE>
<CAPTION>
<S>                                                <C>                 <C>                <C>               <C>
STATEMENT OF CHANGES IN NET ASSETS:
                                                                              VARIABLE INSURANCE PRODUCTS FUND
                                                                              --------------------------------
                                                                           MONEY           EQUITY
                                                                          MARKET           INCOME            GROWTH
                                                      TOTAL              PORTFOLIO        PORTFOLIO         PORTFOLIO
                                                      -----              ---------        ---------         ---------
             1999
INCREASE (DECREASE) IN NET
   ASSETS FROM OPERATIONS:
   Net investment income
     (loss)                                           $ 2,623,427        $   125,793        $ 371,750         $  (27,614)
   Net realized gain
     (loss) on investments                              8,733,219                 --          969,719          5,202,111
   Net change in unrealized
     appreciation (depreciation)                        1,527,450                 --         (802,744)        (1,376,252)
                                                      -----------        -----------        ----------        -----------
NET INCREASE (DECREASE) IN NET
   ASSETS RESULTING FROM OPERATIONS                    12,884,096            125,793          538,725          3,798,245
NET INCREASE (DECREASE) FROM
   POLICYOWNER TRANSACTIONS                             8,707,422          3,853,471         (380,727)           200,080
                                                       ----------         ----------        ----------         ---------
TOTAL INCREASE (DECREASE) IN
   NET ASSETS                                          21,591,518          3,979,264          157,998          3,998,325
NET ASSETS AT JANUARY 1, 1999                         282,653,074         11,105,124       29,491,589         46,222,512
                                                     ------------        -----------      -----------        -----------
NET ASSETS AT MARCH 31, 1999                         $304,244,592        $15,084,388      $29,649,587        $50,220,837
                                                     ============        ===========      ===========        ===========
</TABLE>



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



                                 F-I(U)-2
<PAGE>
<TABLE>
<CAPTION>
<S>    <C>                 <C>           <C>                <C>           <C>                <C>               <C>
VARIABLE INSURANCE PRODUCTS FUND                                         VARIABLE INSURANCE PRODUCTS FUND II
- --------------------------------  --------------------------------------------------------------------------------------
                                                                                                                 ASSET
        ASSET
                                              ASSET         INVESTMENT                                          MANAGER
      HIGH INCOME           OVERSEAS         MANAGER        GRADE BOND      CONTRAFUND         INDEX 500        GROWTH
       PORTFOLIO            PORTFOLIO       PORTFOLIO        PORTFOLIO       PORTFOLIO         PORTFOLIO       PORTFOLIO
       ---------            ---------       ---------        ---------       ---------         ---------       ---------




         $ 792,857           $ 226,340     $ 1,054,568         $178,023      $   68,862         $ 201,036        $ 80,579

           (18,374)            (32,195)        (72,046)         (11,068)        (32,073)          (46,684)         (7,335)
         ---------           ---------      ----------         --------       ---------         ---------         -------
           774,483             194,145         982,522          166,955          36,789           154,352          73,244
         ---------           ---------      ----------         --------       ---------         ---------         -------



            29,640             365,064       1,335,786           55,850         504,989           136,417         133,643

          (436,087)           (148,301)     (2,097,363)        (251,779)        201,025           651,792        (173,261)
         ---------           ----------     -----------       ----------       --------          --------        ---------
          (406,447)            216,763        (761,577)        (195,929)        706,014           788,209         (39,618)
         ---------           ---------      -----------       ----------       --------          --------        ---------


         $ 368,036           $ 410,908      $  220,945         $(28,974)     $  742,803         $ 942,561        $ 33,626
         =========           =========      ==========         =========     ==========         =========        ========

</TABLE>
<TABLE>
<CAPTION>
<S>   <C>                   <C>          <C>              <C>               <C>              <C>

VARIABLE INSURANCE PRODUCTS FUND                                         VARIABLE INSURANCE PRODUCTS FUND II
- --------------------------------  --------------------------------------------------------------------------------------
                                              ASSET         INVESTMENT                                          MANAGER
      HIGH INCOME           OVERSEAS         MANAGER        GRADE BOND      CONTRAFUND         INDEX 500        GROWTH
       PORTFOLIO            PORTFOLIO       PORTFOLIO        PORTFOLIO       PORTFOLIO         PORTFOLIO       PORTFOLIO
       ---------            ---------       ---------        ---------       ---------         ---------       ---------





       $   774,483            $194,145     $   982,522      $   166,955         $36,789       $   154,352        $ 73,244

            29,640             365,064       1,335,786           55,850         504,989           136,417         133,643

          (436,087)           (148,301)    (2,097,363)         (251,779)        201,025           651,792        (173,261)
         ---------           ----------    -----------         ---------      ---------          --------        ---------

           368,036             410,908         220,945          (28,974)        742,803           942,561          33,626

           332,584          (1,606,838)      (354,077)           45,838         885,122         1,544,883          83,536
         ---------          ----------       ---------         --------        --------        ----------       ---------

           700,620          (1,195,930)      (133,132)           16,864       1,627,925         2,487,444         117,162
         8,261,973          14,620,219      31,833,018        4,447,972      13,739,056        19,829,119       3,305,886
         ---------          ----------      ----------        ---------      ----------        ----------       ---------
       $ 8,962,593         $13,424,289     $31,699,886      $ 4,464,836     $15,366,981       $22,316,563      $3,423,048
       ===========         ===========     ===========      ===========     ===========       ===========      ==========

</TABLE>
                                   F-I(U)-3

<PAGE>
<TABLE>
<CAPTION>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                               SEPARATE ACCOUNT V
                    FOR THE THREE MONTHS ENDED MARCH 31, 1999
                                   (UNAUDITED)

<S>                                                  <C>                <C>            <C>                 <C>
STATEMENT OF OPERATIONS:

                                                                                       ALGER AMERICAN FUND
                                                   -------------------------------------------------------------------

                                                      SMALL                              INCOME AND          MIDCAP
                                                 CAPITALIZATION           GROWTH           GROWTH            GROWTH
                                                    PORTFOLIO            PORTFOLIO        PORTFOLIO         PORTFOLIO
                                                    ---------            ---------        ---------         ---------
                1999
INVESTMENT INCOME:
  Dividend distributions
    received                                            $      --          $      --        $      --         $       --
  Mortality and expense
    risk charge                                           (48,663)           (55,429)         (16,246)           (25,575)
                                                        ---------          ---------       ----------         ----------
NET INVESTMENT INCOME (LOSS)                              (48,663)           (55,429)         (16,246)           (25,575)
                                                        ---------          ---------       ----------         ----------
REALIZED AND UNREALIZED
  GAIN (LOSS) ON INVESTMENTS:
  Net realized gain (loss)
    on investments                                             --                 --               --                 --
  Net change in unrealized
    appreciation (depreciation)                           146,879          2,624,437          431,755            547,140
                                                        ---------         ----------         --------           --------
NET GAIN (LOSS) ON INVESTMENTS                            146,879          2,624,437          431,755            547,140
                                                        ---------         ----------         --------           --------
NET INCREASE (DECREASE) IN
  NET ASSETS RESULTING FROM
  OPERATION                                             $  98,216         $2,569,008         $415,509           $521,565
                                                        =========         ==========         ========           ========
</TABLE>
<TABLE>
<CAPTION>


STATEMENT OF CHANGES IN NET ASSETS:

<S>                                             <C>                <C>               <C>                 <C>
                                                                                  ALGER AMERICAN FUND
                                               ------------------------------------------------------------------------

                                                  SMALL                                INCOME AND            MIDCAP
                                             CAPITALIZATION          GROWTH              GROWTH              GROWTH
                                                PORTFOLIO           PORTFOLIO           PORTFOLIO           PORTFOLIO
                                                ---------           ---------           ---------           ---------
             1999
INCREASE (DECREASE) IN NET
   ASSETS FROM OPERATIONS:
   Net investment income (loss)                   $  (48,663)         $  (55,429)        $  (16,246)       $   (25,575)
   Net realized gain (loss)
     on investments                                       --                  --                 --                 --
   Net change in unrealized
     appreciation (depreciation)                     146,879           2,624,437            431,755            547,140
                                                     -------          ----------           --------           --------
NET INCREASE (DECREASE) IN NET
   ASSETS RESULTING FROM OPERATIONS                   98,216           2,569,008            415,509            521,565
NET INCREASE (DECREASE) FROM
   POLICYOWNER TRANSACTIONS                         (658,440)          1,156,734            196,033            425,663
                                                    ---------         ----------           --------           --------
TOTAL INCREASE (DECREASE)
   IN NET ASSETS                                    (560,224)          3,725,742            611,542            947,228
NET ASSETS AT JANUARY 1, 1999                     22,261,208          23,348,463          7,001,566         11,285,358
                                                 -----------         -----------         ----------        -----------
NET ASSETS AT MARCH 31, 1999                     $21,700,984         $27,074,205         $7,613,108        $12,232,586
                                                 ===========         ===========         ==========        ===========

</TABLE>


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



                                   F-I(U)-4
<PAGE>
<TABLE>
<CAPTION>
<S>     <C>             <C>              <C>                 <C>             <C>              <C>             <C>
          ALGER AMERICAN FUND                                        MFS VARIABLE INSURANCE TRUST
- -------------------------------------       ---------------------------------------------------------------------------
                                                                                                                GROWTH
                                            EMERGING           WORLD                                             WITH
                            LEVERAGED        GROWTH         GOVERNMENTS      UTILITIES         RESEARCH         INCOME
       BALANCED              ALLCAP          SERIES           SERIES          SERIES            SERIES          SERIES
       PORTFOLIO            PORTFOLIO       PORTFOLIO        PORTFOLIO       PORTFOLIO         PORTFOLIO       PORTFOLIO
       ---------            ---------       ---------        ---------       ---------         ---------       ---------




            $   --          $       --      $       --         $     --        $     --         $      --        $     --

            (6,524)            (15,473)        (28,342)          (1,006)         (7,394)           (6,425)         (7,083)
         ---------          ----------      ----------          -------         -------           -------         -------
            (6,524)            (15,473)        (28,342)          (1,006)         (7,394)           (6,425)         (7,083)
         ----------         ----------      ----------          --------        --------          -------         -------



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

           266,497           1,463,649         442,459           (4,192)        (22,512)           46,931          26,684
         ---------          ----------        --------          --------       ---------          -------         -------
           266,497           1,463,649         442,459           (4,192)        (22,512)           46,931          26,684
         ---------          ----------        --------          --------       ---------          -------         -------


         $ 259,973          $1,448,176        $414,117          $(5,198)       $(29,906)          $40,506         $19,601
         =========          ==========        ========          ========       =========          =======         =======

</TABLE>
<TABLE>
<CAPTION>





<S>    <C>              <C>                 <C>              <C>             <C>           <C>            <C>
               ALGER AMERICAN FUND                                       MFS VARIABLE INSURANCE TRUST
          ------------------------------         ----------------------------------------------------------------------
                                                                                                                GROWTH
                                                 EMERGING         WORLD                                          WITH
                              LEVERAGED           GROWTH       GOVERNMENTS      UTILITIES       RESEARCH        INCOME
            BALANCED           ALLCAP             SERIES         SERIES          SERIES          SERIES         SERIES
           PORTFOLIO          PORTFOLIO          PORTFOLIO      PORTFOLIO       PORTFOLIO       PORTFOLIO      PORTFOLIO
           ---------          ---------          ---------      ---------       ---------       ---------      ---------



         $    (6,524)      $    (15,473)      $   (28,342)    $    (1,006)     $    (7,394)    $  (6,425)    $  (7,083)

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

             266,497          1,463,649            442,459         (4,192)         (22,512)        46,931        26,684
          ----------       ------------         ----------       ---------       ----------      --------     ---------

             259,973          1,448,176            414,117         (5,198)         (29,906)        40,506        19,601

             250,433          2,141,783            323,265       (148,308)         330,310        198,421      (416,803)
          ----------       ------------         ----------      ----------       ---------       --------     ----------

             510,406          3,589,959            737,382       (153,506)         300,404        238,927      (397,202)
           2,725,989          5,545,268         12,215,454        562,066        3,297,063      2,973,827     3,532,938
          ----------       ------------        -----------       --------       ----------     ----------    ----------
          $3,236,395       $  9,135,227       $ 12,952,836       $408,560       $3,597,467     $3,212,754    $3,135,736
          ==========       ============       ============       ========       ==========     ==========    ==========

</TABLE>

                                   F-I(U)-5

<PAGE>
<TABLE>
<CAPTION>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                               SEPARATE ACCOUNT V
                    FOR THE THREE MONTHS ENDED MARCH 31, 1999
                                   (UNAUDITED)

<S>                                                            <C>                    <C>                  <C>
STATEMENT OF OPERATIONS:
                                                                           MORGAN STANLEY UNIVERSAL FUNDS
                                                                           ------------------------------
                                                                                      EMERGING             GLOBAL
                                                               ASIAN EQUITY        MARKETS EQUITY          EQUITY
                                                                 PORTFOLIO            PORTFOLIO           PORTFOLIO
                                                                 ---------            ---------           ---------
                       1999
INVESTMENT INCOME:
   Dividend distributions received                                 $     --               $      --          $      --
   Mortality and expense risk charge                                   (694)                 (1,702)            (4,626)
                                                                   --------                ---------          --------
NET INVESTMENT INCOME (LOSS)                                           (694)                 (1,702)            (4,626)
                                                                   ---------               --------           ---------
REALIZED AND UNREALIZED GAIN
   (LOSS) ON INVESTMENTS:
   Net realized gain (loss)
      on investments                                                     --                      --                 --
   Net change in unrealized
      appreciation (depreciation)                                    11,748                  92,165            (83,349)
                                                                   --------                --------           ---------
NET GAIN (LOSS) ON INVESTMENTS                                       11,748                  92,165            (83,349)
                                                                   --------                --------           ---------
NET INCREASE (DECREASE) IN NET
   ASSETS RESULTING FROM OPERATIONS                                $ 11,054                $ 90,463           $(87,975)
                                                                   ========                ========           =========
</TABLE>
<TABLE>
<CAPTION>
<S>                                                             <C>                 <C>                   <C>
STATEMENT OF CHANGES IN NET ASSETS:
                                                                           MORGAN STANLEY UNIVERSAL FUNDS
                                                                           ------------------------------
                                                                                      EMERGING             GLOBAL
                                                               ASIAN EQUITY        MARKETS EQUITY          EQUITY
                                                                 PORTFOLIO            PORTFOLIO           PORTFOLIO
                                                                 ---------            ---------           ---------
                       1999
INCREASE (DECREASE) IN NET
   ASSETS FROM OPERATIONS:
   Net investment income (loss)                                   $    (694)           $  (1,702)           $   (4,626)
   Net realized gain (loss) on
      investments                                                        --                   --                    --
   Net change in unrealized
      appreciation(depreciation)                                     11,748               92,165               (83,349)
                                                                   --------             --------              --------
NET INCREASE (DECREASE) IN NET ASSETS
   RESULTING FROM OPERATIONS                                         11,054               90,463               (87,975)
NET INCREASE (DECREASE) FROM
   POLICYOWNER TRANSACTIONS                                           8,294             (116,150)              291,111
                                                                   --------             ---------             --------
TOTAL INCREASE (DECREASE) IN
   NET ASSETS                                                        19,348              (25,687)              203,136
NET ASSETS AT JANUARY 1, 1999                                       334,000              823,632             2,096,971
                                                                   --------             --------            ----------
NET ASSETS AT MARCH 31, 1999                                      $ 353,348            $ 797,945            $2,300,107
                                                                  =========            =========            ==========


</TABLE>



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


                                   F-I(U)-6

<PAGE>


               MORGAN STANLEY UNIVERSAL FUNDS
              ----------------------------------
              INTERNATIONAL            U.S. REAL
                 MAGNUM                 ESTATE
                PORTFOLIO              PORTFOLIO
                ---------              ---------


                $      --              $       --
                   (2,137)                 (1,673)
                 --------               ---------
                   (2,137)                 (1,673)
                 ---------              ----------



                       --                      --

                    3,265                 (33,136)
                ---------               ---------
                    3,265                 (33,136)
                ---------               ---------

                $   1,128               $ (34,809)
                =========               =========





                Morgan Stanley Universal Funds
              ----------------------------------
              International            U.S. Real
                 Magnum                 Estate
                Portfolio              Portfolio
                ---------              ---------



               $   (2,137)           $   (1,673)

                       --                    --

                    3,265               (33,136)
                 --------            ----------

                    1,128               (34,809)

                  161,485               (40,281)
                 --------            -----------

                  162,613               (75,090)
                  933,263               859,540
               ----------            ----------
               $1,095,876            $  784,450
               ==========            ==========


                                    F-I(U)-7


<PAGE>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                               SEPARATE ACCOUNT V
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 1999
                                   (UNAUDITED)


1.  BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT 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
majority-owned  affiliate of Ameritas Life Insurance Corp.  (ALIC) The assets of
the  Account  are  segregated  from  AVLIC's  other  assets and are used only to
support variable life products issued by AVLIC.

The Account is registered under the Investment  Company Act of 1940, as amended,
as a unit investment trust. At March 31, 1999, there are twenty-six  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. Five 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. Five of the subaccounts invest only in
a corresponding  Portfolio of Morgan Stanley  Universal  Funds,  Inc. which is a
diversified  open-end  management  investment  company managed by Morgan Stanley
Asset  Management,  Inc.  All five  funds are  registered  under the  Investment
Company Act of 1940, as amended.  Each  Portfolio pays the manager a monthly fee
for managing its investments and business affairs. The assets of the Account are
carried at the net asset value of the  underlying  Portfolios of the Funds.  The
value of the policyowners' units corresponds to the Account's  investment in the
underlying subaccounts.  The availability of investment portfolio and subaccount
options may vary between products.

AVLIC  currently  does not  expect to incur any  federal  income  tax  liability
attributable  to the Account with respect to the sale of 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.


2.  BASIS OF PRESENTATION OF UNAUDITED INTERIM FINANCIAL STATEMENTS

Management  believes that all  adjustments,  consisting of only normal recurring
accruals,  considered necessary for a fair presentation of the unaudited interim
financial  statements  have been  included.  The results of  operations  for any
interim period are not necessarily  indicative of results for the full year. The
unaudited  interim  financial  statements should be read in conjunction with the
audited financial  statements and notes thereto for the years ended December 31,
1998, 1997, and 1996.

                                    F-1(U)-8

<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, 1998 and 1997, and the related statements
of operations, comprehensive income, stockholder's equity, and cash flows for
each of the three years in the period ended December 31, 1998. 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, 1998 and 1997, and the results of its operations and its cash
flows for each of the three years in the period ended December 31, 1998, in
conformity with generally accepted accounting principles.

/s/ Deloitte & Touche LLP

Lincoln, Nebraska
February 5, 1999

                                    F-II- 1
<PAGE>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                                 BALANCE SHEETS
                     (IN THOUSANDS, EXCEPT PER SHARE DATA)

<TABLE>
<CAPTION>
                                                                    DECEMBER 31
                                                              -----------------------
                                                                 1998         1997
                                                              ----------   ----------
<S>                                                           <C>          <C>
                           ASSETS
Investments:
  Fixed maturity securities, available for sale (amortized
     cost $146,650 -- 1998 and $113,158 -- 1997)............  $  150,462   $  115,955
  Equity securities, available for sale (amortized cost
     $2,031 -- 1998 $4,061 -- 1997).........................       2,020        4,135
  Loans on insurance policies...............................      10,949        7,482
  Other invested assets.....................................      10,020        2,206
                                                              ----------   ----------
          Total investments.................................     173,451      129,778
Cash and cash equivalents...................................      12,011       13,711
Accrued investment income...................................       2,425        1,801
Reinsurance recoverable -- affiliates.......................         455          514
Prepaid reinsurance premium -- affiliates...................       2,380        2,298
Deferred policy acquisition costs...........................     121,236       98,746
Other.......................................................       1,695          199
Separate Accounts...........................................   1,709,448    1,265,348
                                                              ----------   ----------
                                                              $2,023,101   $1,512,395
                                                              ==========   ==========
            LIABILITIES AND STOCKHOLDER'S EQUITY
LIABILITIES:
  Policy and contract reserves..............................  $    1,681   $      941
  Policy and contract claims................................         625          925
  Accumulated contract values...............................     213,874      154,281
  Unearned policy charges...................................       1,814        1,498
  Unearned reinsurance ceded allowance......................       3,596        3,268
  Federal income taxes --
     Current................................................       2,941        1,466
     Deferred...............................................       8,348        9,326
  Other.....................................................       8,086       10,200
  Separate Accounts.........................................   1,709,448    1,265,348
                                                              ----------   ----------
          Total Liabilities.................................   1,950,413    1,447,253
                                                              ----------   ----------
Commitments and contingencies
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       40,370
  Retained earnings.........................................      27,434       20,180
  Accumulated other comprehensive income....................         884          592
                                                              ----------   ----------
          Total Stockholder's Equity........................      72,688       65,142
                                                              ----------   ----------
                                                              $2,023,101   $1,512,395
                                                              ==========   ==========
</TABLE>

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

                                    F-II- 2
<PAGE>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                            STATEMENTS OF OPERATIONS
                                 (IN THOUSANDS)

<TABLE>
<CAPTION>
                                                                   YEARS ENDED DECEMBER 31
                                                                -----------------------------
                                                                 1998       1997       1996
                                                                -------    -------    -------
<S>                                                             <C>        <C>        <C>
INCOME:
Insurance revenues:
  Contract charges..........................................    $42,775    $33,717    $26,345
  Premium-reinsurance ceded.................................     (7,836)    (6,840)    (5,895)
  Reinsurance ceded allowance...............................      3,169      2,752      2,235
Investment revenues:
  Investment income, net....................................     14,052      8,277      3,603
  Realized gains, net.......................................         79        368         19
Other.......................................................      2,269        980        567
                                                                -------    -------    -------
                                                                 54,508     39,254     26,874
                                                                -------    -------    -------
BENEFITS AND EXPENSES:
Policy benefits:
  Death benefits............................................      2,200      1,356        716
  Interest credited.........................................     13,400      7,258      2,736
  Increase in policy and contract reserves..................        740        192        140
  Other.....................................................        222         92         52
Sales and operating expenses................................     15,980     11,641     10,041
Amortization of deferred policy acquisition costs...........     11,847      9,584      5,531
                                                                -------    -------    -------
                                                                 44,389     30,123     19,216
                                                                -------    -------    -------
INCOME BEFORE FEDERAL INCOME TAXES..........................     10,119      9,131      7,658
                                                                -------    -------    -------
Income taxes -- current.....................................      4,000      4,305      3,819
Income taxes -- deferred....................................     (1,135)      (844)      (811)
                                                                -------    -------    -------
       Total income taxes...................................      2,865      3,461      3,008
                                                                -------    -------    -------
NET INCOME..................................................    $ 7,254    $ 5,670    $ 4,650
                                                                =======    =======    =======
</TABLE>

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

                                    F-II- 3
<PAGE>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                       STATEMENTS OF COMPREHENSIVE INCOME
                                 (IN THOUSANDS)

<TABLE>
<CAPTION>
                                                                 YEARS ENDED DECEMBER 31
                                                                --------------------------
                                                                 1998      1997      1996
                                                                 ----      ----      ----
<S>                                                             <C>       <C>       <C>
Net income..................................................    $7,254    $5,670    $4,650
Other comprehensive income, net of tax:
  Unrealized gains on securities:
     Unrealized holding gains arising during the period (net
      of deferred tax of $185, $378, and ($159) for 1998,
      1997 and 1996, respectively)..........................       343       702      (295)
     Reclassification adjustment for gains included in net
      income (net of deferred tax of $28, $129 and $7 for
      1998, 1997 and 1996, respectively)....................       (51)     (239)      (12)
                                                                ------    ------    ------
  Other comprehensive income (loss).........................       292       463      (307)
                                                                ------    ------    ------
Comprehensive income........................................    $7,546    $6,133    $4,343
                                                                ======    ======    ======
</TABLE>

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

                                    F-II- 4
<PAGE>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                       STATEMENTS OF STOCKHOLDER'S EQUITY
              FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
                         (IN THOUSANDS, EXCEPT SHARES)

<TABLE>
<CAPTION>
                                                                                            ACCUMULATED
                                               COMMON STOCK      ADDITIONAL                    OTHER
                                             ----------------     PAID-IN      RETAINED    COMPREHENSIVE
                                             SHARES    AMOUNT     CAPITAL      EARNINGS       INCOME         TOTAL
                                             ------    ------    ----------    --------    -------------     -----
<S>                                          <C>       <C>       <C>           <C>         <C>              <C>
BALANCE, January 1, 1996.................    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
  Net unrealized investment gain, net....        --       --            --          --              463          463
  Net income.............................        --       --            --       5,670               --        5,670
                                             ------    ------     --------     -------      -----------     --------
BALANCE, December 31, 1997...............    40,000    4,000        40,370      20,180              592       65,142
  Net unrealized investment gain, net....        --       --            --          --              292          292
  Net income.............................        --       --            --       7,254               --        7,254
                                             ------    ------     --------     -------      -----------     --------
BALANCE, December 31, 1998...............    40,000    $4,000     $ 40,370     $27,434      $       884     $ 72,688
                                             ======    ======     ========     =======      ===========     ========
</TABLE>

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

                                    F-II- 5
<PAGE>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                            STATEMENTS OF CASH FLOWS
                                 (IN THOUSANDS)

<TABLE>
<CAPTION>
                                                                    YEARS ENDED DECEMBER 31
                                                                --------------------------------
                                                                  1998        1997        1996
                                                                --------    --------    --------
<S>                                                             <C>         <C>         <C>
OPERATING ACTIVITIES
Net Income..................................................    $  7,254    $  5,670    $  4,650
Adjustments to reconcile net income to net cash provided by
  operating activities:
  Amortization of deferred policy acquisition costs.........      11,847       9,584       5,531
  Policy acquisition costs deferred.........................     (34,820)    (30,642)    (26,596)
  Interest credited to contract values......................      13,400       7,258       2,736
  Amortization of discounts or premiums.....................         (28)        (40)        (83)
  Net gains on other invested assets........................      (3,732)       (631)         --
  Net realized gains on investment transactions.............         (79)       (368)        (19)
  Deferred income taxes.....................................      (1,135)       (844)       (811)
  Change in assets and liabilities:
     Accrued investment income..............................        (624)       (705)       (306)
     Reinsurance recoverable-affiliates.....................          59        (505)         48
     Prepaid reinsurance premium-affiliates.................         (82)       (142)       (650)
     Other assets...........................................      (1,496)        284        (377)
     Policy and contract reserves...........................         740         192         140
     Policy and contract claims.............................        (300)        819         106
     Unearned policy charges................................         316         255         279
     Federal income tax payable-current.....................       1,475         591        (310)
     Unearned reinsurance ceded allowance...................         328         129         860
     Other liabilities......................................      (2,114)      2,172       3,762
                                                                --------    --------    --------
  Net cash from operating activities........................      (8,991)     (6,923)    (11,040)
                                                                --------    --------    --------
INVESTING ACTIVITIES
Purchase of fixed maturity securities available for sale....     (70,904)    (92,291)    (31,514)
Purchase of equity securities available for sale............          --      (4,311)         --
Purchase of other invested assets...........................      (7,760)     (1,611)         --
Proceeds from maturities or repayment of fixed maturity
  securities available for sale.............................      23,124      25,168       5,307
Proceeds from sales of fixed maturity securities available
  for sale..................................................      14,447      16,419       3,014
Proceeds from the sale of equity securities available for
  sale......................................................       1,979         252          --
Proceeds from the sale of other invested assets.............       3,678          35          --
Net change in loans on insurance policies...................      (3,467)     (3,173)     (1,670)
                                                                --------    --------    --------
  Net cash from investing activities........................     (38,903)    (59,512)    (24,863)
                                                                --------    --------    --------
FINANCING ACTIVITIES
Return of capital...........................................          --          --     (15,000)
Capital contribution........................................          --          --      25,670
Net change in accumulated contract values...................      46,194      69,462      30,257
                                                                --------    --------    --------
  Net cash from financing activities........................      46,194      69,462      40,927
                                                                --------    --------    --------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS............      (1,700)      3,027       5,024
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD............      13,711      10,684       5,660
                                                                --------    --------    --------
CASH AND CASH EQUIVALENTS AT END OF PERIOD..................    $ 12,011    $ 13,711    $ 10,684
                                                                ========    ========    ========
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for income taxes..................................    $  2,525    $  3,714    $  4,129
</TABLE>

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

                                    F-II- 6
<PAGE>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                         NOTES TO FINANCIAL STATEMENTS
              FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
                                 (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), 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, fixed
premium annuities in 1996 and equity indexed annuities in 1997. The variable
life, variable annuity, fixed premium annuity and equity indexed 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 comprised of fixed maturity securities
which the 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 the
Company. Securities classified as available for sale are carried at fair value
on the balance sheet with unrealized gains and losses excluded from operations
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.

Other Invested Assets consist of exchange and privately traded options tied to
the Standard and Poor's Index and are valued at fair value with changes in the
fair value of these investments and realized gains on these investments included
in net investment income.

The Company records write-offs or allowances for its investments based upon a
evaluation of specific problem investments. The Company reviews, on a continual
basis, all invested assets to identify investments where the Company may have
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, 1998, 1997 and 1996.

CASH EQUIVALENTS

The Company considers all highly liquid debt securities purchased with 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

                                    F-II- 7
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                         NOTES TO FINANCIAL STATEMENTS
      FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 -- (CONTINUED)
                                 (IN THOUSANDS)

1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
   POLICIES -- (CONTINUED)
identifiable and distinguishable from other assets and liabilities of the
Company. Assets are reported at fair value.

PREMIUM REVENUE AND BENEFITS TO POLICYOWNERS

RECOGNITION OF UNIVERSAL LIFE-TYPE CONTRACTS REVENUE AND BENEFITS TO
POLICYOWNERS
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 policyowner, premiums paid by the policyowner or
interest accrued to policyowners balances. Amounts received as payments for such
contracts are reflected as deposits in accumulated contract values 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.

RECOGNITION OF INVESTMENT CONTRACT REVENUE AND BENEFITS TO POLICYOWNERS
Contracts that do not subject the Company to risks arising from policyowner
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 in accumulated contract values 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 directly 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 generally 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 periodically based on
actual experience and changes in assumptions.

                                    F-II- 8
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                         NOTES TO FINANCIAL STATEMENTS
      FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 -- (CONTINUED)
                                 (IN THOUSANDS)

1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
   POLICIES -- (CONTINUED)
A roll-forward of the amounts reflected in the balance sheets as deferred
acquisition costs is as follows:

<TABLE>
<CAPTION>
                                                                         DECEMBER 31
                                                                ------------------------------
                                                                  1998       1997       1996
                                                                --------    -------    -------
<S>                                                             <C>         <C>        <C>
Beginning balance...........................................    $ 98,746    $79,272    $57,664
Acquisition costs deferred..................................      34,820     30,642     26,596
Amortization of deferred policy acquisition costs...........     (11,847)    (9,584)    (5,531)
Adjustment for unrealized investment (gain)/loss............        (483)    (1,584)       543
                                                                --------    -------    -------
Ending balance..............................................    $121,236    $98,746    $79,272
                                                                ========    =======    =======
</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 investment
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.

NEW ACCOUNTING PRONOUNCEMENTS

In June 1998, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 133, entitled "Accounting for Derivative
Instruments and Hedging Activities" (SFAS no. 133). The statement requires that
all derivatives (including certain derivatives embedded in contracts) be
recorded on the balance sheet and measured at fair value. SFAS no. 133 requires
that changes in the fair value of derivatives be recognized currently in
operations unless specific hedge accounting criteria are met. If such criteria
are met, the derivative's gain or loss will offset related results of the hedged
item in the statement of operations. A company must formally document, designate
and assess the effectiveness of transactions to apply hedge accounting
treatment.

SFAS No. 133 is effective for fiscal years beginning after June 15, 1999, with
earlier implementation permitted. The statement must be implemented as of the
beginning of a quarter and retroactive application to financial statements of
prior periods is prohibited. The Company has not determined the financial
statement impact of adopting this statement.

RECLASSIFICATIONS

Certain items on the prior year financial statements have been restated to
conform to current year presentation.

                                    F-II- 9
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                         NOTES TO FINANCIAL STATEMENTS
      FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 -- (CONTINUED)
                                 (IN THOUSANDS)

2. INVESTMENTS

Investment income summarized by type of investment was as follows:

<TABLE>
<CAPTION>
                                                                  YEARS ENDED DECEMBER 31
                                                                ---------------------------
                                                                 1998       1997      1996
                                                                 ----       ----      ----
<S>                                                             <C>        <C>       <C>
Fixed maturity securities available for sale................    $ 9,099    $6,622    $3,308
Equity Securities available for sale........................        179       156        --
Loans on insurance policies.................................        590       370       214
Cash equivalents............................................        659       642       618
Other invested assets.......................................      3,732       631        --
                                                                -------    ------    ------
  Gross investment income...................................     14,259     8,421     4,140
Investment expenses.........................................        207       144       537
                                                                -------    ------    ------
  Net investment income.....................................    $14,052    $8,277    $3,603
                                                                =======    ======    ======
</TABLE>

Net pretax realized investment gains (losses) were as follows:

<TABLE>
<CAPTION>
                                                                    YEARS ENDED DECEMBER 31
                                                                   -------------------------
                                                                   1998      1997       1996
                                                                   ----      ----       ----
<S>                                                                <C>       <C>        <C>
Net gains on disposals of fixed maturity securities
  available for sale........................................       $131      $365       $19
Net gains (losses) on disposal of equity securities
  available for sale........................................        (52)        3        --
                                                                   ----      ----       ---
Net gains on disposal of securities available for sale......       $ 79      $368       $19
                                                                   ====      ====       ===
</TABLE>

Proceeds from sales of securities available for sale and gross gains and losses
realized on those sales were as follows:

<TABLE>
<CAPTION>
                                                                  YEAR ENDED DECEMBER 31, 1998
                                                                ---------------------------------
                                                                PROCEEDS       GAINS       LOSSES
                                                                --------       -----       ------
<S>                                                             <C>            <C>         <C>
Fixed maturity securities available for sale................    $22,282        $433         $302
Equity securities available for sale........................      1,979          --         $ 52
                                                                -------        ----         ----
  Total securities available for sale.......................    $24,261        $433         $354
                                                                =======        ====         ====
</TABLE>

<TABLE>
<CAPTION>
                                                                  YEAR ENDED DECEMBER 31, 1997
                                                                ---------------------------------
                                                                PROCEEDS       GAINS       LOSSES
                                                                --------       -----       ------
<S>                                                             <C>            <C>         <C>
Fixed maturity securities available for sale................    $16,419        $161          $8
Equity securities available for sale........................        252           2          --
                                                                -------        ----          --
  Total securities available for sale.......................    $16,671        $163          $8
                                                                =======        ====          ==
</TABLE>

<TABLE>
<CAPTION>
                                                                  YEAR ENDED DECEMBER 31, 1996
                                                                ---------------------------------
                                                                PROCEEDS       GAINS       LOSSES
                                                                --------       -----       ------
<S>                                                             <C>            <C>         <C>
Fixed maturity securities available for sale................     $3,014         $30          $--
                                                                 ======         ===          ==
</TABLE>

                                    F-II- 10
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                         NOTES TO FINANCIAL STATEMENTS
      FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 -- (CONTINUED)
                                 (IN THOUSANDS)

2. INVESTMENTS -- (CONTINUED)
The amortized cost and fair value of investments in securities by type of
investment were as follows:

<TABLE>
<CAPTION>
                                                                      DECEMBER 31, 1998
                                                      --------------------------------------------------
                                                                       GROSS UNREALIZED
                                                      AMORTIZED       -------------------         FAIR
                                                        COST          GAINS        LOSSES        VALUE
                                                      ---------       ------       ------       --------
<S>                                                   <C>             <C>          <C>          <C>
U. S. Corporate...................................    $ 98,658        $3,146        $159        $101,645
Mortgage-backed...................................      35,314           430          14          35,730
U.S. Treasury securities and obligations of U.S.
  government agencies.............................      12,678           409          --          13,087
                                                      --------        ------        ----        --------
  Total fixed maturity securities available for
     sale.........................................     146,650         3,985         173         150,462
                                                      --------        ------        ----        --------
Equity securities available for sale..............       2,031            --          11           2,020
                                                      --------        ------        ----        --------
  Total securities available for sale.............    $148,681        $3,985        $184        $152,482
                                                      ========        ======        ====        ========
</TABLE>

<TABLE>
<CAPTION>
                                                                      DECEMBER 31, 1997
                                                     ---------------------------------------------------
                                                                       GROSS UNREALIZED
                                                     AMORTIZED       --------------------         FAIR
                                                       COST          GAINS         LOSSES        VALUE
                                                     ---------       ------        ------       --------
<S>                                                  <C>             <C>           <C>          <C>
U.S. Corporate...................................    $ 75,705        $2,024         $16        $ 77,713
Mortgage-backed..................................      25,518           592          --           26,110
U.S. Treasury securities and obligations of
  U.S. government agencies.......................      11,935           221          24           12,132
                                                     --------        ------         ---         --------
  Total fixed maturity securities available for
     sale........................................     113,158         2,837          40          115,955
                                                     --------        ------         ---         --------
Equity securities available for sale.............       4,061            74          --            4,135
                                                     --------        ------         ---         --------
  Total securities available for sale............    $117,219        $2,911         $40         $120,090
                                                     ========        ======         ===         ========
</TABLE>

The amortized cost and fair value of fixed maturity securities available for
sale by contractual maturity at December 31, 1998 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.....................................    $  3,933     $  3,964
Due after one year through five years.......................      39,120       40,029
Due after five years through ten years......................      54,266       56,034
Due after ten years.........................................      14,017       14,705
Mortgage-backed securities..................................      35,314       35,730
                                                                --------     --------
  Total.....................................................    $146,650     $150,462
                                                                ========     ========
</TABLE>

The Company purchases exchange and privately traded options to support certain
equity index annuity policyowner liabilities. These derivatives, reflected as
other invested assets, are used to manage fluctuations in the equity market risk
granted to the policyowners of the equity advantage annuities. These derivatives
involve, to varying degrees, elements of credit risk and market risk. Credit
risk is the risk of loss from a private party failing to perform according to
the terms of the contract. Market risk is the possibility that future changes in
market prices may make the derivative less valuable, which offset guarantees
granted to policyowners. The options value on the balance sheet reflects the
risk of potential loss to the entity.

                                    F-II- 11
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                         NOTES TO FINANCIAL STATEMENTS
      FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 -- (CONTINUED)
                                 (IN THOUSANDS)

2. INVESTMENTS -- (CONTINUED)
The Company's outstanding positions, which expire over various terms ranging
from 1 to 7 years, shown in notional or contract amounts, along with their cost
and estimated fair values, are summarized as follows:

<TABLE>
<CAPTION>
                                                                  YEAR ENDED DECEMBER 31, 1998
                                                                ---------------------------------
                                                                NOTIONAL                   FAIR
                                                                 AMOUNT        COST        VALUE
                                                                --------       ----        -----
<S>                                                             <C>           <C>         <C>
Options.....................................................    $18,655       $7,096      $10,020
                                                                =======       ======      =======
</TABLE>

<TABLE>
<CAPTION>
                                                                   YEAR ENDED DECEMBER 31, 1997
                                                                 ---------------------------------
                                                                 NOTIONAL                    FAIR
                                                                  AMOUNT        COST        VALUE
                                                                 --------       ----        -----
<S>                                                              <C>           <C>          <C>
Options.....................................................      $1,340       $1,544       $2,206
                                                                  ======       ======       ======
</TABLE>

3. INCOME TAXES

The items that give rise to deferred tax assets and liabilities relate to the
following:

<TABLE>
<CAPTION>
                                                                 YEARS ENDED
                                                                 DECEMBER 31
                                                              -----------------
                                                               1998      1997
                                                               ----      ----
<S>                                                           <C>       <C>
Net unrealized investment gains on securities available for
  sale......................................................  $ 1,365   $ 1,080
Deferred policy acquisition costs...........................   36,031    29,271
Prepaid expenses............................................      833       804
                                                              -------   -------
Gross deferred tax liability................................   38,229    31,155
                                                              -------   -------
Future policy and contract benefits.........................   27,810    20,014
Deferred future revenues....................................    1,894     1,668
Other.......................................................      177       147
                                                              -------   -------
Gross deferred tax asset....................................   29,881    21,829
                                                              -------   -------
  Net deferred tax liability................................  $ 8,348   $ 9,326
                                                              =======   =======
</TABLE>

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

<TABLE>
<CAPTION>
                                                              YEARS ENDED DECEMBER 31
                                                              ------------------------
                                                              1998      1997      1996
                                                              ----      ----      ----
<S>                                                           <C>       <C>       <C>
Federal statutory tax rate..................................  35.0%     35.0%     35.0%
Other.......................................................  (6.7)      2.9       4.3
                                                              ----      ----      ----
  Effective tax rate........................................  28.3%     37.9%     39.3%
                                                              ====      ====      ====
</TABLE>

The Company's federal income tax returns have been examined by the Internal
Revenue Service (IRS) through 1995. The Company is currently appealing certain
adjustments proposed by the IRS for tax years 1993 through 1995. Management
believes adequate provisions have been made for any additional taxes which may
become due with respect to the adjustments proposed by the IRS.

                                    F-II- 12
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                         NOTES TO FINANCIAL STATEMENTS
      FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 -- (CONTINUED)
                                 (IN THOUSANDS)

4. RELATED PARTY TRANSACTIONS

Affiliates provide technical, financial, legal, marketing and investment
advisory support to the Company under administrative service agreements. The
cost of these services to the Company for years ended December 31, 1998, 1997
and 1996 was $11,737, $12,082 and $10,922, respectively.

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 retention limit. These reinsurance contracts do not
relieve the Company of its obligations to its policyowners. The Company paid
$4,104, $3,810 and $3,301 of net reinsurance premiums to affiliates for the
years ended December 31, 1998, 1997 and 1996, respectively. The Company has
received reinsurance recoveries from affiliates of $3,310, $2,260 and $659 for
the years ended December 31, 1998, 1997 and 1996, 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 annuity products are distributed through
Ameritas Investment Corp., a wholly-owned subsidiary of AMAL Corporation. The
Company received $93 and $54 for the years ended December 31, 1997 and 1996,
respectively, from this affiliate to partially defray the costs of materials and
prospectuses. The Company received no recovery to defray these cost for the year
ended December 31, 1998. Policies placed by this affiliate generated commission
expense of $28,353, $23,232 and $20,373 for the years ended December 31, 1998,
1997 and 1996, respectively.

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

5. BENEFIT PLANS

The Company provides retirement and postretirement medical benefits to
qualifying employees. Prior to August 1, 1997 these benefits were provided under
plans which covered substantially all employees of Ameritas Life Insurance Corp.
and its subsidiaries. Concurrent with the transfer of a significant number of
employees to the Company, effective August 1, 1997, AMAL Corporation assumed the
benefit obligations associated with these plans.

The Company is included in a multiple employer noncontributory defined benefit
plan that covers substantially all full-time employees of Ameritas Life
Insurance Corp. and its subsidiaries and AMAL Corporation and its subsidiaries.
Pension costs include current service costs, which are accrued and funded on a
current basis, and post service costs, which are amortized over the average
remaining service life of all employees on the adoption date. Total Company
contributions for the years ended December 31, 1998 and 1997 were $163 and $29,
respectively. The Company had no full time employees during 1996.

The Company's employees also participate in a defined contribution thrift plan
that covers substantially all full time employees of Ameritas Life Insurance
Corp. and its subsidiaries. Company matching contributions under the plan range
from 1% to 3% of the participant's compensation. Total Company contributions for
the years ended December 31, 1998 and 1997 were $47 and $24, respectively. The
Company had no full time employees during 1996.

The Company is also included in the postretirement benefit plan providing group
medical coverage to retired employees of AMAL Corporation and its subsidiaries.
Prior to August 1, 1997 these benefits were provided under a plan with Ameritas
Life Insurance Corp. 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

                                    F-II- 13
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                         NOTES TO FINANCIAL STATEMENTS
      FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 -- (CONTINUED)
                                 (IN THOUSANDS)

5. BENEFIT PLANS -- (CONTINUED)
employees, interest cost, and gains and losses arising from differences between
actuarial assumptions and actual experience. Total Company contributions for the
years ended December 31, 1998 and 1997 were $12 and $5, respectively. The
Company had no full time employees during 1996.

Expenses for the defined benefit plan and postretirement group medical plan are
allocated to the Company based on the number of associates in AMAL Corporation
and its subsidiaries.

6. INSURANCE REGULATORY MATTERS

Net income (loss), as determined in accordance with statutory accounting
practices, was $321, $2,048 and $855 for 1998, 1997 and 1996, respectively. The
Company's statutory surplus was $44,589, $45,265 and $44,100 at December 31,
1998, 1997 and 1996, 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. The Company is required to maintain
a certain level of surplus to be in compliance with state laws and regulations.
Company surplus is monitored by state regulators to ensure compliance with risk
based capital requirements.

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, 1998 and 1997. 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, the value has
     been determined using an interest rate spread matrix based upon quality,
     weighted average maturity and Treasury yields.

          EQUITY SECURITIES AVAILABLE FOR SALE -- Fair value is determined using
     an independent pricing source.

          LOANS ON INSURANCE POLICIES -- Fair values for loans on insurance
     policies are estimated using a discounted cash flow analysis at interest
     rates currently offered for similar loans with similar remaining

                                    F-II- 14
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                         NOTES TO FINANCIAL STATEMENTS
      FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 -- (CONTINUED)
                                 (IN THOUSANDS)

7. FAIR VALUE OF FINANCIAL INSTRUMENTS -- (CONTINUED)
     terms. Loans on insurance policies with similar characteristics are
     aggregated for purposes of the calculations.

          OTHER INVESTED ASSETS -- Fair value is determined using an independent
     pricing source.

          CASH AND CASH EQUIVALENTS, ACCRUED INVESTMENT INCOME AND REINSURANCE
     RECOVERABLE -- The carrying amounts equal fair value.

          ACCUMULATED CONTRACT VALUES -- Funds on deposit which do not have
     fixed maturities are carried at the amount payable on demand at the
     reporting date, which approximates fair value.

Estimated fair values are as follows:

<TABLE>
<CAPTION>
                                                                          DECEMBER 31
                                                        ------------------------------------------------
                                                                 1998                      1997
                                                        ----------------------    ----------------------
                                                        CARRYING                  CARRYING
                                                         AMOUNT     FAIR VALUE     AMOUNT     FAIR VALUE
                                                        --------    ----------    --------    ----------
<S>                                                     <C>         <C>           <C>         <C>
Financial assets:
  Fixed maturity securities, available for sale.....    $150,462     $150,462     $115,955     $115,955
  Equity securities, available for sale.............       2,020        2,020        4,135        4,135
  Loans on insurance policies.......................      10,949       10,286        7,482        6,657
  Other invested assets.............................      10,020       10,020        2,206        2,206
  Cash and cash equivalents.........................      12,011       12,011       13,711       13,711
  Accrued investment income.........................       2,425        2,425        1,801        1,801
  Reinsurance recoverable -- affiliates.............         455          455          514          514
Financial liabilities:
  Accumulated contract values excluding amounts held
     under insurance contracts......................     199,585      199,585      144,109      144,109
</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.

Amounts in the Separate Accounts are:

<TABLE>
<CAPTION>
                                                                           DECEMBER 31
                                                                   ---------------------------
                                                                      1998             1997
                                                                   ----------       ----------
<S>                                                                <C>              <C>
Separate Account V..........................................       $  282,653       $  197,729
Separate Account VA-2.......................................        1,426,795        1,067,619
                                                                   ----------       ----------
                                                                   $1,709,448       $1,265,348
                                                                   ==========       ==========
</TABLE>

9. COMMITMENTS AND CONTINGENCIES

The Company has a $15,000 unsecured line of credit entered into in September,
1998. No balance was outstanding at any time during 1998.

                                    F-II- 15
<PAGE>

                      (THIS PAGE INTENTIONALLY LEFT BLANK)
<PAGE>
<TABLE>
<CAPTION>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                                  BALANCE SHEET
                      (in thousands, except per share data)
                                   (UNAUDITED)

<S>                                                                                    <C>
                                     ASSETS
                                                                                       March 31, 1999
                                                                                       --------------
Investments:
   Fixed maturity securities, available for sale
      (amortized cost $158,282)                                                           $   159,300
   Equity securities, available for sale (amortized
      cost $2,031)                                                                              1,844
   Loans on insurance policies                                                                 11,944
   Other invested assets                                                                       11,313
                                                                                           ----------
         Total investments                                                                    184,401
Cash and cash equivalents                                                                      11,667
Accrued investment income                                                                       2,663
Prepaid reinsurance premium--affiliates                                                         2,412
Deferred policy acquisition costs                                                             128,289
Other                                                                                           1,282
Separate Accounts                                                                           1,834,626
                                                                                           ----------
                                                                                           $2,165,340
                                                                                           ==========

                      LIABILITIES AND STOCKHOLDER'S EQUITY

LIABILITIES:
   Policy and contract reserves                                                            $    1,878
   Policy and contract claims                                                                     546
   Accumulated contract values                                                                226,963
   Unearned policy charges                                                                      1,934
   Unearned reinsurance ceded allowance                                                         3,547
   Federal income taxes--
      Current                                                                                   3,023
      Deferred                                                                                  7,308
   Other                                                                                       10,895
   Separate Accounts                                                                        1,834,626
                                                                                            ---------
         Total Liabilities                                                                  2,090,720
   Commitments and contingencies                                                            ---------
STOCKHOLDER'S EQUITY:
   Common stock, par value $100 per share;
      authorized 50,000 shares, issued and
      outstanding 40,000 shares                                                                 4,000
   Additional paid-in capital                                                                  41,870
   Retained earnings                                                                           28,629
   Accumulated other comprehensive income                                                         121
                                                                                           ----------
   Total Stockholder's Equity                                                                  74,620
                                                                                           ----------
                                                                                           $2,165,340
                                                                                           ==========

</TABLE>







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

                                   F-II(U)-1


<PAGE>
<TABLE>
<CAPTION>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                             STATEMENT OF OPERATIONS
                    FOR THE THREE MONTHS ENDED MARCH 31, 1999
                                 (in thousands)
                                   (UNAUDITED)


<S>                                                                                           <C>

INCOME:
Insurance revenues:
   Contract charges                                                                             $11,634
   Premium-reinsurance ceded                                                                     (1,872)
   Reinsurance ceded allowance                                                                      832
Investment revenues:
   Investment income, net                                                                         3,900
   Realized gains, net                                                                              (51)
Other                                                                                               598
                                                                                                -------
                                                                                                 15,041
                                                                                                -------
BENEFITS AND EXPENSES:
Policy benefits:
   Death benefits                                                                                   843
   Interest credited                                                                              3,120
   Increase in policy and contract reserves                                                         197
   Other                                                                                             59
Sales and operating expenses                                                                     14,225
Amortization of deferred policy
   acquisition costs                                                                             (5,257)
                                                                                                -------
                                                                                                 13,187
                                                                                                -------
INCOME BEFORE FEDERAL INCOME TAXES                                                                1,854
                                                                                                -------
Income taxes--current                                                                             1,289
Income taxes--deferred                                                                             (630)
                                                                                                -------
         Total income taxes                                                                         659
                                                                                                -------
NET INCOME                                                                                      $ 1,195
                                                                                                =======

</TABLE>





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


                                   F-II(U)-2
<PAGE>
<TABLE>
<CAPTION>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                        STATEMENT OF COMPREHENSIVE INCOME
                    FOR THE THREE MONTHS ENDED MARCH 31, 1999
                                 (in thousands)
                                   (UNAUDITED)


<S>                                                                                             <C>
Net income                                                                                       $1,195
Other comprehensive income, net of tax:
   Unrealized gains on securities:
      Unrealized holding gains arising
         during the period (net of deferred
         tax of $429)                                                                              (796)
      Reclassification adjustment for gains
         included in net income (net of deferred
         tax of $17)                                                                                 33
                                                                                                 ------
   Other comprehensive income (loss)                                                               (763)
                                                                                                 ------
Comprehensive income                                                                             $  432
                                                                                                 ======
</TABLE>



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


                                   F-II(U)-3


<PAGE>
<TABLE>
<CAPTION>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                        STATEMENT OF STOCKHOLDER'S EQUITY
                    FOR THE THREE MONTHS ENDED MARCH 31, 1999
                          (in thousands, except shares)
                                   (UNAUDITED)

<S>                                         <C>          <C>        <C>            <C>          <C>            <C>
                                                                                                 ACCUMULATED
                                                                     ADDITIONAL                     OTHER
                                               COMMON STOCK           PAID-IN       RETAINED     COMPREHENSIVE
                                               ------------
                                             SHARES       AMOUNT      CAPITAL       EARNINGS        INCOME         TOTAL
                                             ------       ------      -------       --------        ------         -----

BALANCE, January 1, 1999                     40,000       $4,000      $ 40,370      $ 27,434      $    884      $ 72,688
   Capital contribution from
     AMAL Corporation                            --           --         1,500            --            --         1,500
   Net unrealized investment
     loss, net                                   --           --            --            --          (763)         (763)
   Net income                                    --           --             -         1,195            --         1,195
                                             ------       ------       -------      --------      --------      --------
BALANCE, March 31, 1999                      40,000       $4,000      $ 41,870      $ 28,629      $    121      $ 74,620
                                             ------       ------      --------      --------      --------      --------


</TABLE>



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


                                    F-II(U)-4


<PAGE>
<TABLE>
<CAPTION>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                             STATEMENT OF CASH FLOWS
                    FOR THE THREE MONTHS ENDED MARCH 31, 1999
                                 (in thousands)
                                   (UNAUDITED)



<S>                                                                                           <C>
OPERATING ACTIVITIES
Net Income                                                                                      $ 1,195
Adjustments to reconcile net income to net cash
   provided by operating activities:
   Amortization of deferred policy acquisition
    costs                                                                                         3,625
   Policy acquisition costs deferred                                                             (8,882)
   Interest credited to contract values                                                           3,120
   Amortization of discounts or premiums                                                            (49)
   Net gains on other invested assets                                                            (1,009)
   Net realized gains on investment transactions                                                     51
   Deferred income taxes                                                                           (630)
   Change in assets and liabilities:
      Accrued investment income                                                                    (238)
      Reinsurance recoverable-affiliates                                                            455
      Prepaid reinsurance premium-affiliates                                                        (32)
      Other assets                                                                                  413
      Policy and contract reserves                                                                  197
      Policy and contract claims                                                                    (79)
      Unearned policy charges                                                                       120
      Federal income tax payable-current                                                             82
      Unearned reinsurance ceded allowance                                                          (49)
      Other liabilities                                                                           2,810
                                                                                            -----------
   Net cash from operating activities                                                             1,100
                                                                                            -----------
INVESTING ACTIVITIES
Purchase of fixed maturity securities
  available for sale                                                                            (16,718)
Purchase of other invested assets                                                                  (206)
Proceeds from sales,maturities or repayment of
   fixed maturity securities available for sale                                                   5,006
Net change in loans on insurance policies                                                          (995)
                                                                                             ----------
   Net cash from investing activities                                                           (12,913)
                                                                                             ----------
FINANCING ACTIVITIES
Capital contribution                                                                              1,500
Net change in accumulated contract values                                                         9,969
                                                                                             ----------
  Net cash from financing activities                                                             11,469
                                                                                             ----------
   INCREASE (DECREASE) IN CASH AND CASH
  EQUIVALENTS                                                                                      (344)
CASH AND CASH EQUIVALENTS AT BEGINNING
  OF PERIOD                                                                                      12,011
                                                                                              ---------
CASH AND CASH EQUIVALENTS AT END OF PERIOD                                                      $11,667
                                                                                              =========

SUPPLEMENTAL CASH FLOW INFORMATION:

Cash paid for income taxes                                                                      $ 1,207



</TABLE>

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


                                  F-II(U)-5

<PAGE>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 1999
                                 (in thousands)
                                   (UNAUDITED)


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, is 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,  fixed  premium  annuities in 1996 and
equity indexed  annuities in 1997. The variable life,  variable  annuity,  fixed
premium annuity and equity indexed 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.



2. BASIS OF PRESENTATION OF UNAUDITED INTERIM FINANCIAL STATEMENTS:

Management  believes that all  adjustments,  consisting of only normal recurring
accruals,  considered necessary for a fair presentation of the unaudited interim
financial  statements  have been  included.  The results of  operations  for any
interim period are not necessarily  indicative of results for the full year. The
unaudited  interim  financial  statements should be read in conjunction with the
audited financial  statements and notes thereto for the years ended December 31,
1998, 1997 and 1996.


                                   F-II(U)-6

<PAGE>

Appendix A

Illustrations of Death Benefits and Accumulation Values

The following tables  illustrate how the Accumulation  Values and Death Benefits
of a Policy may change with the  investment  experience of the Fund.  The tables
show how the  Accumulation  Values and Death  Benefits of a Policy issued to two
Insureds of given ages and specified  underwriting risk  classifications who pay
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 A-2 through A-5 illustrate a
Policy issued to a male, age 55, under a Preferred rate non-tobacco underwriting
risk  classification  and a female age 55, also under a Preferred  non-  tobacco
underwriting  risk  classification.  This Policy provides for a standard tobacco
use  and  non-tobacco  use,  and  preferred  non-tobacco   classification.   The
Accumulation  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 Insureds 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 Accumulation Values
for uniform  hypothetical  rates of return shown in these tables.  The tables on
pages A-2 and A-4 are based on the  current  Cost of  Insurance  Rates,  current
expense  deductions and the current 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 (Smoker is
referenced for tobacco use rates;  Non-Smoker is referenced for  non-tobacco use
rates).  Since these are recent tables and are split to reflect  tobacco use 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  Accumulation Values  shown in  the tables on pages A-3 and A-5 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  expenses  paid by each
portfolio  available for investment (the equivalent to an annual rate of .86% of
the  aggregate  average  daily net  assets of the Fund) and the daily  charge by
AVLIC  to  each  Subaccount  for  assuming   mortality  and  expense  risks  and
administrative  expenses  (which is  equivalent to a charge at an annual rate of
0.90% for Policy  Years 1-15 and 0.45%  thereafter  of the average net assets of
the Subaccounts).  A portion of the brokerage  commissions that certain Fidelity
Funds pay was used to reduce Funds expenses. In addition, certain Fidelity Funds
have entered into  arrangements  with their custodian whereby interest earned on
uninvested cash balances was used to reduce  custodian  expenses.  Without these
reductions,  expenses would have been higher.  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  portfolios may exclude
certain  items) were in excess of an annual rate of .30% for the Ameritas  Money
Market portfolio,  .28% for the Ameritas Index portfolio,  .79% for the Ameritas
Growth portfolio,  .70% for the Ameritas Income & Growth portfolio, .89% for the
Ameritas Small  Capitalization  portfolio,  .84% for the Ameritas  MidCap Growth
portfolio,  .85%  for the  Ameritas  Emerging  Growth  portfolio,  .86%  for the
Ameritas Research portfolio, .88% for the Ameritas Growth With Income portfolio,
1.25% for the Alger American  Balanced  portfolio;  1.50% for the Alger American
Leveraged All Cap portfolio;  1.75% for the MSDW Emerging Markets Equity,  1.20%
for  the  MSDW  Asian  Equity,  1.15%  for  the  MSDW  Global  Equity  and  MSDW
International  Magnum,  1.10% for the MSDW U.S. Real Estate  portfolios of daily
net  assets.  MFS Co. has  agreed to bear  expenses  for the Global  Governments
Series and New Discovery 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 -1.80%, 4.20%, and 10.20%, respectively.

The  hypothetical  values  shown in the tables do not  reflect  any  charges for
federal income tax burden  attributable to Separate Account V,  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 the section on Federal Tax Matters.)



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 Separate  Account V, and if no Policy loans
have been made.  The tables  are also based on the  assumptions  that the Policy
Owner has not requested an increase or decrease in the initial Specified Amount,
that no partial  withdrawals  have been made, and that no more than 15 transfers
have  been  made  in any  Policy  Year so that no  transfer  charges  have  been
incurred.  Illustrated  values would be different if the proposed  Insureds were
tobacco users, in substandard risk classifications,  or were other ages, or if a
higher or lower premium was illustrated.


Upon request, AVLIC will provide comparable illustration based upon the proposed
Insureds' ages, sexes and underwriting  classifications,  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.

                                     BRAVO!
                                       A-1

<PAGE>
<TABLE>
<CAPTION>
<S>     <C>           <C>          <C>        <C>         <C>       <C>        <C>      <C>      <C>        <C>
ILLUSTRATION OF POLICY VALUES
AMERITAS VARIABLE LIFE INSURANCE COMPANY

                                    SURVIVORSHIP VARIABLE UNIVERSAL LIFE INSURANCE

Male Issue Age: 55                            Nontobacco                                   Preferred Underwriting Class
Female Issue Age: 55                          Nontobacco                                   Preferred Underwriting Class

                                        PLANNED PERIODIC ANNUAL PREMIUM: $10820
                                         INITIAL SPECIFIED AMOUNT: $1,000,000
                                                DEATH BENEFIT OPTION: A

                                   USING CURRENT SCHEDULE OF COST OF INSURANCE RATES

                              0% Hypothetical Gross           6% Hypothetical Gross         12% Hypothetical Gross
                             Annual Investment Return       Annual Investment Return       Annual Investment Return
                                 (-1.80% Net)                    (4.20% Net)                     (10.20% 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
  ----      --------       -----      -----     -------     -----      -----    -------   -----      -----    -------

        1          11361       9309          0    1000000       9909          0  1000000     10508          0   1000000
        2          23290      18377       7557    1000000      20157       9337  1000000     22010      11190   1000000
        3          35816      27189      16369    1000000      30741      19921  1000000     34588      23768   1000000
        4          48967      35735      24915    1000000      41660      30840  1000000     48337      37517   1000000
        5          62777      44006      33186    1000000      52914      42094  1000000     63362      52542   1000000
        6          77277      52986      43256    1000000      65529      55799  1000000     80841      71111   1000000
        7          92501      61653      53003    1000000      78523      69873  1000000     99955      91305   1000000
        8         108487      69991      62421    1000000      91892      84322  1000000    120851     113281   1000000
        9         125273      77987      71497    1000000     105634      99144  1000000    143701     137211   1000000
       10         142897      85641      80231    1000000     119764     114354  1000000    168710     163300   1000000
       11         161403      92932      88612    1000000     134275     129955  1000000    196083     191763   1000000
       12         180834      99859      96619    1000000     149181     145941  1000000    226071     222831   1000000
       13         201237     106392     104232    1000000     164469     162309  1000000    258928     256768   1000000
       14         222660     112533     111453    1000000     180158     179078  1000000    294970     293890   1000000
       15         245154     118234     118234    1000000     196221     196221  1000000    334507     334507   1000000
       16         268773     123970     123970    1000000     213513     213513  1000000    379406     379406   1000000
       17         293572     129114     129114    1000000     231182     231182  1000000    428874     428874   1000000
       18         319612     133565     133565    1000000     249166     249166  1000000    483409     483409   1000000
       19         346954     137276     137276    1000000     267459     267459  1000000    543628     543628   1000000
       20         375662     139973     139973    1000000     285860     285860  1000000    610130     610130   1000000

       25         542228     131323     131323    1000000     375382     375382  1000000   1070577    1070577   1124106
       30         754812      45393      45393    1000000     437905     437905  1000000   1835254    1835254   1927017
       35        1026129          *          *          *     329474     329474  1000000   2996881    2996881   3146725

</TABLE>

* In the absence of an additional premium the Policy would lapse.
1) Assumes an annual  $10,820  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.

                                     BRAVO!
                                       A-2


<PAGE>
<TABLE>
<CAPTION>
<S>     <C>           <C>          <C>        <C>         <C>       <C>        <C>      <C>      <C>        <C>
ILLUSTRATION OF POLICY VALUES
AMERITAS VARIABLE LIFE INSURANCE COMPANY

                                    SURVIVORSHIP VARIABLE UNIVERSAL LIFE INSURANCE

Male Issue Age: 55                            Nontobacco                                   Preferred Underwriting Class
Female Issue Age: 55                          Nontobacco                                   Preferred Underwriting Class

                                        PLANNED PERIODIC ANNUAL PREMIUM: $10820
                                         INITIAL SPECIFIED AMOUNT: $1,000,000
                                                DEATH BENEFIT OPTION: A

                              USING MAXIMUM ALLOWABLE SCHEDULE OF COST OF INSURANCE RATES

                              0% Hypothetical Gross           6% Hypothetical Gross         12% Hypothetical Gross
                             Annual Investment Return       Annual Investment Return       Annual Investment Return
                                 (-1.80% Net)                    (4.20% Net)                     (10.20% 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
  ----      --------       -----      -----     -------     -----      -----    -------   -----      -----    -------

        1          11361       9214          0    1000000       9810          0  1000000     10407          0   1000000
        2          23290      18069       7249    1000000      19831       9011  1000000     21666      10846   1000000
        3          35816      26624      15804    1000000      30128      19308  1000000     33925      23105   1000000
        4          48967      34860      24040    1000000      40688      29868  1000000     47261      36441   1000000
        5          62777      42747      31927    1000000      51488      40668  1000000     61751      50931   1000000
        6          77277      50253      40523    100000062499            52769  1000000     77476      67746   1000000
        7          92501      57331      48681    1000000      73679      65029  1000000     94512      85862   1000000
        8         108487      63918      56348    1000000      84966      77396  1000000    112932     105362   1000000
        9         125273      69934      63444    1000000      96280      89790  1000000    132800     126310   1000000
       10         142897      75286      69876    1000000     107528     102118  1000000    154184     148774   1000000
       11         161403      79875      75555    1000000     118603     114283  1000000    177158     172838   1000000
       12         180834      83593      80353    1000000     129392     126152  1000000    201810     198570   1000000
       13         201237      86327      84167    1000000     139774     137614  1000000    228245     266085   1000000
       14         222660      87948      86868    1000000     149607     148527  1000000    256583     255503   1000000
       15         245154      88282      88282    1000000     158707     158707  1000000    286942     286942   1000000
       16         268773      87513      87513    1000000     167568     167568  1000000    320759     320759   1000000
       17         293572      84889      84889    1000000     175193     175193  1000000    357115     357115   1000000
       18         319612      79974      79974    1000000     181147     181147  1000000    396164     396164   1000000
       19         346954      72238      72238    1000000     184896     184896  1000000    438105     438105   1000000
       20         375662      61074      61074    1000000     185829     185829  1000000    483243     483243   1000000

       25         542228          0          0    1000000     119715     119715  1000000    781154     781154   1000000
       30         754812          *          *          *          *          *        *   1319975    1319975   1385974
       35        1026129          *          *          *          *          *        0   2107683    2107683   2213067

</TABLE>

* In the absence of an additional premium the Policy would lapse.
1) Assumes an annual  $10,820  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.

                                     BRAVO!
                                       A-3


<PAGE>
<TABLE>
<CAPTION>
<S>     <C>           <C>          <C>        <C>         <C>       <C>        <C>      <C>      <C>        <C>
ILLUSTRATION OF POLICY VALUES
AMERITAS VARIABLE LIFE INSURANCE COMPANY

                 SURVIVORSHIP VARIABLE UNIVERSAL LIFE INSURANCE

Male Issue Age: 55                                   Nontobacco                           Preferred Underwriting Class
Female Issue Age: 55                                 Nontobacco                           Preferred Underwriting Class

                                        PLANNED PERIODIC ANNUAL PREMIUM: $72740
                                         INITIAL SPECIFIED AMOUNT: $1,000,000
                                                DEATH BENEFIT OPTION: B

                              USING MAXIMUM ALLOWABLE SCHEDULE OF COST OF INSURANCE RATES

                              0% Hypothetical Gross           6% Hypothetical Gross         12% Hypothetical Gross
                             Annual Investment Return       Annual Investment Return       Annual Investment Return
                                 (-1.80% Net)                    (4.20% Net)                     (10.20% 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
  ----     --------      -----     -----     -------   -----      -----    -------     -----      -----     -------

   1         76377          68746     57926   1068746     72977      62157   1072977      77209      66389     1077209
   2        156573         136180    125360   1136180    148942     138122   1148942     162213     151393     1162213
   3        240779         202304    191484   1202304    227998     217178   1227998     255785     244965     1255785
   4        329196         267124    256304   1267124    310257     299437   1310257     358781     347961     1358781
   5        422033         330648    319828   1330648    395837     385017   1395837     472145     461325     1472145
   6        519512         393874    384144   1393874    485885     476155   1485885     597972     588242     1597972
   7        621865         455796    447146   1455796    579544     570894   1579544     736457     727807     1736457
   8        729335         516410    508840   1516410    676937     669367   1676937     888862     881292     1888862
   9        842179         575716    569226   1575716    778197     771707   1778197    1056583    1050093     2056583
   10       960666         633728    628318   1633728    883476     878066   1883476    1241170    1235760     2241170
   11       1085076        690436    686116   1690436    992909     988589   1992909    1444310    1439990     2444310
   12       1215707        745852    742612   1745852   1106658    1103418   2106658    1667882    1664642     2667882
   13       1352870        799955    797795   1799955   1224860    1222700   2224860    1913924    1911764     2913924
   14       1496891        852758    851678   1852758   1347691    1346611   2347691    2184719    2183639     3184719
   15       1648113        904220    904220   1904220   1475277    1475277   2475277    2482722    2482722     3482722
   16       1806896        958622    958622   1958622   1614644    1614644   2614644    2822063    2822063     3822063
   17       1973618       1011675   1011675   2011675   1759859    1759859   2759859    3196898    3196898     4196898
   18       2148676       1063269   1063269   2063269   1911063    1911063   2911063    3610870    3610870     4610870
   19       2332487       1113355   1113355   2113355   2068462    2068462   3068462    4068079    4068079     5068079
   20       2525489       1161622   1161622   2161622   2232006    2232006   3232006    4572782    4572782     5572782

   25       3645268       1368199   1368199   2368199   3143384    3143384   4143384    7996340    7996340     8996340
   30       5074421       1478243   1478243   2478243   4193481    4193481   5193481   13570891   13570891    14570891
   35       6898423       1404284   1404284   2404284   5311185    5311185   6311185   22592923   22592923    23722570

</TABLE>

1) Assumes an annual  $72,740  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.

                                     BRAVO!
                                       A-4


<PAGE>
<TABLE>
<CAPTION>
<S>      <C>         <C>       <C>         <C>       <C>       <C>        <C>      <C>       <C>          <C>
ILLUSTRATION OF POLICY VALUES
AMERITAS VARIABLE LIFE INSURANCE COMPANY

                 SURVIVORSHIP VARIABLE UNIVERSAL LIFE INSURANCE

Male Issue Age: 55                                   Nontobacco                           Preferred Underwriting Class
Female Issue Age: 55                                 Nontobacco                           Preferred Underwriting Class

                                        PLANNED PERIODIC ANNUAL PREMIUM: $72740
                                         INITIAL SPECIFIED AMOUNT: $1,000,000
                                                DEATH BENEFIT OPTION: B

                              USING MAXIMUM ALLOWABLE SCHEDULE OF COST OF INSURANCE RATES

                              0% Hypothetical Gross           6% Hypothetical Gross         12% Hypothetical Gross
                             Annual Investment Return       Annual Investment Return       Annual Investment Return
                                 (-1.80% Net)                    (4.20% Net)                     (10.20% 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
  ----     --------      -----     -----     -------   -----      -----    -------     -----      -----     -------

   1         76377          68651     57831   1068651     72879      62059   1072879      77108      66288     1077108
   2        156573         135415    124595   1135415    148131     137311   1148131     161356     150536     1161356
   3        240779         200832    190012   1200832    226394     215574   1226394     254042     243222     1254042
   4        329196         264897    254077   1264897    307762     296942   1307762     355997     345177     1355997
   5        422033         327596    316776   1327596    392330     381510   1392330     468125     457305     1468125
   6        519512         388908    379178   1388908    480182     470452   1480182     591416     581686     1591416
   7        621865         448799    440149   1448799    571397     562747   1571397     726944     718294     1726944
   8        729335         507214    499644   1507214    666032     658462   1666032     875873     868303     1875873
   9        842179         564079    557589   1564079    764127     757637   1764127    1039463    1032973     2039463
   10       960666         619307    613897   1619307    865709     860299   1865709    1219088    1213678     2219088
   11       1085076        672799    668479   1672799    970793     966473   1970793    1416247    1411927     2416247
   12       1215707        724452    721212   1724452   1079386    1076146   2079386    1632587    1629347     2632587
   13       1352870        774153    771993   1774153   1191487    1189327   2191487    1869911    1867751     2869911
   14       1496891        821777    820697   1821777   1307078    1305998   2307078    2130190    2129110     3130190
   15       1648113        867151    867151   1867151   1426089    1426089   2426089    2415547    2415547     3415547
   16       1806896        914236    914236   1914236   1555092    1555092   2555092    2739412    2739412     3739412
   17       1973618        958655    958655   1958655   1688003    1688003   2688003    3095627    3095627     4095627
   18       2148676        999979    999979   1999979   1824527    1824527   2824527    3487153    3487153     4487153
   19       2332487       1037705   1037705   2037705   1964273    1964273   2964273    3917181    3917181     4917181
   20       2525489       1071299   1071299   2071299   2106792    2106792   3106792    4389206    4389206     5389206

   25       3645268       1158549   1158549   2158549   2843273    2843273   3843273    7529760    7529760     8529760
   30       5074421       1042399   1042399   2042399   3542829    3542829   4542829   12488440   12488440    13488440
   35       6898423        598845    598845   1598845   4038661    4038661   5038661   20296155   20296155    21310963

</TABLE>

1) Assumes an annual  $72,740  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.

                                     BRAVO!
                                       A-5


<PAGE>

                           INCORPORATION BY REFERENCE

The Registrant,  AVLIC Separate  Account V purchases or will purchase units from
the  portfolios  of  these  funds at the  direction  of its  policyholders.  The
prospectuses  of these funds will be  distributed  with this  prospectus and are
hereby incorporated by reference. The prospectuses incorporated by reference are
as follows:



                          Calvert Variable Series, Inc.
                               Ameritas Portfolios
                            Registration No. 2-80154


                      The Variable Insurance Products Fund
                            Registration No. 2-75010
                     The Variable Insurance Products Fund II
                            Registration No. 33-20773

                             The Alger American Fund
                            Registration No. 33-21722

                          MFS Variable Insurance Trust
                            Registration No. 33-74668

                      Morgan Stanley Universal Funds, Inc.
                            Registration No. 333-3013


<PAGE>

                           UNDERTAKING TO FILE REPORTS

Subject to the terms and conditions of Section 15(d) of the Securities  Exchange
Act of 1934,  the  undersigned  registrant  hereby  undertakes  to file with the
Securities and Exchange Commission such supplementary and periodic  information,
documents,  and reports as may be  prescribed  by any rule or  regulation of the
Commission heretofore, or hereafter duly adopted pursuant to authority conferred
in that section.

Registrant  makes  the  following   representation   pursuant  to  the  National
Securities Markets Improvements Act of 1996:

Ameritas  Variable Life Insurance  Company  represents that the fees and charges
deducted under the contract, in the aggregate, are reasonable in relation to the
services rendered,  the expenses expected to be incurred,  and the risks assumed
by the insurance company.


                              RULE 484 UNDERTAKING

AVLIC's By-laws provide as follows:

The Company shall  indemnify any person who was, or is a party, or is threatened
to be made a party,  to any  threatened,  pending or completed  action,  suit or
proceeding,  whether civil, criminal,  administrative or investigative by reason
of the fact that he is or was a director, officer, or employee of the Company or
is or was serving at the request of the Company as a director, officer, employee
or agent of another  corporation,  partnership,  joint venture,  trust, or other
enterprise,  against expenses including  attorney's fees,  judgments,  fines and
amounts paid in settlement  actually and reasonably  incurred in connection with
such action,  suit or  proceeding  to the full extent  authorized by the laws of
Nebraska.

Insofar as  indemnification  for liability  arising under the  Securities Act of
1933 may be permitted to directors,  officers,  and  controlling  persons of the
registrant pursuant to the foregoing  provisions,  or otherwise,  the registrant
has been advised that in the opinion of the Securities  and Exchange  Commission
such  indemnification  is against  public policy as expressed in the Act and is,
therefore,  unenforceable. In the event that a claim for indemnification against
such liabilities  (other than the payment by the registrant of expenses incurred
or paid by a director,  officer or  controlling  person of the registrant in the
successful  defense of any  action,  suit or  proceeding)  is  asserted  by such
director, officer, or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been  settled by  controlling  precedent,  submit to a court of  appropriate
jurisdiction the question whether such  indemnification  by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.


                     REPRESENTATION PURSUANT TO RULE 6e-3(T)

This  filing is made  pursuant to Rules 6c-3 and  6e-3(T)  under the  Investment
Company Act of 1940.


<PAGE>
                                   SIGNATURES


Pursuant to the  requirements  of the Securities  Act of 1933,  the  Registrant,
Ameritas  Variable Life Insurance  Company Separate Account V, certifies that it
has duly caused this Pre-Effective Amendment No. 1 to the Registration Statement
to be signed on its behalf by the  undersigned  thereunto duly authorized in the
City of  Lincoln,  County of  Lancaster,  State of  Nebraska on this 16th day of
June, 1999.


                                        AMERITAS VARIABLE LIFE INSURANCE COMPANY
                                                  SEPARATE ACCOUNT V, Registrant

                             AMERITAS VARIABLE LIFE INSURANCE COMPANY, Depositor




Attest: /s/Donald R. Stading               By: /s/Lawrence J. Arth
        ---------------------                ---------------------
              Secretary                      Chairman of the Board


Pursuant to the  requirements of the Securities Act of 1933,  this  Registration
Statement has been signed by the  Directors  and Principal  Officers of Ameritas
Variable Life Insurance Company on the dates indicated.



         SIGNATURE                  TITLE                             DATE
         ---------                  -----                             ----


/s/Lawrence J. Arth     Director, Chairman of the Board         June 16, 1999
- --------------------     and Chief Executive Officer
   Lawrence J. Arth


/s/William J. Atherton       Director, President and            June 16, 1999
- -----------------------      Chief Operating Officer
   William J. Atherton


/s/Kenneth C. Louis      Director, Executive Vice President     June 16, 1999
- ---------------------
   Kenneth C. Louis


/s/Gary R. McPhail        Director, Executive Vice President    June 16, 1999
- --------------------
   Gary R. McPhail


/s/Thomas C. Godlasky       Director, Senior Vice President     June 16, 1999
- ----------------------       and Chief Investment Officer
  Thomas C. Godlasky


/s/JoAnn M. Martin                 Director, Controller         June 16, 1999
- ---------------------
   JoAnn M. Martin



<PAGE>


         SIGNATURE                  TITLE                             DATE
         ---------                  -----                             ----

/s/Michael G. Fraizer              Director                     June 16, 1999
- ----------------------
   Michael G. Fraizer


/s/William W. Lester               Treasurer                    June 16, 1999
- ----------------------
   William W. Lester


/s/Donald R. Stading       Secretary and General Counsel        June 16, 1999
- -----------------------
   Donald R. Stading


<PAGE>

                       CONTENTS OF REGISTRATION STATEMENT

This Registration Statement comprises the following Papers and Documents:

   The facing sheet.
   The prospectus  consisting of 44 pages. The undertaking to file reports.  The
   undertaking pursuant to Rule 484. Representation pursuant to Rule 6e-3(T).
   The signatures.
   Written consents of the following:

     (a) Thomas P. McArdle
     (b) Donald R. Stading
     (c) Deloitte & Touche LLP Independent Auditors


The following exhibits:

1.  The following  exhibits  correspond to those  required by paragraph A of the
    instructions  as to exhibits in Form N-8B-2.  (1) Resolution of the Board of
    Directors of AVLIC Authorizing Establishment of the Account.*
    (2)   Not applicable.
    (3)   (a) Principal  Underwriting  Agreement.*
          (b) Proposed form of Selling
          Agreement.*
          (c) Commission Schedule. - To be filed by later amendment
          (d) Amendment to Principal Underwriting Agreement.**
    (4)   Not applicable.

    (5)   (a) Form of Policy.
          (b) Form of Policy Riders.

    (6)   (a) Articles of Incorporation of AVLIC.**
          (b) Bylaws of AVLIC.***
    (7)   Not applicable.

    (8)   (a)  Participation  Agreement  in  the  Variable  Insurance   Products
               Fund.**
          (b)  Participation Agreement in the Alger American Fund.**
          (c)  Participation Agreement in the MFS Variable Insurance Trust.*
          (d)  Participation  Agreement in  the  Morgan Stanley Universal Funds,
               Inc.*
          (e)  Form of Participation  Agreement in  the Calvert Variable Series,
               Inc.

    (9)   Not applicable.
    (10)  Application for Policy. - To be filed by later amendment


 2.  (a)(b)  Opinion  and Consent of Donald R.  Stading,  Secretary  and General
      Counsel
 3.   No financial statements will be omitted from the final Prospectus pursuant
      to Instruction 1(b) or (c) of Part I.

 4.  Not applicable.
 5.  Not applicable

 7. (a)(b) Opinion and Consent of Actuary
 8.  Consent of Independent Auditors
 9.  Form of Notice of Withdrawal Right  and Refund pursuant to Rule 6e-3(T) (b)
    (13)(viii) under the Investment Company Act of 1940.**

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

*    Incorporated  by  reference  to  the  initial  Registration  Statement  for
Ameritas  Variable   Life  Insurance  Company   Separate   Account V.  File  No.
333-15585,  filed  November 5, 1996.

**   Incorporated   by   reference  to  the   Pre-Effective   Amendment  to  the
Registration    Statement   for   Ameritas   Variable  Life  Insurance   Company
Separate  Account V.  File No. 333-15585,  filed  January 17, 1997.

***  Incorporated  by  reference  to  Pre-Effective   Amendment  No.  1  to  the
Registration   Statement   for   Ameritas  Variable   Life   Insurance   Company
Separate  Account  VA-2, File No. 333-36507,  filed  February 20, 1998.


<PAGE>

                                  EXHIBIT INDEX


EXHIBIT                                                               PAGE
- -------                                                               ----

1.(5)(a)       Form of Policy

1.(5)(b)       Form of Policy Riders

1.(8)(e)       Form of Participation (Calvert Variable Series)

2.(a)(b)       Opinion and Consent of Donald R. Stading

7.(a)(b)       Opinion and Consent of Thomas P. McArdle

8.             Consent of Deloitte & Touche LLP



           ---------------------------------------------------------------
                INSUREDS           FIELD(1
                                   FIELD(158))

                POLICY NUMBER      FIELD(3)

                POLICY TYPE        SURVIVORSHIP VARIABLE UNIVERSAL LIFE
            --------------------------------------------------------------

          Survivorship Flexible Premium Variable Life Insurance Policy.
              Death benefit proceeds payable upon the second death.
               Flexible premiums payable until the second death.
                    Some benefits reflect investment results.
                               Non-participating.

THIS  POLICY'S  ACCUMULATION  VALUE  IN THE  SEPARATE  ACCOUNT  IS  BASED ON THE
INVESTMENT  EXPERIENCE OF THAT ACCOUNT AND MAY INCREASE OR DECREASE DAILY. IT IS
NOT GUARANTEED AS TO DOLLAR AMOUNT. SEE SECTION 7.

THE AMOUNT OR THE  DURATION  OF THE DEATH  BENEFIT (OR BOTH) MAY BE FIXED OR MAY
VARY UNDER THE CONDITIONS DESCRIBED IN SECTIONS 9 AND 10.

Ameritas  Variable  Life  Insurance  Company  agrees  to pay the  death  benefit
proceeds of this policy to the beneficiary on receipt of  satisfactory  proof of
death of both Insureds while this policy is in force.


         /s/William J. Atherton                  /s/Donald R. Stading
               President                               Secretary


                   "NOTICE OF TEN-DAY RIGHT TO EXAMINE POLICY"

You are urged to read this policy  carefully.  If,  after  examination,  you are
dissatisfied  with it for any reason,  you may return it to the selling agent or
to Ameritas Variable Life Insurance Company at P.O. Box 82550, Lincoln, Nebraska
68501-2550,  for a refund  within (1) ten days from the date of  delivery of the
policy, (2) ten days after mailing or delivery of a cancellation  notice, or (3)
forty-five days after Part I of the  application is signed,  whichever is later.
If  allowed by state  law,  the  amount of the refund  will equal the sum of all
charges  deducted from  premiums  paid,  plus the net premiums  allocated to the
Fixed  Account and to the  Separate  Account  adjusted by  investment  gains and
losses. Otherwise, the amount of the refund will equal the gross premiums paid.

Please read and  carefully  check the copy of the  application  attached to this
policy.  This application is a part of your policy and this policy was issued on
the basis that the answers to all  questions and the  information  shown on this
application are true and complete.  If any  information  shown on it is not true
and complete, to the best of your knowledge,  or if any past medical history has
been omitted, please notify Ameritas Variable Life Insurance Company, a Nebraska
domiciled life insurance  company,  within ten days from the date of delivery of
the policy to you.


                 AMERITAS VARIALBLE LIFE INSURANCE COMPANY LOGO

Form 4065

<PAGE>

                                TABLE OF CONTENTS

                              POLICY SCHEDULE PAGES

          SECTION 1.      DEFINITIONS..........................................3

          SECTION 2.      GENERAL PROVISIONS...................................5
                  2.1     Meaning of In Force..................................5
                  2.2     When This Policy Terminates..........................6
                  2.3     Guaranteed Death Benefit.............................6
                  2.4     Minimum Benefit......................................6
                  2.5     The Policy and its Parts.............................6
                  2.6     Representations and Contestability...................7
                  2.7     Misstatement of Age or Sex...........................7
                  2.8     Suicide..............................................7
                  2.9     The Owner............................................7
                  2.10    The Beneficiary......................................8
                  2.11    Changing the Beneficiary.............................8
                  2.12    Assigning the Policy.................................8
                  2.13    Non-Participating....................................8

          SECTION 3.      PREMIUM PAYMENTS.....................................8
                  3.1     Guaranteed Death Benefit Premium.....................8
                  3.2     Minimum Premium......................................8
                  3.3     Planned Periodic Premium.............................9
                  3.4     Unscheduled Premiums.................................9
                  3.5     Premium Limits.......................................9
                  3.6     Where to Pay Premiums................................9
                  3.7     Net Premium..........................................9
                  3.8     Percent of Premium Charge for Taxes..................9
                  3.9     Allocation of Net Premiums..........................10

          SECTION 4.      GRACE PERIOD AND REINSTATEMENT......................10
                  4.1     Grace Period........................................10
                  4.2     Continuation of Insurance...........................10
                  4.3     Reinstating the Policy..............................10

          SECTION 5.      SEPARATE ACCOUNT....................................11
                  5.1     The Account.........................................11
                  5.2     The Subaccounts.....................................11
                  5.3     Valuation of Assets.................................11
                  5.4     Transfer Among Subaccounts..........................12
                  5.5     The Funds...........................................12
                  5.6     Portfolio Changes...................................12

          SECTION 6.      THE FIXED ACCOUNT...................................12
                  6.1     The Fixed Account...................................12
                  6.2     Transfers Among the Fixed Account
                          and the Subaccounts.................................13

4065                                         1

<PAGE>



          SECTION 7.      ACCUMULATION VALUE............................ .....13
                  7.1     How Accumulation Value of the Policy is Determined..13
                  7.2     Accumulation Value of the Subaccounts...............13
                  7.3     Net Asset Value.....................................14
                  7.4     Subaccount Unit Value...............................14
                  7.5     Accumulation Value of the Fixed Account.............15
                  7.6     Interest Credits....................................15
                  7.7     Administrative Expense Charge.......................15
                  7.8     Cost of Insurance...................................15
                  7.9     Cost of Insurance Rates.............................16
                  7.10    Monthly Deduction...................................16
                  7.11    Annual Report.......................................16
                  7.12    Illustrative Reports................................17

          SECTION 8.      POLICY SURRENDER
                          AND PARTIAL WITHDRAWALS.............................17
                  8.1     Surrender of the Policy.............................17
                  8.2     Net Cash Surrender Value............................17
                  8.3     Surrender Charge....................................17
                  8.4     Partial Withdrawal..................................17
                  8.5     Postponement of Payments............................18

          SECTION 9.      DEATH BENEFIT.......................................18
                  9.1     Death Benefit Proceeds..............................18
                  9.2     Interest on Proceeds................................19
                  9.3     Death Benefit.......................................19
                  9.4     Postponement of Payment.............................20
                  9.5     Death of the First Insured..........................20
                  9.6     Simultaneous Death..................................20

          SECTION 10.     POLICY CHANGES
                          AND EXCHANGE OF POLICY..............................21
                  10.1    Change in Death Benefit Options.....................21
                  10.2    Change in the Specified Amount......................21
                  10.3    Decreasing the Specified Amount.....................21
                  10.4    Increasing the Specified Amount.....................21
                  10.5    Surrender Charge for Increases......................22
                  10.6    Time Period for Special Transfer....................22

          SECTION 11.     LOAN BENEFITS.......................................22
                  11.1    Making a Policy Loan................................22
                  11.2    Loan Interest.......................................23
                  11.3    Reduced Loan Interest Rate..........................23
                  11.4    Other Borrowing Rules...............................23
                  11.5    Repaying a Policy Debt..............................23

          SECTION 12.     PAYMENT OPTIONS.....................................24
                  12.1    Payment Option Rules................................24
                  12.2    Description of Options..............................24

          SECTION 13.     NOTES ON OUR COMPUTATIONS...........................25
                  13.1    Basis of Computation................................25
                  13.2    Methods of Computing Values.........................25

4065                                         2

<PAGE>
                             SECTION 1. DEFINITIONS


"ACCUMULATION  VALUE" means the total  amount of value held in your  accounts at
any  time.  It is  equal  to the  total of the  accumulation  value  held in the
Account,  the Fixed  Account,  and the  accumulation  value held in the  general
account which secures outstanding policy debt.

"BENEFICIARY"  means the person to whom the death  benefit  proceeds are payable
upon the second death. The beneficiary is named by the Owner in the application.
If changed,  the beneficiary is as shown in the latest change filed and recorded
with us. If no beneficiary  survives the second death,  the Owner or the Owner's
estate will be the  beneficiary.  The interest of any  beneficiary is subject to
that of any assignee.

"DEATH BENEFIT" means the total amount of insurance  coverage provided under the
selected death benefit option of this policy.

"Death Benefit  Proceeds"  means the proceeds  payable to the  beneficiary  upon
receipt by us of the satisfactory proof of the death of both Insureds while this
policy  is in  force.  It is  equal  to:  (1) the  death  benefit;  plus (2) any
additional  life  insurance  proceeds  provided  by any  riders;  minus  (3) any
outstanding policy debt; minus (4) any overdue monthly deductions, including the
deduction for the month of the second death.

"GUARANTEED  DEATH  BENEFIT  PERIOD" is the period  during which the  Guaranteed
Death Benefit is in effect and will end on the earliest of the following dates:

a.     The  expiration  date shown on the  schedule  pages of this policy or any
       revised schedule pages.

b.     The date that the net policy  funding is less than the  Guaranteed  Death
       Benefit requirement. See Section 2.3.

c.     The date on which this policy first  terminates  even if this  policy  is
       reinstated.

"INSURED" AND "INSUREDS" mean the person or persons upon whose lives this policy
is issued.

"ISSUE DATE" means the date that all financial,  contractual, and administrative
requirements have been completed and processed.  The issue date will be shown in
a confirmation notice sent to you.

"MAXIMUM  AVAILABLE LOAN AMOUNT" is equal to the net cash surrender value at the
time of the loan less the monthly  deductions  remaining  for the balance of the
policy year,  less interest on the policy debt  including the requested  loan to
the next policy anniversary date.

"MINIMUM  BENEFIT  PERIOD" is the period  during which the Minimum Benefit is in
effect and will end on the earliest of the following dates:

a.     The end of the sixtieth (60th) month after the policy date.

b.     The date that the net  policy  funding is less than the  Minimum  Benefit
       requirements. See Section 2.

c.     The date on which  this  policy first  terminates even if this policy  is
       reinstated.

4065                                 3

<PAGE>

"MINIMUM  PREMIUM" is a monthly  premium  listed in this policy for the original
face amount and any increase made during the first sixty months that this policy
is in force.  During the first sixty  months  that this policy is in force,  the
policy is  guaranteed  not to lapse  provided the net policy  funding  equals or
exceeds the sum of the scheduled  Minimum Premiums since the policy date and any
increase  date.  Relying on the Minimum  Benefit  feature  will  reduce  premium
flexibility.

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

"MONTHLY  DEDUCTIONS" means the deductions taken from the accumulation  value on
the monthly activity date. These deductions are equal to: 1) the current cost of
insurance  for the  basic  policy  plus  the  cost  for any  riders;  and 2) the
administrative expense charge.

"NET CASH SURRENDER VALUE" means the  accumulation  value on any valuation date,
less any surrender charges and less any outstanding policy debt.

"NET  POLICY  FUNDING"  is the  sum of  all  premiums  paid,  less  any  partial
withdrawals and less any outstanding policy debt.

"NET  PREMIUM"  means the premium  paid less the  percent of premium  charge for
taxes.

"OUTSTANDING  POLICY DEBT" means the sum of all unpaid  policy loans and accrued
interest on policy loans.

"OWNER"  means the  Owner or owners  (if joint  ownership  is  elected)  of this
policy, as designated in the application or as subsequently changed. If a policy
has been absolutely  assigned,  the assignee is the Owner. A collateral assignee
is not the Owner. See Section 2.9 for the rights and privileges of the Owner.

"PERCENT OF PREMIUM  CHARGE FOR TAXES" is an amount  deducted  from each premium
received to cover certain expenses.  This charge is a percentage of the premium.
The maximum applicable percentage can be found on the schedule pages.

"PLANNED PERIODIC PREMIUM" means a selected  scheduled premium of a level amount
at a fixed interval.  The initial planned periodic premium you selected is shown
on the schedule pages. See Section 3.3 of this policy.

"POLICY  DATE"  means  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) additional premiums or
application  amendments are required at the time of delivery,  in which case the
policy date will be earlier.

"POLICY YEAR" means the period from one policy  anniversary  date until the next
policy anniversary date.

"SEC" means the Securities and Exchange Commission.

4065                               4

<PAGE>

"SATISFACTORY PROOF OF DEATH" means all of the following must be submitted:

a.     Certified copy of the death certificates of both Insureds.

b.     A Notice of Death Claim.

c.     This policy.

d.     Any other  information  that we may  reasonably  require to establish the
       validity of the claim.

"SECOND  DEATH"  means the later of the dates of death of the  Insureds.  In the
event  of  simultaneous  deaths,  second  death  means  the date of death of the
Insureds.

"SURVIVING  INSURED"  means  the  Insured  who  remains  alive  after one of the
Insureds has died.

"SPECIFIED  AMOUNT"  means the minimum death benefit under the policy while this
policy remains in force.  The initial  specified amount is shown on the schedule
pages. Adjustments and changes to the specified amount can occur as discussed in
Section 10.

"SURRENDER  CHARGE" means the charge  subtracted from the accumulation  value on
the surrender of this policy.  Refer to the SCHEDULE OF MAXIMUM  CHARGES and the
SCHEDULE OF SURRENDER CHARGES FOR INCREASES on the schedule pages.

"SURRENDER"  means the  termination of this policy while at least one Insured is
alive for its net cash surrender value. See Section 8 of this policy.

"VALUATION  DATE" is any day on which the New York  Stock  Exchange  is open for
trading.

"YOU" AND "YOUR" refer to the Owner of this policy.  The Insureds may or may not
be the Owner.

"WE", "US" AND "OUR" refer to Ameritas Variable Life Insurance Company. Our Home
Office  means our  administrative  office at P.O. Box 82550,  Lincoln,  Nebraska
68501-2550.


                          SECTION 2. GENERAL PROVISIONS

2.1 MEANING OF IN FORCE

This policy will remain in force as long as on each  monthly  activity  date the
net cash surrender value is sufficient to cover monthly deductions.

However,  this  policy will  remain in force if the  requirements  of either the
Minimum  Benefit or  Guaranteed  Death  Benefit  provision  is in effect on this
policy,  even if the net cash surrender  value is  insufficient to cover monthly
deductions. See Sections 2.3 and 2.4.

4065                                   5

<PAGE>

2.2 WHEN THIS POLICY TERMINATES

This policy will terminate on the earliest of:

a.     Any  monthly   activity  date  when  the  net  cash  surrender  value  is
       insufficient  to cover  monthly  deductions  and the  grace  period  ends
       without  sufficient  premium  being paid.  However,  this policy will not
       terminate  if the  Minimum  Benefit  or  Guaranteed  Death  Benefit is in
       effect,  even if the net cash surrender  value is  insufficient  to cover
       monthly deductions.

b.     The second death.

c.     You request the coverage be terminated and you return this policy.

2.3 GUARANTEED DEATH BENEFIT

The Guaranteed Death Benefit is a benefit which applies to this policy at issue.
This benefit will ensure that the policy will remain in force as long as the net
policy funding meets or exceeds the Guaranteed Death Benefit requirement and the
policy is within the  Guaranteed  Death Benefit  Period.  The  Guaranteed  Death
Benefit  requirement is the cumulative  Guaranteed  Death Benefit Premium to the
monthly  activity date. The Guaranteed  Death Benefit Premium and the Guaranteed
Death  Benefit  Period  are  shown on the  schedule  page.  Any  changes  in the
Guaranteed  Death  Benefit  Premium  due to  increases  in  specified  amount or
additions of riders will be reflected in the requirement from the effective date
of the change.

If the net policy funding is less than the Guaranteed Death Benefit requirement,
the  benefit is no longer in effect.  You will be notified by mail and will have
61 days from the date we mail the notice to meet the  Guaranteed  Death  Benefit
requirement. The Guaranteed Death Benefit can not be reinstated once this policy
has lapsed.

2.4  MINIMUM BENEFIT

The Minimum  Benefit is a benefit  which  applies to this policy at issue.  This
benefit  will ensure that the policy will remain in force during the first sixty
(60)  months  from the policy  date as long as the net policy  funding  meets or
exceeds the Minimum Benefit requirement.  The Minimum Benefit requirement is the
cumulative Minimum Premiums to the monthly activity date. The Minimum Premium is
shown in the schedule page. Any changes in the Minimum  Premium due to increases
in specified  amount or additions of rider will be reflected in the  requirement
from the effective date of the change.

If the net policy  funding is less than the  Minimum  Benefit  requirement,  the
benefit is no longer in effect.  You will be  notified  by mail and will have 61
days from the date we mail the notice to meet the Minimum  Benefit  requirement.
The Minimum Benefit can not be reinstated once this policy has lapsed.

2.5 THE POLICY AND ITS PARTS

This policy is a legal  contract  between you and us. It is issued in return for
the  application and payment of the initial premium as described in Section 3.1.
This  policy,   the   application,   any  supplemental   applications,   riders,
endorsements,  and amendments are the entire contract.  No change in this policy
will be valid unless it is in writing,  attached to this policy, and approved by
either the  president  or  secretary  of the  company.  No agent may change this
policy or waive any of its provisions.

4065                                6

<PAGE>

2.6 REPRESENTATIONS AND CONTESTABILITY

We rely on statements made in the application. In the absence of fraud, they are
considered  representations  and not warranties.  We can contest this policy for
any material  misrepresentation  of fact. The  misrepresentation  must have been
made in the application attached to this policy when issued or in a supplemental
application   made  a  part  of  this  policy  when  a  change  in  coverage  or
reinstatement went into effect.

We cannot contest this policy after it has been in force during the life time of
the  Insureds  for two  years  from the  policy  date.  Nor can we  contest  any
increased  benefits  later  than  two  years  after  the  effective  date of the
increased  benefits  during  the  lifetime  of the  Insureds.  Any  increase  or
reinstatement will be contestable,  within the two year period, only with regard
to statements  made in the  supplemental  application.  This  provision does not
apply to riders with their own contestability provision.

We may require evidence that both Insureds are living during the first two years
from the policy date or from the effective date of any increase in benefits.

2.7 MISSTATEMENT OF AGE OR SEX

If the age or sex of either  Insured  or any  person  insured  by rider has been
misstated on the  application,  the death  benefit and any  additional  benefits
provided  will be those  which  would  have been  purchased  by the most  recent
deduction for the cost of insurance and the cost of any  additional  benefits at
the insured person(s) correct ages and/or sexes.

2.8 SUICIDE

If either Insured  commits  suicide while sane or insane,  within two years from
the policy date, we will limit the proceeds.  The limited  amount will equal all
premiums  paid  for  this  policy,   less  outstanding   policy  debt,   partial
withdrawals, and the cost for riders.

If either Insured commits suicide,  while sane or insane,  within two years from
the effective  date of any increase in the specified  amount,  we will limit the
proceeds  payable with respect to the  increase.  The proceeds thus limited will
equal the total cost of insurance  applicable  to the increase.  This  provision
does not apply to riders with their own suicide provision.

2.9 THE OWNER

While either Insured is living you have all the benefits,  rights and privileges
under  this  policy.  These  include  naming  a  successor-owner,  changing  the
beneficiary, assigning this policy, enjoying all policy benefits, and exercising
all policy  options.  If there is more than one Owner at a given time,  all must
exercise the right of ownership.

If you are not one of the Insureds,  you should name a successor-owner  who will
become  the Owner if you die  before  the  second  death.  If you die before the
second  death  and  there is no  successor-owner,  ownership  will  pass to your
estate.

Unless otherwise  designated in the application or subsequently  changed under a
successor-owner  designation,  joint ownership will be joint tenants with rights
of  survivorship.  If a  successor-owner  has been named to be  effective on the
first Owner's death,  then any death benefit  proceeds payable by rider attached
to this policy will be paid in  accordance  with rider  provisions  prior to any
ownership change. If no  successor-owner  has been named or is no longer living,
then the  ownership  will  pass to the  Executor  or  Administrator  of the last
Owner's estate unless otherwise indicated.

4065                                 7

<PAGE>

2.10 THE BENEFICIARY

You can name primary and  contingent  beneficiaries.  Your original  beneficiary
choice is shown in the attached application.

Unless a payment plan is chosen,  the proceeds  payable at the second death will
be paid in a lump sum to the primary  beneficiary.  If the  primary  beneficiary
dies  before the  second  death,  the  proceeds  will be paid to the  contingent
beneficiary.  If no beneficiary  survives the second death, the proceeds will be
paid to your estate.

2.11 CHANGING THE BENEFICIARY

You may change the beneficiary during either Insured's lifetime. We do not limit
the number of changes  that may be made.  To make the change,  we must receive a
completed  Change of  Beneficiary  form and any other forms required by our Home
Office.  The  change  will  take  effect as of the date we record it at our Home
Office,  even if the second  death  occurs  before we do so. Each change will be
subject to any payment we made or any other  action we took before the change is
recorded.

2.12 ASSIGNING THE POLICY

You may assign this  policy.  For an  assignment  to bind us, we must  receive a
signed copy in our Home Office.  We are not  responsible for the validity of any
assignment.

An assignment is subject to any policy debt. Policy debt is discussed in Section
11.

2.13 NON-PARTICIPATING

This policy is  non-participating.  In other words,  no  dividends  will be paid
under this policy.


                           SECTION 3. PREMIUM PAYMENTS


3.1 GUARANTEED DEATH BENEFIT PREMIUM

You have the  option  to pay a planned  premium  based on the  Guaranteed  Death
Benefit Premium. The monthly premium is shown on the schedule pages.

During the Guaranteed Death Benefit Period, also shown on the schedule pages, if
net policy  funding meets or exceeds the Guaranteed  Death Benefit  requirement,
this  policy  will  remain in  force,  even if the net cash  surrender  value is
insufficient to cover monthly deductions.

3.2 MINIMUM PREMIUM

You have the option to pay a planned premium based on the Minimum  Premium.  The
monthly premium is shown on the schedule pages.

4065                               8

<PAGE>

During the first sixty months from the policy date shown on the  schedule  page,
when net policy funding meets or exceeds the Minimum  Benefit  requirement,  the
policy  will  remain  in  force,  even  if  the  net  cash  surrender  value  is
insufficient to cover monthly deductions.

3.3 PLANNED PERIODIC PREMIUM

This is a  flexible  premium  policy.  You may  choose to pay  planned  periodic
premiums,  and as  indicated in Sections 3.1 and 3.2, you may elect to base your
planned periodic premiums on the Guaranteed Death Benefit Premium or the Minimum
Premium.  However,  planned periodic  premiums are not required.  The amount and
frequency of the planned  periodic  premiums  you selected  when this policy was
issued is shown on the  schedule  pages.  You may  change the  frequency  of the
payments  or the amount by  sending a written  request  to our Home  Office.  We
reserve  the right to limit the amount and  frequency  of the  planned  periodic
premiums you choose to pay.

3.4 UNSCHEDULED PREMIUMS

Any premium we receive under this policy in an amount different from the planned
periodic premium will be considered an unscheduled premium. Unscheduled premiums
can be made at any time while this  policy is in force,  subject to the  premium
limits provision below.

3.5 PREMIUM LIMITS

We reserve the right to limit the amount and frequency of premium  payments.  We
will not  accept  that  portion  of a  premium  payment  which  affects  the tax
qualifications  of this  policy as  described  in Section  7702 of the  Internal
Revenue Code, as amended. This excess amount will be returned to you.

3.6 WHERE TO PAY PREMIUMS

Each premium after the first one is payable at our Home Office.  Upon request, a
receipt signed by our Secretary or an Assistant  Secretary will be given for any
premium payment.

3.7 NET PREMIUM

Before the premiums paid are allocated to the Subaccounts  and/or Fixed Account,
a percent of premium  charge for taxes is  deducted.  The amount of premium then
allocated is called the net premium.

3.8 PERCENT OF PREMIUM CHARGE FOR TAXES

The percent of premium  charge for taxes is deducted  from each premium  payment
received.  The  percent  of premium  charge  for taxes is shown on the  schedule
pages.

4065                                9

<PAGE>

3.9 ALLOCATION OF NET PREMIUMS

Unless  otherwise  required  by state  law,  the  initial  net  premium  will be
allocated on the issue date to the  Subaccounts  and/or the Fixed Account as you
have  selected  on the  application.  When  state  or  other  applicable  law or
regulation  requires return of at least your premium  payments should you return
this  policy  pursuant  to the  "Notice  of  Ten-Day  Right to  Examine  Policy"
provision  shown on the policy cover,  the initial net premium will be allocated
on the issue date to a money market  Subaccount,  unless you have allocated 100%
to the  Fixed  Account.  Then,  on the  13th  day  after  the  issue  date,  the
accumulation  value  will be  reallocated  to the  Subaccounts  and/or the Fixed
Account as you have selected on the  application.  If you have allocated 100% to
the Fixed Account, the accumulation value is immediately  allocated to the Fixed
Account on the issue date. Any additional  premium received will be allocated in
accordance  with your  instructions.  You may change the allocation of later net
premiums without charge.  The allocation will apply to future net premiums after
we receive the change.  The  Subaccounts  and the Fixed Account are discussed in
Sections 5 and 6.


                             SECTION 4. GRACE PERIOD
                                AND REINSTATEMENT
4.1 GRACE PERIOD

This policy will begin a 61 day grace period when:

a.     the  net  cash surrender  value  on  any  monthly  activity  date is  not
       sufficient to cover monthly deductions; and

b.     the Guaranteed Death Benefit is no longer in effect; and

c.     the Minimum Benefit is no longer in effect.

The 61 day grace  period  will begin on the day we mail a notice of the  premium
necessary to keep this policy in force.  We will mail this notice to you at your
last known address and to any assignee of record.  If sufficient  premium is not
paid by the end of the grace period, this policy will terminate without value.

If the  second  death  occurs  during  the grace  period,  the  overdue  monthly
deductions will be deducted from the death proceeds.

4.2 CONTINUATION OF INSURANCE

Insurance  coverage under this policy and any benefits  provided by any rider(s)
will be continued through the grace period.

4.3 REINSTATING THE POLICY

If both Insureds are living and  application  is made within five years from the
beginning of any grace period,  this policy can be considered for  reinstatement
if it terminated  because a grace period ended without  sufficient premium being
paid.

To qualify for  reinstatement,  you must send evidence  satisfactory  to us that
both Insureds are insurable in the same rating  classes that were in effect when
the grace period expired.  The effective date of the  reinstatement  will be the
first monthly  activity date on or next following the date the  application  for
reinstatement is approved.

4065                                   10

<PAGE>

To reinstate the policy, you will have to pay a premium equal to the greater of:

a.     a premium sufficient to bring the net cash surrender value as of the date
       of reinstatement to an amount above zero; or

b.     three times the  current  month's  monthly  deduction,  adjusted  for the
       percent of premium charge for taxes.

We will accept a premium larger than the applicable amount described above.

This policy  cannot be reinstated  if it has been  surrendered  for its net cash
surrender  value.  Any policy  debt will be  reinstated.  The  Guaranteed  Death
Benefit and Minimum Benefit provisions cannot be reinstated.


                           SECTION 5. SEPARATE ACCOUNT

5.1 THE ACCOUNT

The word Account,  where we use it in this policy without  qualification,  means
the Ameritas  Variable Life Insurance Company Separate Account V. This is a unit
investment  trust  registered  with the SEC under the Investment  Company Act of
1940.  It is also  subject  to the laws of  Nebraska.  We own the  assets of the
Account and keep them separate from the assets of our general account.

The  Account  is used only to fund the  variable  benefits  provided  under this
policy and any other variable life policies supported by the Account.

The assets of the Account  will be  available  to cover the  liabilities  of our
general  account  only to the extent that the assets of the  Account  exceed the
liabilities of the Account arising under the variable life policies supported by
the Account.

5.2 THE SUBACCOUNTS

The Account has a number of  Subaccounts.  We list those available on the policy
date on the  schedule  pages.  The  available  Subaccounts  may change after the
policy date.  Any changes will be disclosed by the  prospectus.  You  determine,
using  whole  percentages,  how the net  premium  will be  allocated  among  the
Subaccounts.  You may choose to allocate nothing to a particular Subaccount. The
allocations to the Subaccounts  along with allocations to the Fixed Account must
total  100%.  The  assets  of each  Subaccount  will be used to buy  shares in a
corresponding  portfolio  of the funding  vehicles  designated  on the  schedule
pages.  See Section 5.5. Income and realized and unrealized gains or losses from
the assets of each Subaccount are credited to or charged against that Subaccount
without regard to income, gains or losses in the other Subaccounts,  our general
account or any other separate accounts.

5.3 VALUATION OF ASSETS

The value of the assets of each Subaccount will be determined at the end of each
valuation date.

4065                                 11

<PAGE>

5.4 TRANSFER AMONG SUBACCOUNTS

You may  transfer  amounts  among  Subaccounts  as often as you wish in a policy
year.  The transfer will take effect on the later of the date  designated in the
request or on the valuation date following receipt of the written request at our
Home Office.

Each transfer must be for a minimum of $100 or the balance in the Subaccount, if
less.  The minimum  amount which can remain in a Subaccount  and/or in the Fixed
Account as a result of a transfer is $100. Any amount below this minimum must be
included in the amount transferred.

Transfers may be subject to additional restrictions by the Funds.

5.5 THE FUNDS

The word Funds, where we use it in this policy without qualification,  means the
funding  vehicles  designated on the schedule  pages.  The  available  Funds may
change.  Any  changes  will  be  disclosed  in the  prospectus.  The  Funds  are
registered with the SEC under the Investment  Company Act of 1940 as diversified
open-end management investment companies. The Funds bear their own expenses. The
Funds have several portfolios;  there is a portfolio that corresponds to each of
the  Subaccounts.  We list those  available  on the policy date on the  schedule
pages.

5.6 PORTFOLIO CHANGES

A  portfolio  of  the  Funds  might,  in our  judgment,  become  unsuitable  for
investment by a Subaccount.  This might happen because of a change in investment
policy,  because of a change in laws or  regulations,  because the shares are no
longer available for investment,  or for some other reason.  If that occurs,  we
have the right to  substitute  another  portfolio of the Funds,  or to invest in
another  fund.  We would first notify and receive  approval from the SEC and the
Nebraska  Insurance  Department.  This  approval  process  is on file  with  the
insurance  commissioner  of the  state  where  this  policy  is  delivered.  Any
portfolio changes will be disclosed in the prospectus.  If the SEC requires that
such  action  receive  approval  from a  majority  of the  policyholders  in the
Account,  then you will be notified of your right to vote.  You will be notified
of any material  change in the  investment  policy of any portfolio in which you
have an interest.  If you are dissatisfied with any change,  you always have the
option to  transfer  all or a portion  of your  accumulation  value to the Fixed
Account  (See  Section 6.2) or to one of the other  available  Subaccounts  (See
Section 5.4).


                          SECTION 6. THE FIXED ACCOUNT

6.1 THE FIXED ACCOUNT

Net premiums  allocated to and  transfers to the Fixed Account under this policy
become part of the general  account  assets of Ameritas  Variable Life Insurance
Company  which  support  annuity and  insurance  obligations.  The Fixed Account
includes all of Ameritas Variable Life Insurance Company's assets,  except those
assets segregated in separate accounts. Ameritas Variable Life Insurance Company
maintains the sole discretion to invest the assets of the Fixed Account, subject
to applicable law.

4065                                  12

<PAGE>

You determine, using whole percentages, how the premium will be allocated to the
Fixed  Account.  You may choose to allocate  nothing to the Fixed  Account.  The
allocations to the Fixed Account along with  allocations to the Subaccounts must
total 100%.

6.2 TRANSFERS AMONG THE FIXED ACCOUNT AND THE SUBACCOUNTS

You may transfer amounts into the Fixed Account from the Subaccounts at any time
during the policy year.

You  may  make  one  transfer  out  of the  Fixed  Account  to any of the  other
Subaccounts only during the 30 day period following each policy anniversary.

The allowable transfer amount out of the Fixed Account is limited to the greater
of:

a.     25% of the accumulation value in the Fixed Account; or

b.     any Fixed Account transfer which occurred during the prior 13 months; or

c.     $1,000.


                          SECTION 7. ACCUMULATION VALUE

7.1 HOW ACCUMULATION VALUE OF THE POLICY IS DETERMINED

The accumulation value of this policy on the issue date is:

a.     The net premiums received by us on or before the issue date; minus

b.     Any monthly deductions due on or before the issue date.

The accumulation  value of this policy on a valuation date is equal to the total
of the values in each  Subaccount and the Fixed Account,  plus the  accumulation
value impaired by policy debt which is held in the general account, plus any net
premium received on that valuation date but not yet allocated.

7.2 ACCUMULATION VALUE OF THE SUBACCOUNTS

To compute the accumulation value held in the Subaccounts on any valuation date,
we multiply each  Subaccount's  unit value (defined in Section 7.4 below) by the
number of Subaccount units allocated to this policy.

The number of Subaccount units will increase when:

a.     Net premiums are credited to that Subaccount;

b.     Transfers  from other  Subaccounts  or the Fixed  Account are credited to
       that Subaccount;

c.     Policy  debt  (principal  or  interest)  is repaid and  allocated  to the
       Subaccount,  or interest is credited  from the amount held in the general
       account to secure the policy debt.

4065                                    13

<PAGE>

The number of Subaccount units will decrease when:

a.     A policy loan is taken from that Subaccount;

b.     A partial withdrawal is taken from that Subaccount;

c.     A portion of the monthly deduction is taken from that Subaccount;

d.     A  transfer is  made from that  Subaccount  to other  Subaccounts  or the
       Fixed Account;

e.     Policy loan interest not paid when due is taken from  that Subaccount; or

f.     A portion of any transfer charge is taken from that Subaccount.

Each transaction  above will increase or decrease the number of Subaccount units
allocated  to  this  policy  by an  amount  equal  to the  dollar  value  of the
transaction  divided by the current  unit value on the  valuation  date for that
transaction.

7.3 NET ASSET VALUE

The net asset value of the shares of each  portfolio  of the Fund is  determined
once daily as of the close of  business  of the New York Stock  Exchange on days
when the Exchange is open for  business.  The net asset value is  determined  by
adding  the  values  of all  securities  and  other  assets  of  the  portfolio,
subtracting  liabilities  and expenses and dividing by the number of outstanding
shares of the portfolio.  Expenses,  including the investment  advisory fee, are
accrued daily.

7.4 SUBACCOUNT UNIT VALUE

For each Subaccount, the value of an accumulation unit (unit value) was set when
the Subaccount was established.  The unit value of each Subaccount  reflects the
investment  performance  of that  Subaccount.  The unit  value may  increase  or
decrease from one valuation date to the next.

The unit value of each  Subaccount on any valuation  date shall be calculated as
follows:

a.     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

b.     A daily  charge  for  administrative  expenses,  called  the  asset-based
       administrative expense charge, shown on the schedule page; minus

c.     A daily charge for  mortality  and  expense  risk  shown on the  schedule
       page; minus

d.     Any taxes payable by the Separate Account; divided by

e.     The total number of units held in the  Subaccount on the  valuation  date
       before the purchase or redemption of any units on that date.

When  transactions  are  made,  the  actual  dollar  amounts  are  converted  to
accumulation  units. The number of accumulation units for a transaction is found
by dividing the dollar  amount of the  transaction  by the current unit value on
the valuation date for that transaction.

4065                                   14

<PAGE>

7.5 ACCUMULATION VALUE OF THE FIXED ACCOUNT

The accumulation value of the Fixed Account on a valuation date is equal to:

a.     The net premiums credited to the Fixed Account; plus

b.     Any transfers from the Subaccounts credited to the Fixed Account; plus

c.     Any policy debt (principal or interest) repaid and allocated to the Fixed
       Account, or interest credited from the amount held in the general account
       to secure the policy debt; minus

d.     Any policy loan taken from the Fixed Account; minus

e.     Any partial withdrawal and its charge taken from the Fixed Account; minus

f.     The portion of the monthly deduction taken from the Fixed Account; minus

g.     Any transfer made from the Fixed Account; minus

h.     The portion of any transfer charge taken from the Fixed Account; minus

i.     Any policy loan interest not paid when due taken from the Fixed Account;
       plus

j.     Interest credits.

7.6 INTEREST CREDITS

We guarantee that the  accumulation  value in the Fixed Account will be credited
with  an  effective  annual  interest  rate of at  least  3.5%.  We may,  at our
discretion, credit a higher current rate of interest.

7.7 ADMINISTRATIVE EXPENSE CHARGE

On each monthly activity date,  one-twelfth of the annual administrative expense
charges will be deducted from the accumulation value. The maximum administrative
expense charge is shown on the schedule  pages. We have the option of charging a
current  administrative  expense charge which can be less than the maximum.  Any
current administrative expense charge will apply to all policies having the same
specified amount, policy year and policy month as this policy and whose Insureds
are the same  issue  age,  sex and risk  class as the  Insureds  covered by this
policy. The actual charges will be shown on your annual report.

7.8 COST OF INSURANCE

The cost of insurance  will be figured  each month.  It is the cost of insurance
for the basic policy  (including any increases in the specified amount) plus the
cost for any riders. The cost for this policy is equal to:

a.     the  death  benefit on  the monthly  activity  date, discounted  at  the
       guaranteed rate of interest for the Fixed Account for one month;

b.     less the  accumulation  value on the  monthly  activity  date,  after all
       monthly deductions have been taken except for the cost of insurance;

4065                                    15

<PAGE>

c.     the above result  multiplied  by the monthly cost per $1,000 of insurance
       (as described below in the Cost of Insurance Rates section);

d.     divided by $1,000.

The charges made during the policy year will be shown on the annual report.

7.9 COST OF INSURANCE RATES

For the initial  specified  amount,  the cost of insurance rates will not exceed
those shown on the SCHEDULE OF GUARANTEED  ANNUAL COST OF INSURANCE RATES in the
schedule  pages.  To calculate the monthly rates,  divide by 12 and round to the
nearest six decimal places.

The guaranteed rates shown on the schedule page have been adjusted for any table
rating and/or flat extra rating.

Each year,  the annual cost of  insurance  rates will be  declared  for the next
policy year.  These rates will be based on the issue age, sex, tobacco usage and
risk class of each Insured and the policy  duration.  The rates will be adjusted
for any table rating and/or flat extra rating.

Any change in the current cost of insurance  rates will apply to all Insureds of
the same issue age, sex,  tobacco  usage and risk class and whose  policies have
been in effect for the same length of time.

7.10 MONTHLY DEDUCTION

The monthly  deduction is made each policy month against the accumulation  value
allocated to the Account and to the Fixed Account.  Monthly  deductions  will be
deducted from the  Subaccounts  and the Fixed Account in the same  proportion as
the  balances  held  in the  Subaccounts  and the  Fixed  Account.  The  monthly
deduction is equal to:

a.     The monthly administrative expense charge for the  current policy  month;
       plus

b.     The cost of insurance for the current  policy  month,  including the cost
       for any rider.

Refer to the  SCHEDULE  OF  GUARANTEED  ANNUAL COST OF  INSURANCE  RATES and the
SCHEDULE OF MAXIMUM CHARGES on the schedule pages for further details.

7.11 ANNUAL REPORT

Each year the Owner will be mailed an annual  report that shows the  progress of
this policy. This report will show for the last policy year:

a.     premiums paid;

b.     expense charges;

c.     investment gains/losses; and

d.     cost of insurance.

4065                               16

<PAGE>

As of the date of the report, the following values will be shown:

a.     accumulation value;

b.     specified amount of insurance;

c.     death benefit; and

d.     outstanding debt, if any.

7.12 ILLUSTRATIVE REPORTS

We will send you an illustration  of projected  future death benefits under both
guaranteed and current  assumptions at any time if you send us a written request
for the  illustration.  If allowed by state law, a reasonable  fee not to exceed
$50 may be charged  for each  report.  The fee will be one that is in effect for
this service at the time you make the request.

The illustration will be based on assumptions as to:

a.     Specified amount;

b.     Type of death benefit option;

c.     Future premium payments; and

d.     Other necessary items.



                         SECTION 8. POLICY SURRENDER AND
                               PARTIAL WITHDRAWALS

8.1 SURRENDER OF THE POLICY

This  policy may be  surrendered  for its net cash  surrender  value at any time
during the lifetimes of either Insured.

8.2 NET CASH SURRENDER VALUE

The amount  payable upon  surrender is the  accumulation  value on the valuation
date we receive your written request,  less any surrender charges,  and less any
outstanding policy debt. The net cash surrender value is payable in one lump sum
or under one of the payment options. See Section 12.

8.3 Surrender Charge

The surrender  charge is based on the initial  specified  amount of insurance at
issue and any increase in specified amount.

8.4 PARTIAL WITHDRAWAL

A partial  withdrawal of this policy may be made for any amount of at least $500
subject to the following rules:

4065                               17

<PAGE>

a.     The net cash surrender value remaining after a partial withdrawal must be
       at least $1,000 or an amount  sufficient to maintain this policy in force
       for the remainder of the policy year.

b.     A partial withdrawal is irrevocable.

c.     The request must be made to us in writing on a form approved by us.

d.     A  withdrawal  charge will be  deducted  from the amount  withdrawn.  The
       charge will not exceed the lesser of $50 or 2% of the amount withdrawn.

Partial withdrawals will affect other policy values. The accumulation value will
be reduced by the amount of the partial withdrawal. If Death Benefit Option A is
in effect on the date of a partial  withdrawal,  the  specified  amount  will be
reduced by the amount of the  partial  withdrawal.  These  reductions  will also
reduce the death  benefits.  See Section 9. The  withdrawal  will affect the net
policy  funding  used to determine if the  Guaranteed  Death  Benefit or Minimum
Benefit is to remain in effect. See Sections 2.3 and 2.4.

You may tell us how to allocate  the partial  withdrawal  among the  Subaccounts
and/or the Fixed  Account,  provided  that the  minimum  amount  remaining  in a
Subaccount  and/or the Fixed  Account as a result of the  allocation is $100. If
you do not, or if there is not enough  value in any  Subaccount  or in the Fixed
Account,  the partial withdrawal will be allocated among the Subaccounts and the
Fixed Account in the same proportion as the balances held in each Subaccount and
the Fixed Account on the date we receive the request in our Home Office.

8.5 POSTPONEMENT OF PAYMENTS

We will  usually pay any amounts  payable  from the  Subaccounts  as a result of
surrender,  partial  withdrawal  or policy loan  within  seven (7) days after we
receive written request in our Home Office on a form  satisfactory to us. We can
postpone such payments or any transfers of amounts between Subaccounts if:

a.     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 SEC; or

b.     The SEC  by  order permits  the   postponement   for  the  protection  of
       policyowners; or

c.     An  emergency  exists  as  determined  by the SEC,  as a result  of which
       disposal  of  securities  is not  reasonable,  practicable,  or it is not
       reasonable or practicable to determine the value of the net assets of the
       Account.

We may defer the payment of a full surrender,  partial withdrawal or policy loan
from the  Fixed  Account  for up to six  months  from the date we  receive  your
written request.


                            SECTION 9. DEATH BENEFIT


9.1 DEATH BENEFIT PROCEEDS

The death  benefit  proceeds  payable  to the  beneficiary  upon our  receipt of
satisfactory  proof of the death of both Insureds  while this policy is in force
will equal:

4065                                   18

<PAGE>

a.     The death benefit; plus

b.     Any additional life insurance proceeds provided by any rider; minus

c.     Any outstanding policy debt; minus

d.     Any overdue monthly  deductions  including the deduction for the month of
       the second death.

9.2 INTEREST ON PROCEEDS

Death benefit proceeds that are paid in one lump sum will include interest if we
do not pay the proceeds within 30 days of receiving  satisfactory proof of death
of both Insureds. The rate of interest will be the greater of:

a.     3% per annum.

b.     the current rate of interest payable on death benefit proceeds.

c.     the rate required by state law.

Interest  will  accrue from the date we receive  satisfactory  proof of death of
both Insureds to the date of payment of the death benefit proceeds.

9.3 DEATH BENEFIT

Subject to the  provisions of this policy,  the death benefit option at any time
shall be either Option A or Option B. The initial death benefit  option is shown
on the schedule pages. It may be changed as described in Section 10.1.

Option A:  Basic Coverage

The death benefit will be the greater of:

a.     The current specified amount; or

b.     A percentage of the  accumulation  value on the second  death,  where the
       applicable percentage is determined from the table shown below.

Option B:  Basic Coverage Plus Accumulation Value

The death benefit will be the greater of:

a.     The current specified  amount plus the accumulation value on  the  second
       death; or

b.     A percentage of the  accumulation  value on the second  death,  where the
       applicable percentage is determined from the table shown below.

4065                                  19

<PAGE>
<TABLE>
<CAPTION>
    <S>                      <C>                     <C>                       <C>

        Younger                                          Younger
       Insured's              Applicable                Insured's               Applicable
         Age *                Percentage                  Age *                 Percentage
       ---------              ----------                ---------               ----------

      40 or less                 250%                      60                     130%
          41                     243                       61                     128
          42                     236                       62                     126
          43                     229                       63                     124
          44                     222                       64                     122
          45                     215                       65                     120
          46                     209                       66                     119
          47                     203                       67                     118
          48                     197                       68                     117
          49                     191                       69                     116
          50                     185                       70                     115
          51                     178                       71                     113
          52                     171                       72                     111
          53                     164                       73                     109
          54                     157                       74                     107
          55                     150                      75-90                   105
          56                     146                       91                     104
          57                     142                       92                     103
          58                     138                       93                     102
          59                     134                   94 or older                101
</TABLE>

*Younger  Insured's Age means age of the younger  Insured on the issue date plus
the number of complete policy years this policy has been in effect.


9.4 POSTPONEMENT OF PAYMENT

We will usually pay any death  benefit  proceeds  within seven (7) days after we
receive satisfactory proof of death of both Insureds.

9.5 DEATH OF FIRST INSURED

During the period  following  the death of one of the  Insureds but prior to the
second death, this policy will remain in force subject to the grace period.  The
death of the first  Insured will have no effect on the cost of  insurance  rates
for this  policy.  Satisfactory  proof of death of the first  Insured  should be
submitted to our Home Office within one year of the date of death.

9.6 SIMULTANEOUS DEATH

If a simultaneous death occurs, only one death benefit is payable.

4065                             20

<PAGE>
                           SECTION 10. POLICY CHANGES
                             AND EXCHANGE OF POLICY

10.1 CHANGE IN DEATH BENEFIT OPTIONS

You may change the death benefit option which is shown on the schedule pages and
is referred to in Section 9. The death benefit  option may not be changed in the
first  policy year and may only be changed  once a year  thereafter.  The change
will become  effective on the first monthly  activity date on or next  following
the date we approve your requested change.

If you change from Option A to Option B, the  specified  amount after the change
will equal the death benefit prior to the change, less the accumulation value as
of the date of  change.  A change  from  Option B to  Option A will  change  the
specified  amount to an  amount  equal to the  death  benefit  as of the date of
change.

10.2 CHANGE IN THE SPECIFIED AMOUNT

After this policy has been in effect for one year,  you can increase or decrease
the specified  amount while both Insureds are living.  To make a change,  send a
written request to our Home Office.  Any change will be effective on the monthly
activity date on or next  following the date we approve the request,  unless you
specify a later date. You may only change the specified amount once a year.

10.3 Decreasing the Specified Amount

A decrease in the specified amount is subject to the following conditions:

a.     A decrease  may not be made  during the first  policy year nor during the
       first 12 policy months  following an increase in specified  amount except
       for a decrease which was the result of a partial withdrawal.

b.     The  specified  amount in  effect  after  any  decrease  may not  be less
       than $100,000.

c.     No decrease is permitted  which  affects the tax  qualifications  of this
       policy as  described in Section 7702 of the  Internal  Revenue  Code,  as
       amended.

10.4 INCREASING THE SPECIFIED AMOUNT

Any increase of the specified amount is subject to the following conditions:

a.     An increase may not be made in the first policy year.

b.     A supplemental  application for the increase and satisfactory evidence of
       insurability  that both Insureds are insurable in the same rating classes
       currently in effect for this policy.

c.     The minimum amount of any increase is $50,000.

d.     An increase  cannot be made if either Insured was over age 85 on the most
       recent policy anniversary.

4065                                 21

<PAGE>

e.     If an  increase  occurs  during the first five  policy  years the Minimum
       Premium  will be  increased  on the date of change.  The Minimum  Benefit
       requirement  will reflect the change in the Minimum Premium from the date
       of change.

f.     If an increase  occurs during the Guaranteed  Death Benefit  Period,  the
       Guaranteed Death Benefit Premium will be increased on the date of change.
       The Guaranteed  Death Benefit  requirement will reflect the change in the
       Guaranteed Death Benefit Premium from the date of change.

g.     At the time of the increase,  the accumulation  value, less any surrender
       charges  less any  outstanding  policy  debt must be at least equal to 12
       times the current  month's monthly  deduction  reflecting the increase in
       specified  amount.  If this  value is not  sufficient  to  support  these
       monthly deductions for at least one year beyond the effective date of the
       increase,  additional  premiums may be required.  You will be notified of
       any additional premium due.

10.5 SURRENDER CHARGE FOR INCREASES

An  additional  surrender  charge  will be imposed  under  this  policy for each
requested increase in specified amount. The additional  surrender charge will be
deducted  upon the  surrender  of this  policy at any time  during  the 14 years
following the increase.  The amount of the additional  surrender charge is shown
in the schedule pages. The amount of the surrender charge due to the increase in
each policy year after the increase is determined by multiplying the appropriate
rate from the schedule  times the amount of the requested  increase and dividing
by 1000. See the Schedule of Surrender Charges for Increases.

10.6 TIME PERIOD FOR SPECIAL TRANSFER

At any time within 24 months of the policy date shown on the schedule  pages you
may request a transfer of the entire  accumulation  value in the  Subaccounts to
the Fixed Account.


                            SECTION 11. LOAN BENEFITS


This  policy  has  loan  benefits  that  are  described  below.  The  amount  of
outstanding loans plus accrued interest is called  outstanding  policy debt. Any
outstanding  policy debt will be deducted  from  proceeds  payable at the second
death, or on surrender.

11.1 MAKING A POLICY LOAN

After the first policy  anniversary,  you may obtain a policy loan from us. This
policy is the only security required. The Maximum Available Loan Amount is equal
to the net  cash  surrender  value at the  time of the  loan  less  the  monthly
deductions  remaining  for the balance of the policy year,  less interest on the
policy debt including the requested loan to the next policy anniversary date.

4065                                 22

<PAGE>

11.2 LOAN INTEREST

The  maximum  interest  rate on any loan is 6% per year.  We have the  option of
charging  less.  Interest  accrues  daily and becomes a part of the policy debt.
Interest payments are due on each anniversary date. If interest is not paid when
due,  it will be added to the  policy  debt and will bear  interest  at the rate
charged on the loan.

11.3 REDUCED LOAN INTEREST RATE

The loan  interest  rate will be reduced to a maximum  of 4% for  eligible  loan
amounts.  This  reduced  loan  interest  rate is available on and after the 10th
policy  anniversary.  The eligible  loan amount for a reduced loan interest rate
will be equal to the  accumulation  value plus any previous  withdrawals,  minus
total  premiums  paid and minus any  outstanding  policy  debt held at a reduced
interest rate. However,  the total reduced loan amount cannot exceed the Maximum
Available Loan Amount. If a regular loan is in effect on the policy anniversary,
it will be  converted to a loan with the reduced  loan  interest  rate up to the
eligible  amount.  Interest on loans with a reduced interest rate will accrue at
the reduced loan rate.

11.4 OTHER BORROWING RULES

When a policy  loan is made,  or when  interest  is not paid when due, an amount
sufficient to secure the policy debt is transferred  out of the  Subaccounts and
the Fixed Account and into our general account.  You may tell us how to allocate
that accumulation  value among the Subaccounts and/or the Fixed Account provided
that the amount  remaining in a Subaccount  or the Fixed  Account as a result of
the allocation is $100. Without specific direction,  the accumulation value will
be  allocated  among  the  Subaccounts  and/or  the  Fixed  Account  in the same
proportion that the policy's accumulation value in each Subaccount and the Fixed
Account bears to the total  accumulation  value in all Subaccounts and the Fixed
Account on the date we make the loan.

Accumulation  value  transferred  into the general account to secure policy debt
will be  credited  with 3.5%  interest  annually.  The  interest  earned will be
allocated to the Subaccounts  and/or the Fixed Account in the same manner as net
premiums.

On any monthly activity date, if the policy debt exceeds the accumulation  value
less any  surrender  charge and any accrued  expense  charges,  you must pay the
excess.  Unless the Minimum Benefit or Guaranteed Death Benefit is in effect, we
will send you a notice of the amount you must pay. If you do not pay this amount
within 61 days after we send notice,  this policy will terminate  without value.
We will send the notice to you and to any assignee of record at our Home Office.
See Section 4.1.

Any loan transaction will permanently affect the values of this policy.

11.5 REPAYING A POLICY DEBT

You can repay a policy debt in part or in full anytime during the life of either
Insured while this policy is in force. Repayment must be specifically identified
as such by you. When a loan repayment is made, accumulation value in the general
account related to that payment will be transferred into the Subaccounts  and/or
the Fixed Account in the same proportion that net premiums are being allocated.

4065                             23

<PAGE>
                           SECTION 12. PAYMENT OPTIONS

Death benefit  proceeds or the net cash surrender value will be paid in one lump
sum if no option is chosen.  Subject to the rules stated  below,  all or part of
the proceeds can be paid under a payment  option.  During the lifetime of either
Insured  you can choose a payment  option.  A  beneficiary  can choose a payment
option if you have not chosen one at the second death.

12.1 PAYMENT OPTION RULES

There are several important payment option rules:

a.     An association,  corporation, partnership or fiduciary can only receive a
       lump sum payment or a payment under Option b.

b.     If this policy is assigned,  any amount due to the assignee will first be
       paid in one sum.  The balance,  if any, may be applied  under any payment
       option.

c.     If the payments under any option come to less than $100 each, we have the
       right to make payments at less frequent intervals.

d.     The rate of interest payable under Options ai, aii and b is guaranteed at
       3% compounded  annually.  Payments  under Option c and d are based on the
       1983 Individual  Annuity Tables  projected 17 years with an interest rate
       of 3%.

To choose an option,  you must send a written request  satisfactory to us to our
Home Office.

12.2 DESCRIPTION OF OPTIONS

Option ai

Interest  Payment  Option.  We 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 us.

Option aii

Fixed Amount Payable Option.  Each payment will be for an agreed fixed amount.
Payments continue until the amount we hold 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 or a lump sum refund.

4065                              24

<PAGE>

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, payments will continue for the lifetime of the other.  Variations
provide for a reduced  amount of payment  during the  lifetime of the  surviving
person.



                            SECTION 13. NOTES ON OUR
                                  COMPUTATIONS


13.1 BASIS OF COMPUTATION

In our  computations,  we assume that the minimum  values and reserves  held for
benefits guaranteed in the Fixed Account will earn interest at an annual rate of
3.5%.  We use mortality  rates from the  Commissioners  1980  Standard  Ordinary
Smoker and Nonsmoker,  Male and Female Continuous  Function  Mortality Tables in
computing minimum values and reserves for this policy. The nonsmoker values from
these  Tables are used for  Insureds  who are  non-tobacco  users and the smoker
values from these Tables are used for Insureds who are tobacco  users.  The male
values  from these  Tables are used for male  Insureds.  The female  values from
these Tables are used for female Insureds.

13.2 METHODS OF COMPUTING VALUES

We have filed a detailed statement of the method we use to compute policy values
and benefits  with the state where this policy was  delivered.  All these values
and benefits are not less than those required by the laws of that state.

Reserves are calculated in accordance with the Standard  Non-Forfeiture  Law and
Valuation  Law of the state in which this  policy is  delivered.  In no instance
will reserves be less than the net cash surrender values.

4065                                   25

<PAGE>


                       This page left intentionally blank.


<PAGE>
<TABLE>
<CAPTION>

                          TABLES OF SETTLEMENT OPTIONS

<S>   <C>      <C>   <C>            <C>   <C>    <C>    <C>    <C>   <C>     <C>    <C>    <C>  <C>
TABLE B (OPTION B)                  TABLE D (OPTION D)
Monthly Installments for            Monthly Installments for each $1,000 of Net Proceeds
each $1,000 of Net Proceeds
                                         Male &        Male &        Male &        Male &       Male &
Years Monthly  Years Monthly        Age  Female   Age  Female   Age  Female   Age  Female  Age  Female
- ----------------------------       -------------------------------------------------------------------
   1   84.47    11    5.86           40   3.16    50    3.50    60    4.05    70    5.07   80    7.08
   2   42.86    12    8.24           41   3.19    51    3.54    61    4.13    71    5.21   81    7.37
   3   28.99    13    7.71           42   3.22    52    3.59    62    4.21    72    5.36   82    7.69
   4   22.06    14    7.26           43   3.25    53    3.63    63    4.29    73    5.53   83    8.03
   5   17.91    15    6.87           44   3.28    54    3.68    64    4.38    74    5.70   84    8.40
 --------------------------         ------------------------------------------------------------------
   6   15.14    16    6.53           45   3.31    55    3.74    65    4.48    75    5.89   85    8.79
   7   13.16    17    6.23           46   3.34    56    3.79    66    4.58    76    6.10
   8   11.68    18    5.96           47   3.38    57    3.85    67    4.69    77    6.32
   9   10.53    19    5.73           48   3.42    58    3.92    68    4.81    78    6.55
  10    9.61    20    5.51           49   3.46    59    3.98    69    4.93    79    6.81
- ---------------------------         ------------------------------------------------------------------
</TABLE>

     Income for payments other than monthly will be furnished by our Home Office
upon request.

     Table D values for combinations of ages not shown and values for 2 males or
     2 females will be furnished by our Home Office upon request.

TABLE C (OPTION C)  Monthly Installments for each $1,000 of Net proceeds
<TABLE>
<CAPTION>
<S>  <C>    <C>    <C>    <C>    <C>    <C>           <C>    <C>    <C>    <C>    <C>    <C>    <C>

                  Female                                                    Male
- ---------------------------------------------         ------------------------------------------------
      Life     Months Certain           Cash                 Life       Months Certain           Cash
 Age  Only    60     120   180    240   Ref.           Age   Only     60      120    180   240   Ref.
- ---------------------------------------------         ------------------------------------------------
 40   3.54   3.54   3.53   3.52  3.50   3.46             40  3.33     3.33   3.33   3.32  3.31   3.29
 41   3.58   3.58   3.57   3.56  3.54   3.50             41  3.36     3.36   3.36   3.36  3.35   3.32
 42   3.63   3.63   3.62   3.60  3.57   3.54             42  3.40     3.40   3.40   3.39  3.38   3.36
 43   3.68   3.67   3.66   3.64  3.62   3.58             43  3.44     3.44   3.43   3.43  3.41   3.39
 44   3.73   3.72   3.71   3.69  3.66   3.62             44  3.48     3.48   3.47   3.46  3.45   3.42
- ---------------------------------------------           ----------------------------------------------
 45   3.78   3.77   3.76   3.74  3.70   3.66             45  3.52     3.52   3.51   3.50  3.49   3.46
 46   3.83   3.83   3.81   3.79  3.75   3.70             46  3.56     3.56   3.55   3.54  3.53   3.50
 47   3.89   3.89   3.87   3.84  3.80   3.75             47  3.61     3.60   3.60   3.59  3.57   3.54
 48   3.95   3.94   3.93   3.89  3.85   3.80             48  3.65     3.65   3.65   3.63  3.61   3.58
 49   4.01   4.01   3.99   3.95  3.90   3.85             49  3.70     3.70   3.69   3.68  3.66   3.62
- ---------------------------------------------           ----------------------------------------------
 50   4.08   4.07   4.05   4.01  3.95   3.90             50  3.76     3.75   3.75   3.73  3.70   3.67
 51   4.15   4.14   4.11   4.07  4.00   3.96             51  3.81     3.81   3.80   3.78  3.75   3.72
 52   4.22   4.21   4.18   4.13  4.06   4.02             52  3.87     3.87   3.86   3.83  3.80   3.76
 53   4.30   4.29   4.26   4.20  4.12   4.08             53  3.93     3.93   3.91   3.89  3.85   3.82
 54   4.38   4.37   4.33   4.27  4.18   4.14             54  4.00     3.99   3.98   3.95  3.91   3.87
- ---------------------------------------------           ----------------------------------------------
 55   4.47   4.45   4.41   4.34  4.24   4.21             55  4.06     4.06   4.04   4.01  3.96   3.93
 56   4.56   4.54   4.50   4.42  4.30   4.28             56  4.14     4.13   4.11   4.08  4.02   3.99
 57   4.65   4.64   4.59   4.50  4.36   4.35             57  4.21     4.21   4.19   4.14  4.08   4.05
 58   4.75   4.74   4.68   4.58  4.43   4.42             58  4.29     4.29   4.26   4.22  4.14   4.12
 59   4.86   4.84   4.78   4.66  4.49   3.40             59  4.38     4.37   4.34   4.29  4.21   4.18
- ---------------------------------------------           ----------------------------------------------
 60   4.98   4.96   4.88   4.75  4.56   4.59             60  4.47     4.46   4.43   4.37  4.28   4.26
 61   5.10   5.08   4.99   4.84  4.62   4.67             61  4.57     4.56   4.52   4.45  4.34   4.33
 62   5.23   5.20   5.11   4.93  4.69   4.77             62  4.67     4.66   4.62   4.54  4.41   4.41
 63   5.38   5.34   5.23   5.03  4.76   4.86             63  4.78     4.77   4.72   4.63  4.48   4.50
 64   5.53   5.49   5.35   5.13  4.82   4.96             64  4.90     4.88   4.82   4.72  4.55   4.58
- ---------------------------------------------           ---------------------------------------------
 65   5.69   5.64   5.49   5.23  4.88   5.07             65  5.02     5.00   4.94   4.82  4.63   4.68
 66   5.86   5.80   5.63   5.33  4.95   5.18             66  5.16     5.13   5.06   4.92  4.70   4.78
 67   6.04   5.98   5.77   5.43  5.01   5.29             67  5.30     5.27   5.18   5.02  4.77   4.88
 68   6.24   6.16   5.92   5.53  5.06   5.41             68  5.45     5.42   5.32   5.13  4.85   4.99
 69   6.45   6.36   6.07   5.64  5.12   5.54             69  5.61     5.58   5.46   5.23  4.92   5.10
- ---------------------------------------------           ----------------------------------------------
 70   6.67   6.56   6.23   5.74  5.17   5.67             70  5.79     5.75   5.60   5.35  4.98   5.22
 71   6.91   6.78   6.40   5.84  5.21   5.81             71  5.98     5.93   5.76   5.46  5.05   5.35
 72   7.16   7.01   6.57   5.93  5.26   5.96             72  6.19     6.13   5.92   5.57  5.11   5.49
 73   7.43   7.25   6.74   6.03  5.30   6.11             73  6.41     6.34   6.10   5.69  5.17   5.63
 74   7.72   7.51   6.91   6.12  5.33   6.27             74  6.66     6.56   6.27   5.80  5.22   5.78
- ---------------------------------------------           ----------------------------------------------
 75   8.03   7.77   7.09   6.20  5.36   6.44             75  6.92     6.81   6.46   5.91  5.27   5.94
 76   8.36   8.06   7.26   6.28  5.39   6.62             76  7.20     7.06   6.65   6.02  5.31   6.11
 77   8.71   8.35   7.44   6.36  5.42   6.81             77  7.50     7.34   6.85   6.12  5.35   6.29
 78   9.09   8.67   7.62   6.43  5.44   7.00             78  7.83     7.63   7.04   6.22  5.38   6.48
 79   9.50   8.99   7.79   6.50  5.45   7.21             79  8.18     7.94   7.25   6.31  5.41   6.67
- ---------------------------------------------           ----------------------------------------------
 80   9.93   9.33   7.96   6.56  5.47   7.43             80  8.56     8.27   7.45   6.39  5.43   6.88
 81  10.40   9.68   8.12   6.61  5.48   7.65             81  8.98     8.62   7.65   6.47  5.45   7.11
 82  10.89  10.05   8.28   6.66  5.49   7.89             82  9.43     8.99   7.85   6.54  5.47   7.34
 83  11.42  10.42   8.43   6.70  5.50   8.15             83  9.92     9.37   8.04   6.60  5.48   7.58
 84  11.98  10.80   8.58   6.74  5.50   8.41             84 10.45     9.78   8.22   6.65  5.49   7.84
 85  12.58  11.19   8.71   6.77  5.51   8.69             85 11.02    10.20   8.39   8.70  5.50   8.12
- ---------------------------------------------           ----------------------------------------------
</TABLE>

     Income for payments other than monthly will be furnished by our Home Office
     upon request.

     Table C values  for ages  below 40 and above 85, and values for 300 and 360
     months certain will be furnished by our Home Office upon request.

4065                                   27

<PAGE>

                       This page left intentionally blank.


<PAGE>
                                 POLICY SCHEDULE


INSUREDS:      John E Specimen                       POLICY NUMBER: 2100004065
               Issue Age: 35    Sex: Male
                                                     POLICY DATE:   May 1, 1999

               Mary E Specimen
               Issue Age - 35   Sex: Female          * PLANNED ANNUAL
                                                     PERIODIC PREMIUM: $1,824.96

INITIAL SPECIFIED                                    INITIAL PREMIUM:  $1,824.96
AMOUNT OF INSURANCE:  $500,000

Owner:  John E Specimen


INITIAL DEATH BENEFIT OPTION:  A

MINIMUM PREMIUM: Monthly                                    $ 99.35

GUARANTEED DEATH BENEFIT PREMIUM: Monthly                   $152.08

GUARANTEED DEATH BENEFIT PERIOD:
      The Guaranteed Death Benefit Period will expire on May 1, 2049.

RATING CLASS:         John E Specimen
                           Preferred, No Tobacco Use

                      Mary E Specimen
                           Preferred, No Tobacco Use

LOANS:
      The maximum loan  interest  rate is 6.00%.  The  interest  credited on any
      loaned part of the values will be no less than 3.50%.

MODES OF PAYMENT FOR PLANNED PERIODIC PREMIUMS:

  Annual             Semi-Annual           Quarterly           Monthly
  $1,824.96          $912.48               $456.24             $152.08


*    This  reflects  the  planned  premium and mode you  selected at issue.  For
     further information, see policy Section 3. PREMIUM PAYMENTS.


4065                                 1-PS

<PAGE>
                              SCHEDULE OF BENEFITS



INSUREDS:       John E Specimen                       Policy Number:  2100004065
                Mary E Specimen



                                      INITIAL
                                  SPECIFIED AMOUNT            MATURITY OR
BENEFIT                             OF INSURANCE            EXPIRATION DATE*
- -------                             ------------            ----------------

Survivorship Flexible Premium         $500,000                Second Death
Variable Life
Form 4065**


*    NOTE:  It is possible that coverage may not continue to the second death if
     premium payments are not sufficient.

**   Form  number  corresponds  to form  number in the lower left hand corner of
     each benefit description.


4065                                 1.1-SB

<PAGE>
                              SCHEDULE OF BENEFITS
                                   (Continued)



INSUREDS:       John E Specimen                       POLICY NUMBER:  2100004065
                Mary E Specimen


                               INITIAL
                           SPECIFIED AMOUNT             ANNUAL
BENEFIT                      OF INSURANCE            PREMIUM COST *
- -------                      ------------            --------------

      (This page is used to show any riders that are a part of the policy.)


*    For any rider, this is the annual rider cost of insurance at issue.  (NOTE:
     These  amounts  shown are not  additional  premiums due but are the amounts
     deducted  from  the  accumulation   value.)  See  each  rider  for  further
     information.

**   Form  number  corresponds  to form  number in the lower left hand corner of
     each benefit description.


4065                               1.2-SB

<PAGE>
                       LIST OF SUBACCOUNTS AND PORTFOLIOS

Each subaccount of the Ameritas Variable Life Insurance Company (AVLIC) Separate
Account V invests in a specific portfolio of the following funds:

         Calvert Variable Series, Inc. Ameritas Portfolios ("Ameritas")
                    Fidelity Variable Insurance Products Fund
                  Fidelity Variable Insurance Products Fund II
                    (collectively referred to as "Fidelity")
                          Alger American Fund ("Alger")
                      MFS Variable Insurance Trust ("MFS")
            Morgan Stanley Dean Witter Universal Funds, Inc. ("MSDW")

<TABLE>
<CAPTION>
<S>           <C>                                    <C>                                   <C>

                                                                                                    INITIAL
                                                       CORRESPONDING                          ALLOCATION OF
FUND           PORTFOLIO                               SUBACCOUNT                              NET PREMIUMS

Ameritas       Money Market                            Money Market Subaccount                           0%
               Index                                   Index Subaccount                                  0%
               Growth                                  Growth Subaccount                                 0%
               Income & Growth                         Income & Growth Subaccount                        0%
               Small Capitalization                    Small Capitalization Subaccount                   0%
               MidCap Growth                           MidCap Growth Subaccount                          0%
               Emerging Growth                         Emerging Growth Subaccount                        0%
               Research                                Research Subaccount                               0%
               Growth With Income                      Growth With Income Subaccount                     0%
Fidelity       Equity-Income: Service Class            Equity-Income: Service Class Subaccount           0%
               Growth: Service Class                   Growth: Service Class Subaccount                  0%
               High Income: Service Class              High Income: Service Class Subaccount             0%
               Overseas: Service Class                 Overseas: Service Class Subaccount                0%
               Asset Manager: Service Class            Asset Manager: Service Class Subaccount          50%
               Investment Grade Bond                   Investment Grade Bond Subaccount                  0%
               Asset Manager: Growth: Service Class    Asset Manager: Growth: Service Class Subaccount   0%
               Contrafund: Service Class               Contrafund: Service Class Subaccount              0%
Alger          Balanced                                Balanced Subaccount                              50%
               Leveraged AllCap                        Leveraged AllCap Subaccount                       0%
MFS            Utilities                               Utilities Subaccount                              0%
               Global Governments                      Global Government Subaccount                      0%
               New Discovery                           New Discovery Subaccount                          0%
MSDW           Emerging Markets Equity                 Emerging Markets Equity Subaccount                0%
               Global Equity                           Global Equity Subaccount                          0%
               International Magnum                    International Magnum Subaccount                   0%
               Asian Equity                            Asian Equity Subaccount                           0%
               U.S. Real Estate                        U.S. Real Estate Subaccount                       0%



Net premiums may also be allocated to the AVLIC Fixed Account.
                                                                                                   INITIAL
                                                                                             ALLOCATION OF
                                                                                              NET PREMIUMS
AVLIC Fixed Account                                                                                     0%

</TABLE>





4065                              1-LSP

<PAGE>
                          SCHEDULE OF MAXIMUM CHARGES


ASSET-BASED ADMINISTRATIVE EXPENSE CHARGE:
      The maximum daily  asset-based  administrative  expense charge is .000409%
      (.15% annually).

MORTALITY AND EXPENSE RISK CHARGE:
      The maximum  daily  mortality  and expense  risk charge is .002050%  (.75%
      annually)  for years 1-15 and .000820%  (.30%  annually)  for years 16 and
      over.

ADMINISTRATIVE EXPENSE CHARGE:
      The maximum  annual  administrative  expense charge is $192 plus $1.20 per
      $1000 of Specified Amount.

PERCENT OF PREMIUM CHARGE FOR TAXES:
      The  maximum  percent  of  premium  charge  for  taxes  is 3% of  premiums
      received.

TRANSFER CHARGE:
      The first 15 transfers  between  Subaccounts  and/or the Fixed Account per
      policy year are free. Thereafter,  the maximum charge for each transfer is
      $10.00

PARTIAL WITHDRAWAL CHARGE:
      The maximum charge for each partial  withdrawal is the lesser of $50 or 2%
      of the amount withdrawn.

SURRENDER CHARGE:
      The following table shows the surrender  charge for the initial  specified
      amount based on the policy year of surrender.

      For any  increase in  specified  amount,  a surrender  charge based on the
      increase  will be imposed in  addition  to the  surrender  charges  stated
      below.

                    POLICY YEAR
                   OF SURRENDER                        AMOUNT
                   ------------                        ------

                         1                            $1,825.00
                         2                            $1,825.00
                         3                            $1,825.00
                         4                            $1,825.00
                         5                            $1,825.00
                         6                            $1,640.00
                         7                            $1,460.00
                         8                            $1,275.00
                         9                            $1,095.00
                        10                            $  910.00
                        11                            $  730.00
                        12                            $  545.00
                        13                            $  365.00
                        14                            $  180.00
                        15                            $    0.00


4065                              1-SC

<PAGE>
                          SCHEDULE OF GUARANTEED ANNUAL
                            COST OF INSURANCE RATES*


INSURED:  John E Specimen                           POLICY NUMBER:    2100004065
ISSUE AGE - Sex:  35 Male
                                                      POLICY DATE:   May 1, 1999
INSURED:  Mary E Specimen
ISSUE AGE - SEX   35 Female

<TABLE>
<CAPTION>
<S>                           <C>                              <C>                      <C>

 POLICY YEAR                   RATE PER $1,000                   POLICY YEAR              RATE PER $1,000
  BEGINNING                       OF AMOUNT                       BEGINNING                  OF AMOUNT
    MAY 1                          AT RISK                          MAY 1                     AT RISK
    -----                          -------                          -----                     -------
    1999                          0.002550                           2032                    8.617181
    2000                          0.008379                           2033                   10.096144
    2001                          0.015407                           2034                   11.854523
    2002                          0.023848                           2035                   13.982464
    2003                          0.033935                           2036                   16.585187
    2004                          0.046379                           2037                   19.735962
    2005                          0.061287                           2038                   23.462341
    2006                          0.078827                           2039                   27.767980
    2007                          0.099432                           2040                   32.637921
    2008                          0.123471                           2041                   38.068816
    2009                          0.152095                           2042                   44.111370
    2010                          0.185551                           2043                   50.913181
    2011                          0.224785                           2044                   58.682210
    2012                          0.270573                           2045                   67.625490
    2013                          0.324602                           2046                   77.940066
    2014                          0.388968                           2047                   89.634942
    2015                          0.465843                           2048                  102.590276
    2016                          0.558910                           2049                  116.623334
    2017                          0.671000                           2050                  131.580191
    2018                          0.802654                           2051                  147.321578
    2019                          0.958487                           2052                  163.771527
    2020                          1.138720                           2053                  181.013310
    2021                          1.343382                           2054                  199.155246
    2022                          1.579127                           2055                  218.543189
    2023                          1.857247                           2056                  239.830634
    2024                          2.188113                           2057                  264.566071
    2025                          2.586999                           2058                  296.255483
    2026                          3.077971                           2059                  341.746492
    2027                          3.681623                           2060                  414.234856
    2028                          4.404184                           2061                  537.310477
    2029                          5.253551                           2062                  743.944811
    2030                          6.232875                         2063 or                 899.956253
    2031                          7.347192                           later

</TABLE>


*     The rates shown are annual rates per $1000 of amount at risk. To calculate
      the  monthly  rate,  the annual  rate is divided by 12 and  rounded to the
      nearest six decimal  places.  These rates apply to the basic policy and do
      not  include the cost for  riders.  The rates shown have been  adjusted if
      this policy was issued  with a tabular  and/or flat rating as shown on the
      schedule page.

4065                                1-COI

<PAGE>
                  SCHEDULE OF SURRENDER CHARGES FOR INCREASES


The  additional  surrender  charge  imposed under this policy for each requested
increase  in  specified  amount  will be  based on the  table  shown  below.  To
calculate  the amount of the charge,  multiply  the  appropriate  rate times the
amount of the increase and divide by 1000.


    POLICY YEARS                        ADDITIONAL SURRENDER CHARGE PER
   SINCE INCREASE                   $1,000 OF INCREASE IN SPECIFIED AMOUNT
   --------------                   --------------------------------------
          1                                            3.65
          2                                            3.65
          3                                            3.65
          4                                            3.65
          5                                            3.65
          6                                            3.28
          7                                            2.92
          8                                            2.55
          9                                            2.19
         10                                            1.82
         11                                            1.46
         12                                            1.09
         13                                            0.73
         14                                            0.36
         15                                            0.00


4065                             1-SSCI

<PAGE>

                       This page left intentionally blank.


<PAGE>



          Survivorship Flexible Premium Variable Life Insurance Policy.
              Death benefit proceeds payable upon the second death.
                Flexible premiums payable until the second death.
                    Some benefits reflect investment results.
                               Non-participating.

Form 4065


                                   AMERITAS VARIABLE LIFE INSURANCE COMPANY LOGO


NOTICE:  As of the effective date of this rider, it is uncertain what effect the
receipt  of  benefits  under this  rider  will have on your tax  status.  Please
consult your personal tax advisor prior to requesting such benefits.

                            ACCELERATED BENEFIT RIDER
                              FOR TERMINAL ILLNESS
                              ON SURVIVING INSURED

CONSIDERATION

This  rider is  attached  to and made a part of your  policy  and is  issued  in
consideration of the  application.  A copy of the application is attached to the
policy.

PREMIUMS

There are no additional premiums or cost of insurance deductions for this rider.

BENEFITS

We will pay an accelerated benefit to you if the Surviving Insured is terminally
ill, subject to the provisions of this rider. This amount will be paid as a lump
sum.  Payments other than as a lump sum may be made at your request,  subject to
our approval.

DEFINITIONS

ELIGIBLE COVERAGES:  Eligible Coverages under this rider will be the base policy
and any life insurance  riders attached to the policy which provide  coverage on
the Surviving Insured.

Eligible  Coverages  will be determined  as of the date we receive  satisfactory
proof of terminal  illness at the Home Office.  Coverage will only be considered
"eligible" when it is outside its two year contestable  period and has more than
two years until its maturity or final expiration date.

ELIGIBLE AMOUNT: Eligible Amount is that portion of the current specified amount
of the base policy  considered  "eligible"  under  Eligible  Coverages.  For any
Eligible  Coverages  which are provided by life insurance  riders,  the Eligible
Amount  will be the  lowest  scheduled  death  benefit  within  two years  after
satisfactory proof of terminal illness is received at the Home Office.

MAXIMUM ACCELERATED  BENEFIT: The maximum benefit is 50% of the Eligible Amount,
less an amount up to two  guideline  level  premiums for the base policy and any
riders.  This  maximum  benefit is subject to the  limitations  described in the
Total Accelerated Benefit provision.

RIDER  EFFECTIVE  DATE:  The effective date of coverage under this rider will be
the policy date of the base policy to which this rider is attached.

TIRSL 4099

<PAGE>

"SURVIVING  INSURED"  means  the  Insured  who  remains  alive  after one of the
Insureds has died.

TERMINAL ILLNESS:  A  non-correctable  medical condition that, with a reasonable
degree of medical  certainty,  will result in the death of the Surviving Insured
in less than 12 months from the date of the  physician's  statement and that was
first diagnosed while the policy was in force.

"YOU"  AND  "YOUR"  refer to the  owner of the  policy  to which  this  rider is
attached. The Owner may also be the Surviving Insured.

"WE", "US" OR "OUR" refer to Ameritas Variable Life Insurance Company.  Our
Home Office means our Administrative Office at P.O. Box 82550, Lincoln, Nebraska
68501-2550.

SATISFACTORY PROOF OF TERMINAL ILLNESS

Before  payment of any  accelerated  benefit,  we will require you to provide us
with  proof,  satisfactory  to us,  that the  Surviving  Insured  has a terminal
illness.  Satisfactory  proof will include a properly completed claim form and a
written  statement from a duly licensed  physician who is licensed in the United
States and who is not yourself or the Surviving  Insured,  nor related to either
the  Surviving  Insured or  yourself.  We  reserve  the right to obtain a second
medical opinion at our expense.

EFFECT ON YOUR POLICY

The accelerated benefit first will be used to repay any outstanding policy loans
and unpaid loan  interest.  The  accelerated  benefit  will be treated as a lien
against your policy values.

Death proceeds  which are payable on the death of the Surviving  Insured will be
reduced by the amount of the lien and any policy loans, plus accrued interest.

After payment of the accelerated  benefit, and if sufficient premium to keep the
policy in force is not paid by the end of the  grace  period,  premiums  will be
paid by an  addition  to the lien for up to two years  from the date we  receive
satisfactory  proof of terminal  illness.  After this two year  period,  you are
required  to pay  premiums  when due to keep the policy in force.  If the policy
lapses,  the lien, any policy loans,  and accrued interest will be deducted from
any accumulation values.

Your access to the net cash  surrender  value of your policy and to the net cash
surrender  value of any riders through  policy loans,  partial  withdrawals,  if
permitted,  or full surrender is limited to any excess of the net cash surrender
value over the lien including any accrued interest.

INTEREST

We will charge interest on the amount of the lien. The interest accrues daily at
the same interest rate as the policy's loan interest rate.

TIRSL 4099

<PAGE>

Accrued interest will be added to the lien on the policy  anniversary.  Interest
does not continue to accrue on the lien when the lien and any policy loans, plus
accrued interest,  equals the death benefit (prior to the deduction of the lien,
policy loans and accrued interest) of the policy and any riders.

CONDITIONS

The payment of any accelerated benefit is subject to the following conditions:

1.     Any  Eligible  Coverages  must  be  in  force  on  the  date  we  receive
       satisfactory proof of terminal illness.

2.     Any accumulation value less any applicable  surrender charge must be less
       than the maximum accelerated benefit.

3.     We will not make payment of any accelerated benefit if that payment would
       be less than $4,000.

4.     The release of any  collateral  assignees,  the release of all parties to
       any  "split  dollar"  agreements  and  the  approval  of any  irrevocable
       beneficiaries is required.

5.     The policy must be collaterally assigned to us for an amount equal to the
       lien and accrued interest. No changes to the policy are permitted without
       our consent.

6.     This rider allows for the accelerated  payment of death benefit proceeds,
       which would otherwise be payable to your  beneficiary.  This is not meant
       to  cause  you to be  required  to  access  and  exhaust  these  benefits
       involuntarily. Therefore, you are not eligible for this benefit:

       a.    If you are  required  by law to use this benefit to meet the claims
             of creditors, whether in bankruptcy or otherwise; or

       b.    If you are required by a  government  agency to use this benefit in
             order to apply for, obtain, or otherwise keep a government  benefit
             or entitlement.

ADDITIONAL BENEFIT

If  the  maximum  accelerated  benefit  is not  paid  initially,  an  additional
accelerated  benefit may be paid up to the  difference as long as this amount is
at least $4,000.  This additional  benefit is only available if it has been less
than 12 months from the date we received satisfactory proof of terminal illness.
We may require additional satisfactory proof of terminal illness at this time.

TOTAL ACCELERATED BENEFIT

The  total  amount we will pay as an  accelerated  benefit  due to the  terminal
illness of the Surviving  Insured will not exceed $250,000 even if there is more
than one policy with us or one of our affiliates which provides  coverage on the
Surviving Insured.

TIRSL 4099

<PAGE>

ADMINISTRATIVE CHARGE

We may charge a one-time  administrative  charge which will be deducted from the
accelerated benefit. This charge will not exceed $50.

GENERAL PROVISIONS

INCONTESTABILITY:  The validity of this rider  cannot be contested  after it has
been in force while  either  Insured is alive for a period of two years from the
effective date of the rider.

REINSTATEMENT:  This  rider  may be  reinstated  with  the  policy.  It  will be
reinstated if you meet the  requirements for policy  reinstatement.  If you have
received  benefits under this rider,  the lien with accrued interest may be paid
or it will be reinstated as if the policy had never terminated.

TERMINATION OF RIDER: This rider will automatically terminate on the earliest of
these conditions:

1.     On surrender of this rider to us; or

2.     On termination of the policy to which this rider is attached.

NONPARTICIPATING:  This rider is nonparticipating.

INCORPORATION  OF  POLICY  PROVISIONS  INTO RIDER:
The  provisions  of the policy are  hereby  referred  to and made a part of this
rider unless otherwise specified in this rider.



                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

  /s/Donald R. Stading                         /s/William J. Atherton
        Secretary                                    President


TIRSL 4099

<PAGE>

                                   AMERITAS VARIABLE LIFE INSURANCE COMPANY LOGO


                           DISABILITY BENEFIT RIDER ON
                         DISABILITY OF A COVERED INSURED


CONSIDERATION

This rider is issued in consideration of the application and payment of its cost
of insurance.  A copy of the application is attached to the policy.  The cost of
insurance  for this rider is deducted  from the  accumulation  value at the same
time and in the same manner as the cost of insurance for the policy.

DEFINITIONS

COVERED INSURED: Covered Insured means the person so named in the original
application and as shown on the schedule pages.

DISABILITY  BENEFIT:  For purposes of this rider,  the disability  benefit is an
amount shown on the schedule pages, selected by you on the application.

RIDER  EFFECTIVE DATE: The effective date of all coverage under this rider shall
be as follows:

1.     The policy date shall be the effective date for all coverage  provided in
       the original application.

2.     For any rider issued after the policy date,  the effective  date shall be
       the date shown on a supplement to the schedule pages.

3.     For any insurance that has been  reinstated,  the effective date shall be
       the monthly  activity  date on or next  following the date we approve the
       reinstatement.

RIDER  EXPIRATION DATE: This date is also shown on the schedule pages. It is the
date on which this rider is no longer effective.

TOTAL  DISABILITY:  Total disability must begin after the effective date of this
rider as shown in the schedule pages and before the policy  anniversary  nearest
the Covered  Insured's  60th  birthday.  It must result from bodily injury which
occurs or sickness which first manifests itself while this rider is in force.

Total Disability means:

1.     Total loss of the sight of both eyes. This loss must be irrecoverable; or

2.     Total loss of the use of both hands, both feet, or one hand and one foot.
       This loss must be irrecoverable; or

3.     The incapacity of the Covered Insured to engage in any substantial duties
       of  his  or  her  occupation  for  at  least  six   consecutive   months.
       (Substantial duties includes managerial or supervisory functions.)

DBRSL 4099

<PAGE>

       During  the  first 24 months of total  disability,  occupation  means the
       usual  work,  employment,  business  or  profession  in which the Covered
       Insured  was  engaged  immediately  before the date of  disability.  This
       includes attendance at school or college as a full-time student. After 24
       months  of total  disability  a Covered  Insured  who is  engaged  in any
       occupation  for  remuneration  or profit will not be  considered  totally
       disabled.

BENEFITS

While the Covered Insured is totally  disabled,  the disability  benefit will be
applied as premium. The premium will be credited as of the last monthly activity
date,  prior to the  approval  date of the claim and will be  credited  annually
thereafter,  during  continuance  of total  disability.  In addition,  while the
Covered Insured is totally  disabled,  the cost of insurance for this rider will
not be deducted from the accumulation  value. All other monthly  deductions will
apply.

You may choose to continue  to pay your  planned  periodic  premiums or make any
unscheduled premium payments while you are receiving a disability benefit.

If total disability begins after the grace period, then no benefits will be paid
under this rider.  If any portion of a disability  benefit  would affect the tax
qualifications  of this  policy as  described  in Section  7702 of the  Internal
Revenue  Code, as amended,  the benefit  payable will be reduced by that portion
considered to be excess premium.

GENERAL PROVISION

NOTICE OF DISABILITY:  To receive this benefit,  written notice of claim must be
received at the Home Office. It must be received:  (a) while the Covered Insured
is living; (b) while the Covered Insured is totally disabled;  and (c) not later
than 9 months after the Covered Insured has become totally disabled.

If such notice is not furnished in the required  time limit,  the claim will not
be  accepted.  But a late claim will be  accepted if it can be shown that it was
not reasonably  possible to meet the  requirements  and that notice was given as
soon as was reasonably possible.  In no event, however, will the Covered Insured
receive any benefit  under this rider for a period  prior to one year before the
date on which notice was received.

PROOF OF TOTAL  DISABILITY:  Approval  of the  initial  notice of claim  will be
granted after we receive  satisfactory written proof that the Covered Insured is
totally  disabled.  Proof must be presented  at the Home  Office:  (a) while the
Covered  Insured  is  living;  (b)  before  total  disability  has ended or been
interrupted;  and (c)  within 12 months  after we  receive  the  notice of total
disability. Forms approved by us must be used.

Similar  proof  that the total  disability  is  continuing  may be  required  at
reasonable  intervals.  If the Covered Insured fails to furnish such proof,  the
disability benefit will cease.

INCONTESTABILITY: While the Covered Insured is alive, the validity of this rider
cannot be contested  after it has been in force for a period of 2 years from the
rider effective date.

REINSTATEMENT: Coverage under this rider may be reinstated with the policy if no
more than 3 years have passed since the date of termination. Reinstatement must

DBRSL 4099

<PAGE>

occur before the rider  expiration date. Such  reinstatement  may occur any time
before the policy anniversary  nearest the Covered Insured's 60th birthday.  The
requirements for reinstatement are:

1.     Receipt of  evidence of insurability satisfactory to us.

2.     Payment of the minimum cost of insurance  sufficient to keep the rider in
       force for 3 months.

EXCLUSIONS:  The Covered Insured will not be eligible for the disability benefit
if the total disability on which the claim is based results from:

1.     Self-inflicted  bodily injury while sane or insane, other than accidental
       injury; or

2.     War or any act of war, whether declared or not, regardless of whether the
       Covered Insured is in the armed forces.

TERMINATION OF RIDER: This rider will automatically terminate on the earliest of
these conditions:

1.     On the rider expiration date;

2.     On the monthly  activity  date on or next  following  the date we receive
       your written request;

3.     On surrender of this rider to us; or

4.     On termination of the policy to which this rider is attached.

5.     On death of covered Insured.

CHANGE OF POLICY:  Once the disability benefit commences,  you cannot change the
specified amount of insurance, the death benefit option, the mode of the planned
periodic premium payments, or change the policy to another form of insurance.

Cost of  Insurance  Deductions  After The Rider Has  Terminated:  We will not be
liable for the cost of insurance  deductions  on this rider after it  terminates
except to return them.

INCORPORATION OF POLICY PROVISIONS INTO RIDER:  The provisions of the policy are
hereby referred to and made a part of this rider.

NONPARTICIPATING:  This rider is nonparticipating.



                    AMERITAS VARIABLE LIFE INSURANCE COMPANY


   /s/Donald R. Stading                        /s/William J. Atherton
       Secretary                                        President


DBRSL 4099

<PAGE>


                       This page intentionally left blank.



<PAGE>
                                   AMERITAS VARIABLE LIFE INSURANCE COMPANY LOGO

                             ESTATE PROTECTION RIDER
                     LAST SURVIVOR FOUR YEAR TERM INSURANCE

CONSIDERATION

This rider is issued in  consideration of the application and the payment of its
cost of insurance. A copy of the application is attached to the policy. The cost
of insurance for this rider is deducted from the accumulation  value at the same
time and in the same manner as the cost of insurance for the policy.

BENEFITS

We agree to pay the rider specified  amount of insurance to the beneficiary upon
receipt of  satisfactory  proof of the death of both Insureds.  Death must occur
while the  policy  and this  rider  are in  force.  Payment  is  subject  to the
provisions of the policy and this rider.

DEFINITIONS

SURVIVING  INSURED:  Surviving Insured means the Insured who remains alive after
one of the Insureds has died.

BENEFICIARY:  Unless otherwise changed,  the beneficiary for the benefit payable
under this rider will be the named  beneficiary as shown in the  application for
the base policy.

While each Insured is living,  you may change the beneficiary by written request
in a form  satisfactory to us. The change will take effect on the date we record
it in the Home Office.

RIDER  EFFECTIVE  DATE: The effective date of coverage under this rider shall be
as follows:

1.     The policy date shall be the effective date for all coverage  provided in
       the original application.

2.     For any insurance that has been  reinstated,  the effective date shall be
       the monthly  activity  date on or next  following the date we approve the
       reinstatement.

RIDER  EXPIRATION DATE: This date is also shown in the schedule pages. It is the
date on which this rider is no longer effective.

RIDER SPECIFIED AMOUNT OF INSURANCE:  The rider specified amount of insurance is
shown in the schedule pages.

COST OF INSURANCE
The annual  cost of  insurance  upon  renewal  for this rider will be a rate per
thousand multiplied by the rider specified amount of insurance in thousands. The
rates will

ESP 4099

<PAGE>

be based on the issue age, sex, tobacco usage and risk class of each Insured and
the rider duration.  The rates will be adjusted for any table rating and/or flat
extra  rating.  The Maximum  Guaranteed  Cost of Insurance  Rates per $1,000 are
shown in the  policy  schedule.  We have the  option of  charging  less than the
maximum.  Each year, the current  annual cost of insurance  rates for this rider
will be declared  for the next policy  year.  Any change in the current  cost of
insurance rates will apply to Insureds  covered under this rider having the same
issue  age,  sex,  tobacco  usage and risk class and whose  riders  have been in
effect for the same length of time. We cannot increase rates because of a change
in status of either Insured's health.

general provisions

TERMINATION OF RIDER: This rider will automatically terminate on the earliest of
these conditions:

1.     On the rider expiration date;

2.     On the monthly  activity  date on or next  following  the date we receive
       your written request;

3.     On surrender of this rider to us;

4.     On termination of the policy to which this rider is attached; or

5.     On the death of the Surviving Insured.

SATISFACTORY  PROOF OF DEATH:  All of the following  must be submitted  upon the
death of the Surviving Insured:

       1)   A certified copy of the death certificate for both Insureds;

       2)   A Notice of Death Claim;

       3)   Any other  information  that we may reasonably  require to establish
            the validity of the claim.

REINSTATEMENT:  If both Insureds are living,  this rider may be reinstated  with
the policy if no more than 3 years have  passed  since the date of  termination.
Reinstatement  must  occur  before  the  expiration  date  of  this  rider.  The
requirements for reinstatement are:

1.     Receipt of satisfactory  evidence of insurability  that both Insureds are
       insurable in the same rating classes as when the rider was issued.

2.     Payment of the minimum cost of insurance  sufficient to keep the rider in
       force for 3 months.

SUICIDE EXCLUSION: We will limit our liability if the death of either Insured is
as a result of  suicide,  while sane or insane,  within two years from the rider
effective  date.  The  proceeds  payable  will be an amount equal to the cost of
insurance deductions charged for this rider.

INCONTESTABILITY:  While  either  Insured is alive,  the  validity of this rider
cannot be contested  after it has been in force for a period of 2 years from the
rider effective date.

ESP 4099

<PAGE>

COST OF INSURANCE DEDUCTIONS AFTER RIDER TERMINATION DATE: We will not be liable
for the cost of insurance  payments on this rider after it terminates  except to
return them.

INCORPORATION OF POLICY  PROVISIONS INTO RIDER: The provisions of the policy are
hereby referred to and made a part of this rider unless  otherwise  specified in
this rider.

This rider has no cash or loan value.

NON-PARTICIPATING:  This rider is non-participating.



                    AMERITAS VARIABLE LIFE INSURANCE COMPANY


   /s/Donald R. Stading                        /s/William J. Atherton
       Secretary                                        President


ESP 4099

<PAGE>


                       This page left intentionally blank.



<PAGE>
                                   AMERITAS VARIABLE LIFE INSURANCE COMPANY LOG0


                             FIRST-TO-DIE TERM RIDER


CONSIDERATION

This rider is issued in  consideration of the application and the payment of its
cost of insurance. A copy of the application is attached to the policy. The cost
of insurance for this rider is deducted from the accumulation  value at the same
time and in the same manner as the cost of insurance for the policy.

BENEFITS

We agree to pay the rider specified  amount of insurance to the beneficiary upon
receipt of satisfactory  proof of the death of either Insured.  Death must occur
while the  policy  and this  rider  are in  force.  Payment  is  subject  to the
provisions of the policy and this rider.

DEFINITIONS

BENEFICIARY:  Unless otherwise changed,  the beneficiary for the benefit payable
under this rider will be the named  beneficiary as shown in the  application for
this rider.

While both Insureds are alive, you may change the beneficiary by written request
in a form  satisfactory to us. The change will take effect on the date we record
it in the Home Office.

Rider  Effective  Date: The effective date of coverage under this rider shall be
as follows:

1.     The policy date shall be the effective date for all coverage  provided in
       the original application.

2.     For any insurance that has been  reinstated,  the effective date shall be
       the monthly  activity  date on or next  following the date we approve the
       reinstatement.

RIDER  EXPIRATION DATE: This date is also shown in the schedule pages. It is the
date on which this rider is no longer effective.

RIDER SPECIFIED AMOUNT OF INSURANCE:  The rider specified amount of insurance is
shown in the schedule pages.

COST OF INSURANCE
The annual  cost of  insurance  upon  renewal  for this rider will be a rate per
thousand multiplied by the rider specified amount of insurance in thousands. The
rates will be based on the issue age,  sex, tobacco usage and risk class of each
Insured and the rider duration.  The rates will be adjusted for any table rating
and/or  flat extra  rating. The Maximum Guaranteed Cost of  Insurance Rates  per
1,000 are shown in the  policy  schedule.  We have the option of  charging  less
than the maximum. Each year,

FTD 4099

<PAGE>

The current  annual cost of insurance  rates for this rider will be declared for
the next policy year.  Any change in the current  cost of  insurance  rates will
apply to  Insureds  covered  under  this rider  having the same issue age,  sex,
tobacco  usage and risk class and whose  riders have been in effect for the same
length of time. We cannot increase rates because of a change in status of either
Insured's health.

GENERAL PROVISIONS

TERMINATION OF RIDER: This rider will automatically terminate on the earliest of
these conditions:

1.     On the rider expiration date;

2.     On the monthly  activity  date on or next  following  the date we receive
       your written request;

3.     On surrender of this rider to us;

4.     On termination of the policy to which this rider is attached; or

5.     On the death of either Insured.


SATISFACTORY  PROOF OF DEATH:  All of the following  must be submitted  upon the
death of either Insured:

       1)   A certified copy of the death certificate;

       2)   A Notice of Death Claim;

       3)   Any other  information  that we may reasonably  require to establish
            the validity of the claim.

REINSTATEMENT:  If both Insureds are living,  this rider may be reinstated  with
the policy if no more than 3 years have  passed  since the date of  termination.
Reinstatement  must  occur  before  the  expiration  date  of  this  rider.  The
requirements for reinstatement are:

1.     Receipt of satisfactory  evidence of insurability  that both Insureds are
       insurable in the same rating classes as when the rider was issued.

2.     Payment of the minimum cost of insurance  sufficient to keep the rider in
       force for 3 months.

SUICIDE EXCLUSION: We will limit our liability if the death of either Insured is
as a result of  suicide,  while sane or insane,  within two years from the rider
effective  date.  The  proceeds  payable  will be an amount equal to the cost of
insurance deductions charged for this rider.

INCONTESTABILITY:  While  either  Insured is alive,  the  validity of this rider
cannot be contested  after it has been in force for a period of 2 years from the
rider effective date.

FTD 4099

<PAGE>

COST OF INSURANCE DEDUCTIONS AFTER RIDER TERMINATION DATE: We will not be liable
for the cost of insurance  payments on this rider after it terminates  except to
return them.

INCORPORATION OF POLICY  PROVISIONS INTO RIDER: The provisions of the policy are
hereby referred to and made a part of this rider unless  otherwise  specified in
this rider.

This rider has no cash or loan value.

NON-PARTICIPATING:  This rider is non-participating.



                    AMERITAS VARIABLE LIFE INSURANCE COMPANY




   /s/Donald R. Stading                        /s/William J. Atherton
       Secretary                                        President


FTD 4099

<PAGE>


                       This page left intentionally blank.


<PAGE>
                                   AMERITAS VARIABLE LIFE INSURANCE COMPANY LOGO



                           POLICY SPLIT EXCHANGE RIDER

CONSIDERATION

This  rider  is  attached  to and  made a part  of  your  policy.  A copy of the
application is attached to the policy.

PREMIUMS

There are no additional premiums or cost of insurance deductions for this rider.

BENEFITS

We will allow you to exchange the policy to which this rider is attached for two
individual  policies,  one on the  life  of  each  Insured,  subject  to all the
conditions for exchange.  Evidence of  insurability  satisfactory  to us will be
required for each Insured.

We will waive all or part of the  surrender  charge of this policy which will be
credited to the new policy(ies). The portion that we will waive is calculated on
a pro rata basis, never to exceed the full surrender charge amount. To determine
the amount of  surrender  charge to be waived,  divide (a) by (b),  and multiply
times (c), where:

       (a)   is the new policy's specified amount of insurance;

       (b)   is the original  policy's  specified  amount at the time of
             exchange; and

       (c)   is  the  original   policy's  total  surrender  charge  before  any
             adjustments have been made.

The waived  portion(s)  of the  surrender  charge  will be  credited  to the new
policy(ies)  on the  exchange  date.  However,  if the new policy is returned in
accordance with the policy's Right to Examine  provision,  any waived  surrender
charge that had been credited will not be returned.

DEFINITIONS

EXCHANGE  DATE:  The  exchange  date  is the  monthly  activity  date on or next
following the date the conditions for exchange are satisfied.

RIDER  EFFECTIVE  DATE: The effective date of coverage under this rider shall be
as follows:

1.     The policy date shall be the effective date for all coverage  provided in
       the original application.

2.     For any insurance that has been  reinstated,  the effective date shall be
       the monthly  activity  date on or next  following the date we approve the
       reinstatement.

PSO 4099

<PAGE>

RIDER  EXPIRATION DATE: This date is also shown in the schedule pages. It is the
date on which this rider is no longer effective.

CONDITIONS FOR EXCHANGE

The following conditions must be met:

1.     The original policy and all riders must be surrendered and returned to us
       prior to the exchange date.

2.     The release of any  collateral  assignees,  the release of all parties to
       any  "split  dollar"  agreements  and  the  approval  of any  irrevocable
       beneficiaries is required.

3.     The original policy and this rider must be in force.

4.     Both  Insureds  must be  alive at the  time of  the  request and on  the
       exchange date.

5.     Evidence  of  insurability  satisfactory  to  us  will  be  required  for
       each Insured.

6.     Coverage under the original policy ends on the exchange date.

TERMS OF NEW POLICIES

The new policy(ies) are subject to the following terms:

1.      The new policy(ies) will be flexible  premium  adjustable life contracts
        which we are offering on the exchange date.

2.      The specified amount, accumulation values and outstanding policy debt as
        of the  exchange  date,  will be  allocated  to the new  policy(ies)  in
        proportion to the  percentage  split  requested.  The  specified  amount
        cannot be less than $50,000 for either policy.

3.      If the  policy  value  allocated  to each new  policy  is less  than the
        required  minimum premium for that policy,  we will require a payment to
        be made on the exchange date.

4.      The policy date of the new policy(ies) will be the exchange date.

5.      Each new policy will be based on the Insured's  age, sex,  tobacco usage
        and risk class on the exchange date.

6.      Any rider  attached to the original  policy may only be added to the new
        policy(ies) with our consent.

7.      Beneficiary  designations  must be  provided  for each  policy with your
        request for exchange.

8.      The policy  date of the policy to which this rider is  attached  will be
        treated as the policy date of the new  policy(ies)  for  purposes of the
        Suicide provision(s).

PSO 4099


<PAGE>

GENERAL PROVISIONS

TERMINATION OF RIDER: This rider will automatically terminate on the earliest of
these conditions:

1.      On the rider expiration date;

2.      On the monthly  activity  date on or next  following the date we receive
        your written request;

3.      On surrender of this rider to us;

4.      On termination of the policy to which this rider is attached;

5.      On the death of either Insured; or

6.      On the exchange date.

REINSTATEMENT:  This  rider  may be  reinstated  with  the  policy.  It  will be
reinstated if you meet the requirements for policy reinstatement.

INCONTESTABILITY:  While  either  Insured is alive,  the  validity of this rider
cannot be contested  after it has been in force for a period of 2 years from the
rider effective date.

INCORPORATION OF POLICY  PROVISIONS INTO RIDER: The provisions of the policy are
hereby referred to and made a part of this rider.

This rider has no cash or loan value.

NON-PARTICIPATING:   This rider is non-participating.



                    AMERITAS VARIABLE LIFE INSURANCE COMPANY


   /s/Donald R. Stading                        /s/William J. Atherton
       Secretary                                        President


PSO 4099

<PAGE>

                       This page left intentionally blank.



<PAGE>
                                   AMERITAS VARIABLE LIFE INSURANCE COMPANY LOGO


                            SECOND-TO-DIE TERM RIDER


CONSIDERATION

This rider is issued in  consideration of the application and the payment of its
cost of insurance. A copy of the application is attached to the policy. The cost
of insurance for this rider is deducted from the accumulation  value at the same
time and in the same manner as the cost of insurance for the policy.

BENEFITS

We agree to pay the rider specified  amount of insurance to the beneficiary upon
receipt of  satisfactory  proof of the death of both Insureds.  Death must occur
while the  policy  and this  rider  are in  force.  Payment  is  subject  to the
provisions of the policy and this rider.

CONVERSION OF THIS RIDER

While the policy and this rider are in force,  you may convert  this rider as an
increase in the  specified  amount of the  policy.  It may not be  converted  to
another policy.  You may do this at any time after the rider  conversion  option
date.  Evidence of  insurability  will not be  required,  except for  additional
benefits.

DEFINITIONS

SURVIVING  INSURED:  Surviving Insured means the Insured who remains alive after
one of the Insureds has died.

BENEFICIARY:  Unless otherwise changed,  the beneficiary for the benefit payable
under this rider will be the named  beneficiary as shown in the  application for
the base policy.

While each Insured is living,  you may change the beneficiary by written request
in a form  satisfactory to us. The change will take effect on the date we record
it in the Home Office.

RIDER CONVERSION OPTION DATE:  The date shown on the schedule pages.

RIDER  EFFECTIVE  DATE: The effective date of coverage under this rider shall be
as follows:

1.     The policy date shall be the effective date for all coverage  provided in
       the original application.

2.     For any insurance that has been  reinstated,  the effective date shall be
       the monthly  activity  date on or next  following the date we approve the
       reinstatement.

STD  4099

<PAGE>

RIDER  EXPIRATION DATE: This date is also shown in the schedule pages. It is the
date on which this rider is no longer effective.

RIDER SPECIFIED AMOUNT OF INSURANCE:  The rider specified amount of insurance is
shown in the schedule pages.

COST OF INSURANCE

The annual  cost of  insurance  upon  renewal  for this rider will be a rate per
thousand multiplied by the rider specified amount of insurance in thousands. The
rates will be based on the issue age, sex,  tobacco usage and risk class of each
Insured and the rider duration.  The rates will be adjusted for any table rating
and/or flat extra rating.  The Maximum  Guaranteed  Cost of Insurance  Rates per
$1,000 are shown in the policy  schedule.  We have the option of  charging  less
than the maximum. Each year, the current annual cost of insurance rates for this
rider will be declared for the next policy year.  Any change in the current cost
of insurance  rates will apply to Insureds  covered  under this rider having the
same issue age, sex,  tobacco usage and risk class and whose riders have been in
effect for the same length of time. We cannot increase rates because of a change
in status of either Insured's health.

GENERAL PROVISIONS

TERMINATION OF RIDER: This rider will automatically terminate on the earliest of
these conditions:

1.     On the rider expiration date;

2.     On the monthly  activity  date on or next  following  the date we receive
       your written request;

3.     On surrender of this rider to us;

4.     On termination of the policy to which this rider is attached; or

5.     On the death of the Second Insured.

SATISFACTORY  PROOF OF DEATH:  All of the following  must be submitted  upon the
death of the Second Insured:

       1)   A certified copy of the death certificate for both Insureds;

       2)   A Notice of Death Claim;

       3)   Any other  information  that we may reasonably  require to establish
            the validity of the claim.

REINSTATEMENT:  If both Insureds are living,  this rider may be reinstated  with
the policy if no more than 3 years have  passed  since the date of  termination.
Reinstatement  must  occur  before  the  expiration  date  of  this  rider.  The
requirements for reinstatement are:

STD  4099

<PAGE>

1.     Receipt of satisfactory  evidence of insurability  that both Insureds are
       insurable in the same rating classes as when the rider was issued.

2.     Payment of the minimum cost of insurance  sufficient to keep the rider in
       force for 3 months.

SUICIDE EXCLUSION: We will limit our liability if the death of either Insured is
as a result of  suicide,  while sane or insane,  within two years from the rider
effective  date.  The  proceeds  payable  will be an amount equal to the cost of
insurance deductions charged for this rider.

INCONTESTABILITY:  While  either  Insured is alive,  the  validity of this rider
cannot be contested  after it has been in force for a period of 2 years from the
rider effective date.

COST OF INSURANCE DEDUCTIONS AFTER RIDER TERMINATION DATE: We will not be liable
for the cost of insurance  payments on this rider after it terminates  except to
return them.

INCORPORATION OF POLICY  PROVISIONS INTO RIDER: The provisions of the policy are
hereby referred to and made a part of this rider unless  otherwise  specified in
this rider.

This rider has no cash or loan value.

NON-PARTICIPATING:  This rider is non-participating.



                    AMERITAS VARIABLE LIFE INSURANCE COMPANY


   /s/Donald R. Stading                        /s/William J. Atherton
       Secretary                                        President


STD 4099

<PAGE>

                       This page left intentionally blank.


<PAGE>
                                   AMERITAS VARIABLE LIFE INSURANCE COMPANY LOGO

                         TERM RIDER FOR COVERED INSURED


CONSIDERATION

This rider is issued in  consideration of the application and the payment of its
cost of insurance. A copy of the application is attached to the policy. The cost
of insurance for this rider is deducted from the accumulation  value at the same
time and in the same manner as the cost of insurance for the policy.

DEFINITIONS

BENEFICIARY: The term "beneficiary" in this rider means only the beneficiary for
the benefit payable at the Covered  Insured's death.  The term  "beneficiary" in
other  provisions  of the policy  means only the  beneficiary  for the  benefits
payable under the policy.

Unless  otherwise  changed,  the  beneficiary for the benefit payable under this
rider will be the named beneficiary as shown in the application for this rider.

While the Covered  Insured is living,  you may change the beneficiary by written
request in a form satisfactory to us. The change will take effect on the date we
record it in the Home Office.

COVERED INSURED:  Covered Insured means each person so named in an application
or supplemental application, if approved by us, and shown on the schedule pages.

RIDER CONVERSION OPTION EXPIRATION DATE:  The date shown on the schedule pages.

RIDER  EFFECTIVE  DATE: The effective date of coverage under this rider shall be
as follows:

1.       The policy date shall be the effective  date for all coverage  provided
         in the original application.

2.       For any rider  issued  after the  policy  date or for any  coverage  on
         another Covered Insured,  the effective date shall be the date shown on
         a supplement to the schedule pages.

3.       For any insurance that has been reinstated, the effective date shall be
         the  monthly  activity  date that falls on or next  follows the date we
         approve the reinstatement.

RIDER  EXPIRATION DATE: This date is also shown in the schedule pages. It is the
date on which this rider is no longer effective.

RIDER SPECIFIED AMOUNT OF INSURANCE: The rider specified amount of insurance for
a Covered Insured is shown for that Covered Insured on the schedule pages.

TRCI 4099

<PAGE>

BENEFITS

We agree to pay the rider specified  amount of insurance to the beneficiary upon
receipt of satisfactory  proof of the death of any Covered  Insured.  Death must
occur while this rider is in force with respect to the Covered Insured.  Payment
is subject to the provisions of the policy and this rider.

COST OF INSURANCE

The annual  cost of  insurance  upon  renewal  for this rider will be a rate per
thousand at the  attained age of that Covered  Insured  multiplied  by the rider
specified amount of insurance in thousands. The rates will be based on the issue
age,  sex,  tobacco  usage and risk class of the  Covered  Insured and the rider
duration.  The rates will be  adjusted  for any table  rating  and/or flat extra
rating. The rating and risk class of the Covered Insured are shown in the policy
schedule.  The  Maximum  Guaranteed  Cost of  Insurance  Rates  per  $1,000  are
attached.  We have the option of charging less than the maximum.  Each year, the
current  annual cost of insurance  rates for this rider will be declared for the
next policy year.  Any change in the current cost of insurance  rates will apply
to Covered  Insureds  under this rider having the same issue age,  sex,  tobacco
usage and risk class and whose riders have been in effect for the same length of
time.  We cannot  increase  rates  because of a change in status of the  Covered
Insured's health.

CONVERSION OF THIS RIDER

While the policy and this rider are in force, you may convert it for a permanent
policy on the life of the Covered Insured.  You may do this at any time prior to
attained age 70 of the Covered  Insured.  Evidence of  insurability  will not be
required, except for additional benefits.

If the policy  terminates prior to the rider conversion  option  expiration date
due to the death of the insured(s)  under the basic policy,  the Covered Insured
may still convert within 60 days of the date of termination.

The new policy will have a specified  amount of insurance no more than the rider
specified  amount of  insurance  in effect  on the date of  conversion  for that
Covered Insured.

The policy date of the new policy will be the date of conversion. The new policy
will be  subject  to our then  current  rules as to the  amount  and the kind of
policy  issued.  The rates for the new  policy  will be  adjusted  for any table
rating  and/or  flat extra  rating that was being  charged  for this rider.  Any
restrictions found in this rider will also be found in the new policy.

Application  must be made and the first  premium  for the new policy  paid to us
before this rider  terminates for the Covered  Insured on whom coverage is being
converted.  In addition, the Covered Insured on whom coverage is being converted
must be alive on the policy date of the new policy.

GENERAL PROVISIONS

Termination of Rider:  This rider will automatically terminate for each Covered
Insured on the earliest of these conditions:

1.       On the rider expiration date for each Covered Insured;

TRCI 4099

<PAGE>

2.       On the monthly  activity date on or next  following the date we receive
         your written request;

3.       On surrender of this rider to us; or

4.       On termination of this policy.

REINSTATEMENT:  This rider may be  reinstated  with the policy if no more than 3
years have passed since the date of termination. Reinstatement must occur before
the expiration date of this rider. The requirements for reinstatement are:

1.       Receipt by us of evidence of  insurability  of the Covered  Insured for
         whom coverage is being  reinstated.  This evidence must be satisfactory
         to us.

2.       Payment of the minimum cost of insurance  sufficient  to keep the rider
         in force for 3 months.

SUICIDE:  If the Covered Insured commits suicide,  while sane or insane within 2
years from the rider  effective date with respect to that Covered  Insured,  the
total liability shall be the cost of insurance for that Covered Insured.

INCONTESTABILITY: While the Covered Insured is alive, the validity of this rider
cannot be contested  after it has been in force for a period of 2 years from the
rider effective date.

COST OF INSURANCE  DEDUCTIONS AFTER RIDER EXPIRATION DATE: We will not be liable
for the cost of insurance deductions on this rider for any Covered Insured after
it terminates except to return them.

INCORPORATION OF POLICY  PROVISIONS INTO RIDER: The provisions of the policy are
hereby referred to and made a part of this rider unless  otherwise  specified in
this rider.

This rider has no cash or loan value.

NONPARTICIPATING:  This rider is nonparticipating.



                    AMERITAS VARIABLE LIFE INSURANCE COMPANY


   /s/Donald R. Stading                        /s/William J. Atherton
       Secretary                                        President


TRCI 4099

<PAGE>
                       This page intentionally left blank.


<PAGE>
<TABLE>
<CAPTION>

                MAXIMUM GUARANTEED ANNUAL COST OF INSURANCE RATES
                        PER $1000 APPLICABLE UPON RENEWAL
<S>         <C>             <C>                 <C>              <C>                <C>                  <C>
              MALE              MALE              MALE             FEMALE              FEMALE             FEMALE
AGE         PREFERRED        NON-TOBACCO         TOBACCO          PREFERRED          NON-TOBACCO          TOBACCO
- -------------------------------------------------------------------------------------------------------------------
  20          1.68             1.68               2.32              1.01                 1.01              1.17
  21          1.66             1.66               2.32              1.03                 1.03              1.19
  22          1.63             1.63               2.28              1.04                 1.04              1.22
  23          1.59             1.59               2.24              1.06                 1.06              1.25
  24          1.55             1.55               2.18              1.08                 1.08              1.28
  25          1.50             1.50               2.11              1.10                 1.10              1.31
  26          1.47             1.47               2.07              1.13                 1.13              1.36
  27          1.45             1.45               2.05              1.15                 1.15              1.40
  28          1.44             1.44               2.05              1.18                 1.18              1.45
  29          1.44             1.44               2.08              1.22                 1.22              1.51
  30          1.45             1.45               2.13              1.25                 1.25              1.58
  31          1.48             1.48               2.20              1.29                 1.29              1.64
  32          1.52             1.52               2.29              1.33                 1.33              1.71
  33          1.58             1.58               2.41              1.38                 1.38              1.80
  34          1.65             1.65               2.55              1.44                 1.44              1.90
  35          1.73             1.73               2.72              1.51                 1.51              2.01
  36          1.82             1.82               2.92              1.61                 1.61              2.18
  37          1.94             1.94               3.17              1.73                 1.73              2.38
  38          2.07             2.07               3.45              1.86                 1.86              2.61
  39          2.21             2.21               3.77              2.00                 2.00              2.86
  40          2.38             2.38               4.14              2.17                 2.17              3.16
  41          2.56             2.56               4.54              2.35                 2.35              3.48
  42          2.75             2.75               4.98              2.53                 2.53              3.80
  43          2.96             2.96               5.46              2.71                 2.71              4.12
  44          3.19             3.19               5.99              2.89                 2.89              4.44
  45          3.45             3.45               6.55              3.09                 3.09              4.78
  46          3.73             3.73               7.13              3.30                 3.30              5.13
  47          4.03             4.03               7.76              3.53                 3.53              5.49
  48          4.36             4.36               8.44              3.77                 3.77              5.88
  49          4.72             4.72               9.18              4.04                 4.04              6.31
  50          5.13             5.13              10.00              4.34                 4.34              6.77
  51          5.60             5.60              10.93              4.67                 4.67              7.26
  52          6.14             6.14              11.98              5.05                 5.05              7.82
  53          6.76             6.76              13.17              5.47                 5.47              8.44
  54          7.45             7.45              14.47              5.90                 5.90              9.07
  55          8.22             8.22              15.86              6.36                 6.36              9.72
  56          9.06             9.06              17.33              6.82                 6.82             10.36
  57          9.95             9.95              18.88              7.27                 7.27             10.96
  58         10.94            10.94              20.51              7.72                 7.72             11.55
  59         12.05            12.05              22.26              8.23                 8.23             12.18

</TABLE>
                                                 (Continued on next page)

The annual  cost of  insurance  upon  renewal  for this rider will be a rate per
thousand at the  attained age of that Covered  Insured  multiplied  by the rider
specified amount of insurance in thousands. The rates will be based on the issue
age,  sex,  tobacco  usage and risk class of the  Covered  Insured and the rider
duration.  The rates will be  adjusted  for any table  rating  and/or flat extra
rating. The rating and risk class of the Covered Insured are shown in the policy
schedule.  The  Maximum  Guaranteed  Cost of  Insurance  Rates  per  $1,000  are
attached.  We have the option of charging less than the maximum.  Each year, the
current  annual cost of insurance  rates for this rider will be declared for the
next policy year.  Any change in the current cost of insurance  rates will apply
to Covered  Insureds  under this rider having the same issue age,  sex,  tobacco
usage and risk class and whose riders have been in effect for the same length of
time.  We cannot  increase  rates  because of a change in status of the  Covered
Insured's health.

TRCI 4099

<PAGE>
<TABLE>
<CAPTION>

                         (Continued from previous page)

                MAXIMUM GUARANTEED ANNUAL COST OF INSURANCE RATES
                        PER $1000 APPLICABLE UPON RENEWAL
<S>        <C>              <C>                 <C>             <C>                <C>                   <C>
              MALE               MALE              MALE            FEMALE              FEMALE             FEMALE
AGE         PREFERRED         NON-TOBACCO         TOBACCO         PREFERRED          NON-TOBACCO          TOBACCO
- -------------------------------------------------------------------------------------------------------------------


  60          13.29             13.29              24.21            8.83                 8.83              12.93
  61          14.67             14.67              26.41            9.57                 9.57              13.87
  62          16.26             16.26              28.89           10.49                10.49              15.08
  63          18.06             18.06              31.66           11.62                11.62              16.55
  64          20.06             20.06              34.69           12.89                12.89              18.19
  65          22.25             22.25              37.90           14.26                14.26              19.92
  66          24.62             24.62              41.26           15.68                15.68              21.68
  67          27.16             27.16              44.74           17.13                17.13              23.38
  68          29.92             29.92              48.39           18.63                18.63              25.10
  69          32.98             32.98              52.35           20.30                20.30              26.97
  70          36.44             36.44              56.72           22.26                22.26              29.18
  71          40.39             40.39              61.63           24.65                24.65              31.98
  72          44.95             44.95              67.18           27.58                27.58              35.41
  73          50.11             50.11              73.33           31.09                31.09              39.49
  74          55.78             55.78              80.07           35.13                35.13              44.14
  75          61.84             61.84              87.27           39.64                39.64              49.22
  76          68.24             68.24              94.63           44.52                44.52              54.62
  77          74.93             74.93             102.02           49.75                49.75              60.26
  78          81.95             81.95             109.49           55.41                55.41              66.22
  79          89.52             89.52             117.30           61.68                61.68              72.71
  80          97.88             97.88             125.71           68.81                68.81              79.98
  81         107.25            107.25             134.96           77.01                77.01              88.23
  82         117.82            117.82             145.21           86.46                86.46              97.61
  83         129.54            129.54             156.29           97.12                97.12             108.44
  84         142.18            142.18             167.83          108.87               108.87             120.18
  85         155.45            155.45             179.44          121.58               121.58             132.65
  86         169.18            169.18             190.84          135.16               135.16             145.75
  87         183.16            183.16             202.54          149.59               149.59             159.35
  88         197.33            197.33             214.73          164.88               164.88             173.52
  89         211.89            211.89             226.85          181.15               181.15             188.25
  90         227.05            227.05             239.08          198.53               198.53             204.58
  91         243.16            243.16             251.80          217.42               217.42             222.16
  92         260.82            260.82             266.55          238.53               238.53             241.66
  93         281.75            281.75             285.47          263.35               263.35             264.56
  94         309.83            309.83             311.27          295.23               295.23             295.23
  95         351.86            351.86             351.86          341.02               341.02             341.02
  96         420.99            420.99             420.99          413.88               413.88             413.88
  97         541.00            541.00             541.00          537.24               537.24             537.24
  98         745.15            745.15             745.15          743.96               743.96             743.96
  99         900.00            900.00             900.00          900.00               900.00             900.00

</TABLE>

The annual  cost of  insurance  upon  renewal  for this rider will be a rate per
thousand at the  attained age of that Covered  Insured  multiplied  by the rider
specified amount of insurance in thousands. The rates will be based on the issue
age,  sex,  tobacco  usage and risk class of the  Covered  Insured and the rider
duration.  The rates will be  adjusted  for any table  rating  and/or flat extra
rating. The rating and risk class of the Covered Insured are shown in the policy
schedule.  The  Maximum  Guaranteed  Cost of  Insurance  Rates  per  $1,000  are
attached.  We have the option of charging less than the maximum.  Each year, the
current  annual cost of insurance  rates for this rider will be declared for the
next policy year.  Any change in the current cost of insurance  rates will apply
to Covered  Insureds  under this rider having the same issue age,  sex,  tobacco
usage and risk class and whose riders have been in effect for the same length of
time.  We cannot  increase  rates  because of a change in status of the  Covered
Insured's health.

TRCI 4099


                             PARTICIPATION AGREEMENT

                                      AMONG

                            CALVERT VARIABLE SERIES,
                            ------------------------
                           CALVERT DISTRIBUTORS, INC.,
                           ---------------------------
                                       AND
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                    ----------------------------------------

         THIS  AGREEMENT,  made and entered into this day of , 1999 by and among
AMERITAS  VARIABLE  LIFE  INSURANCE  COMPANY,  (hereinafter  the  "Company"),  a
Nebraska  corporation,  on its own behalf and on behalf of each segregated asset
account of the  Company  set forth on  Schedule C hereto as may be amended  from
time to time (each such account hereinafter  referred to as the "Account"),  and
the CALVERT VARIABLE SERIES, a corporation organized under the laws of the State
of Maryland (hereinafter the "CVS") and CALVERT DISTRIBUTORS,  INC. (hereinafter
the "Underwriter"), a Maryland corporation.

         WHEREAS,  the  Fund  engages  in  business  as an  open-end  management
investment  company  and is  available  to act as  the  investment  vehicle  for
separate accounts  established for variable life insurance policies and variable
annuity  contracts  (collectively,  the  "Variable  Insurance  Products")  to be
offered by insurance companies which have entered into participation  agreements
substantially identical to this Agreement (hereinafter  "Participating Insurance
Companies"); and

         WHEREAS,  the beneficial interest in CVS is divided into several series
of shares,  each  designated a "Portfolio"  and  representing  the interest in a
particular managed portfolio of securities and other assets; and

         WHEREAS, only certain of the Portfolios of CVS set forth in Exhibit "A"
(the "Fund") are subject to this Participation Agreement; and

         WHEREAS,  the  Fund has  obtained  an order  from  the  Securities  and
Exchange  Commission,  dated  November  21, 1988 (File No.  812-7095),  granting
Participating  Insurance  Companies  and  variable  annuity  and  variable  life
insurance  separate  accounts  exemptions  from the provisions of sections 9(a),
13(a),  15(a),  and 15(b) of the  Investment  Company  Act of 1940,  as amended,
(hereinafter  the "1940  Act") and  Rules  6e- 2(b)  (15) and  6e-3(T)  (b) (15)
thereunder,  to the extent  necessary to permit shares of the Fund to be sold to
and held by variable  annuity and variable life insurance  separate  accounts of
both  affiliated and  unaffiliated  life insurance  companies  (hereinafter  the
"Shared Funding Exemptive Order"); and

<PAGE>

         WHEREAS,  the Fund is registered as an open-end  management  investment
company under the 1940 Act and its shares are  registered  under the  Securities
Act of 1933, as amended (hereinafter the "1933 Act"); and

         WHEREAS, CALVERT ASSET MANAGEMENT CO.(the "Adviser") is duly registered
as an investment adviser  under the Federal Investment  Advisers Act of 1940 and
any applicable state securities law; and

         WHEREAS,  the Company has registered or will register  certain variable
life and variable annuity contracts under the 1933 Act; and

         WHEREAS,  each Account is duly organized,  validly existing  segregated
asset  account,  established  by  resolution  of the Board of  Directors  of the
Company on the date shown for such  Account on  Schedule C hereto,  to set aside
and invest  assets  attributable  to the  aforesaid  variable  life and  annuity
contracts; and

         WHEREAS,  the Company has registered or will register each Account as a
unit investment trust under the 1940 Act; and

         WHEREAS,  the  Underwriter  is  registered  as a broker dealer with the
Securities and Exchange Commission under the Securities Exchange Act of 1934, as
amended,  (hereinafter  the "1934 Act"), and is a member in good standing of the
National Association of Securities Dealers, Inc. (hereinafter "NASD"); and

         WHEREAS,   to  extent  permitted  by  applicable   insurance  laws  and
regulations,  the Company intends to purchase shares in the Portfolios on behalf
of each  Account to fund  certain of the  aforesaid  variable  life and variable
annuity  contracts and the Underwriter is authorized to sell such shares to unit
investment trusts such as each Account at net asset value;

         NOW, THEREFORE, in consideration of their mutual promises, the Company,
the Fund, and the Underwriter agree as follows:

                                      -2-

<PAGE>

ARTICLE I.  SALE OF FUND SHARES
            -------------------

    1.1      The  Underwriter  agrees to sell to the Company those shares of the
Fund which each Account  orders,  executing  such orders on a daily basis at the
net asset value next  computed  after receipt by the Fund or its designee of the
order for the shares of the Fund.  For purposes of this Section 1.1, the Company
shall be the  designee of the Fund for receipt of such orders from each  Account
and receipt by such designee shall constitute receipt by the Fund; provided that
the Fund  receives  notice of such  order by 9:30 a.m.  Boston  time on the next
following  Business Day. "Business Day" shall mean any day on which the New York
Stock  Exchange is open trading and on which the Fund  calculates  its net asset
value pursuant to the rules of the Securities and Exchange Commission.

   1.2       The Fund  agrees  to make its  shares  available  indefinitely  for
purchase  at the  applicable  net asset  value per share by the  Company and its
Accounts on those days on which the Fund calculates its net asset value pursuant
to rules of the  Securities  and  Exchange  Commission  and the Fund  shall  use
reasonable  efforts to calculate  such net asset value on each day which the New
York Stock  Exchange is open for trading.  Notwithstanding  the  foregoing,  the
Board of Directors of the Fund  (hereinafter the "Directors") may refuse to sell
shares of any  Portfolio to any person,  or suspend or terminate the offering of
shares of any  Portfolio  if such  action is  required  by law or by  regulatory
authorities  having  jurisdiction or is, in the sole discretion of the Directors
acting in good faith and light of their  fiduciary  duties under federal and any
applicable  state laws,  necessary in the best interests of the  shareholders of
such Portfolio.

   1.3       The Fund and the Underwriter  agree that shares of the Fund will be
sold only to Participating  Insurance Companies and their separate accounts.  No
shares of any Portfolio will be sold to the general public.

    1.4      The Fund and the  Underwriter  will not  sell  Fund  shares  to any
insurance company or separate account unless an agreement containing  provisions
substantially  the same as Articles I, III, V, VII and  Sections 2.5 and 2.12 of
Article II of this Agreement is in effect to govern such sales.

    1.5      The Fund agrees to redeem for cash, on the Company's  request,  any
full or  fractional  shares  of the Fund  held by the  Company,  executing  such
requests on a daily basis at the net asset value next computed  after receipt by
the Fund or its  designee of the request for  redemption.  For  purposes of this
Section  1.5,  the  Company  shall be the  designee  of the Fund for  receipt of
requests for redemption from each

                                       -3-

<PAGE>

Account  and  receipt by such  designee  shall  constitute  receipt by the Fund;
provided  that the Fund  receives  notice of such request for  redemption on the
next following Business Day.

   1.6       The  Company  agrees to  purchase  and  redeem  the  shares of each
Portfolio  offered by the then current  prospectus of the Fund and in accordance
with the provisions of such prospectus.  The Company agrees that all net amounts
available under the variable life and variable  annuity  contracts with the form
number(s) which are listed on Schedule A attached hereto and incorporated herein
by this reference, as such Schedule A may be amended from time to time hereafter
by mutual written agreement of all the parties hereto,  (the "Contracts")  shall
be  invested in the Fund,  in such other funds  advised by the Adviser as may be
mutually agreed to in writing by the parties hereto, or in the Company's general
account,  provided  that such  amounts  may also be  invested  in an  investment
company  other than the Fund if (a) such  other  investment  company,  or series
thereof, has investment objectives or policies that are substantially  different
from the  investment  objectives and policies of all the Portfolios of the Fund;
or (b) the  Company  gives  the Fund and the  Underwriter  forty-five  (45) days
written notice of its intention to make such other investment  company available
as a funding vehicle for the Contracts; or (c) such other investment company was
available  as a  funding  vehicle  for the  Contracts  prior to the date of this
Agreement  and the  Company so informs the Fund and  Underwriter  prior to their
signing this  Agreement;  or (d) the Fund or Underwriter  consents to the use of
such other investment company.

   1.7       The  Company  shall pay for Fund  shares on the next  Business  Day
after an order to purchase Fund shares is made in accordance with the provisions
of Section 1.1 hereof.  Payment shall be in federal funds  transmitted  by wire.
For purposes of Section  2.10 and 2.11,  upon receipt by the Fund of the federal
funds so wired,  such funds shall cease to be the  responsibility of the Company
and shall become the responsibility of the Fund.

   1.8       Issuance  and  transfer of the Fund's  shares will be by book entry
only.  Stock  certificates  will not be issued to the  Company  or any  Account.
Shares ordered from the Fund will be recorded in an  appropriate  title for each
Account or the appropriate subaccount of each Account.

   1.9       The  Fund  shall  furnish  same day  notice  (by  wire,  telephone,
followed by written  confirmation)  to the Company of any income,  dividends  or
capital gain  distributions  payable on the Funds'  shares.  The Company  hereby
elects to receive all such income,  dividends, and capital gain distributions as
are payable on the Portfolio shares in additional shares of that Portfolio.  The
Company reserves the right to

                                       -4-

<PAGE>

revoke this election and to receive all such income, dividends, and capital gain
distributions in cash. The Fund shall notify the Company of the number of shares
so issued as payment of such dividends and distributions.

  1.10        The Fund  shall  make  the net  asset  value  per  share  for each
Portfolio  available  to the  Company  on a daily  basis  as soon as  reasonably
practical  after the net asset value per share is  calculated  and shall use its
best  efforts  to make such net asset  value  per share  available  by 7:00 p.m.
Boston time.


ARTICLE II.  REPRESENTATIONS AND WARRANTIES
             ------------------------------

   2.1       The Company  represents and warrants that the Contracts are or will
be registered  under the 1933 Act; that the Contracts will be issued and sold in
compliance in all material  respects with all applicable  Federal and State laws
and that the sale of the  Contracts  shall comply in all material  respects with
state insurance  suitability  requirements.  The Company further  represents and
warrants  that it is an insurance  company duly  organized  and in good standing
under  applicable  law and that it has  legally  and  validly  established  each
Account  prior to any  issuance or sale thereof as a  segregated  asset  account
under Section 44- 402.01 of the Nebraska  Insurance  Code and has registered or,
prior to any issuance or sale of the Contracts,  will register each Account as a
unit investment trust in accordance with the provisions of the 1940 Act to serve
as a segregated investment account for the Contracts.

   2.2       The Fund  represents and warrants that Fund shares sold pursuant to
this  Agreement  shall be  registered  under the 1933 Act, duly  authorized  for
issuance and sold in  compliance  with the laws of the State of Nebraska and all
applicable  federal state  securities laws and that the Fund is and shall remain
registered under the 1940 Act. The Fund shall amend the  Registration  Statement
for its shares under the 1933 Act and the 1940 Act from time to time as required
in order to  effect  the  continuous  offering  of its  shares.  The Fund  shall
register  and  qualify  the shares for sale in  accordance  with the laws of the
various  states only if and to the extent  deemed  advisable  by the Fund or the
Underwriter.

   2.3       The Fund represents  that it is currently  qualified as a Regulated
Investment  Company under  Subchapter M of the Internal Revenue Code of 1986, as
amended,  (the  "Code")  and that it will make  every  effort to  maintain  such
qualification  (under  Subchapter M or any successor or similar  provision)  and
that it will notify the Company  immediately  upon having a reasonable basis for
believing  that it has  ceased to so  qualify or that it might not so qualify in
the future.

                                       -5-

<PAGE>

    2.4      The Company  represents that the Contracts are currently treated as
endowment,  annuity or life insurance contracts,  under applicable provisions of
the Code and that it will make every effort to maintain such  treatment and that
it will notify the Fund and the Underwriter immediately upon having a reasonable
basis for believing that the Contracts have ceased to be so treated or that they
might not be so treated in the future.

   2.5       The Fund  currently does not intend to make any payments to finance
distribution  expenses  pursuant to Rule 12b-1 under the 1940 Act or  otherwise,
although it may make such  payments  in the  future.  The Fund has adopted a "no
fee" or  "defensive"  Rule  12b-1  Plan  under  which it makes no  payments  for
distribution  expenses.  To the extent  that it decides to finance  distribution
expenses  pursuant  to Rule  12b-1,  the  Fund  undertakes  to  have a board  of
trustees,  a majority of whom are not interested persons of the Fund,  formulate
and approve any plan under Rule 12b-1 to finance distribution expenses.

   2.6       The Fund makes no  representation  as to whether  any aspect of its
operations  (including,  but not limited to, fees and  expenses  and  investment
policies)  complies with the insurance laws or regulations of the various states
except that the Fund represents that the Fund's investment  policies,  fees, and
expenses  are and shall at all times remain in  compliance  with the laws of the
State  of  Nebraska  and the  Fund  and the  Underwriter  represent  that  their
respective  operations are and shall at all times remain in material  compliance
with the laws of the State of  Nebraska to the extent  required to perform  this
Agreement.

   2.7       The Underwriter represents and warrants that it is a member in good
standing of the NASD and is  registered  as a  broker-dealer  with the SEC.  The
Underwriter  further represents that it will sell and distribute the Fund shares
in accordance  with the laws of the State of Nebraska and all  applicable  state
and federal securities laws, including without limitation the 1933 Act, the 1934
Act, and the 1940 Act.

   2.8       The Fund  represents  that it is  lawfully  organized  and  validly
existing  under  the  laws of the  State of  Maryland  and that it does and will
comply in all material respects with the 1940 Act.

   2.9       The  Underwriter  represents  and warrants  that the Adviser is and
shall remain duly  registered  in all  material  respects  under all  applicable
federal  and  state  securities  laws and that the  Adviser  shall  perform  its
obligations for the Fund in compliance in all material respects with the laws of
the State of Nebraska and any applicable state and federal securities laws.


                                       -6-

<PAGE>

   2.10       The Fund and  Underwriter  represent and warrant that all of their
directors,    officers,    employees,    investment    advisers,    and    other
individuals/entities  dealing with the money and/or  securities  of the Fund are
and shall  continue  to be at all times  covered by a blanket  fidelity  bond or
similar  coverage  for the  benefit  of the Fund in an amount  not less than the
minimal  coverage as required  currently  by Section 17g- (1) of the 1940 Act or
related  provisions as may be promulgated  from time to time. The aforesaid Bond
shall  include  coverage for larceny and  embezzlement  and shall be issued by a
reputable bonding company.

   2.11       The Company  represents  and warrants  that all of its  directors,
officers, employees, investment advisers, and other individuals/entities dealing
with the money and/or securities of the Fund are and shall continue to be at all
times covered by a blanket  fidelity bond or similar coverage for the benefit of
the Fund, in an amount not less than the minimal coverage as required  currently
by Section 270.17g-1 of the 1940 Act or related provisions as may be promulgated
from time to time.  The aforesaid  Bond shall  include  coverage for larceny and
embezzlement and shall be issued by a reputable bonding company.

   2.12       The Company represents and warrants that it will not purchase Fund
shares  with  Account  assets  derived  from the sale of  Contracts  to deferred
compensation plans with respect to service for state and local governments which
qualify  under  Section  457 of the federal  Internal  Revenue  Code,  as may be
amended.  The Company may purchase Fund shares with Account  assets derived from
any sale of a Contract  to any other  type of  tax-advantaged  employee  benefit
plan;  provided  however that such plan has no more than 500  employees  who are
eligible to participate at the time of the first such purchase  hereunder by the
Company of Fund shares derived from the sale of such Contract.


ARTICLE III.  PROSPECTUS AND PROXY STATEMENTS; VOTING
              ---------------------------------------

   3.1       The  Underwriter  shall  provide  the  Company  (at  the  Company's
expense) with as many copies of the Fund's current prospectus as the Company may
reasonably request. If requested by the Company in lieu thereof,  the Fund shall
provide such documentation  (including a final copy of the new prospectus as set
in type at the Fund's expense) and other  assistance as is reasonably  necessary
in order for the Company once each year (or more  frequently  if the  prospectus
for the Fund is amended) to have the prospectus for the Contracts and the Fund's
prospectus  printed  together  in  one  document  (such  printing  to be at  the
Company's expense).


                                       -7-

<PAGE>

   3.2       The Fund's  prospectus shall state that the Statement of Additional
Information  for the Fund is available  from the  Underwriter  (or in the Fund's
discretion, the Prospectus shall state that such Statement is available from the
Fund),  and the  Underwriter  (or the Fund),  at its  expense,  shall  print and
provide  such  Statement  free of  charge to the  Company  and to any owner of a
Contract or prospective owner who requests such Statement.

   3.3       The Fund, at its expense,  shall provide the Company with copies of
its  proxy  material,  reports  to  stockholders  and  other  communications  to
stockholders  in such  quantity  as the  Company  shall  reasonably  require for
distributing to Contract owners.

   3.4       If and to the extent required by law the Company shall:

             (i)      solicit voting instructions from Contract owners;

             (ii)     vote the Fund shares in accordance with  instructions
                      received from Contract owners; and

             (iii)    vote  Fund  shares for  which no  instructions  have  been
                      received in the same  proportion  as  Fund  shares of such
                      portfolio for  which instructions have  been received:  so
                      long as  and  to  the  extent  that   the  Securities  and
                      Exchange Commission continues to interpret the  Investment
                      Company  Act  to require  pass-through  voting  privileges
                      for   variable contract owners.  The Company reserves  the
                      right to vote Fund  shares held  in any  segregated  asset
                      account in its own right, to the extent  permitted by law.
                      Participating  Insurance  Companies shall  be  responsible
                      for assuring  that   each  of  their   separate   accounts
                      participating in the Fund  calculates voting privileges in
                      a manner  consistent  with  the  standards  set  forth  in
                      Schedule B attached hereto and incorporated herein by this
                      reference,  which  standards will  also be provided to the
                      other Participating Insurance Companies.

    3.5      The Fund will comply with all  provisions of the 1940 Act requiring
voting by  shareholders,  and in  particular  the Fund will  either  provide for
annual  meetings or comply with Section 16(c) of the 1940 Act (although the Fund
is not one of the  trusts  described  in  Section  16(c)  of the Act) as well as
Sections 16(a) and, if and when applicable, 16(b). Further, the Fund will act in
accordance with the Securities and Exchange

                                       -8-

<PAGE>

Commission's interpretation of the requirements of Section 16(a) with respect to
periodic  elections  of trustees  and with  whatever  rules the  Commission  may
promulgate with respect thereto.


ARTICLE IV.  SALES MATERIAL AND INFORMATION
             ------------------------------

   4.1       The Company Shall furnish,  or shall cause to be furnished,  to the
Fund or its  designee,  each  piece of  sales  literature  or other  promotional
material  in which the Fund or its  investment  adviser  or the  Underwriter  is
named,  at least  fifteen (15)  Business Days prior to its use. No such material
shall be used if the Fund or its designee object to such use within fifteen (15)
Business Days after receipt of such material.

   4.2        The  Company   shall  not  give  any   information   or  make  any
representations  or statements  on behalf of the Fund or concerning  the Fund in
connection  with  the  sale of the  Contracts  other  than  the  information  or
representations  contained in the  registration  statement or prospectus for the
Fund shares,  as such  registration  statement and  prospectus may be amended or
supplemented  from time to time, or in reports or proxy statements for the Fund,
or in sales literature or other promotional material approved by the Fund or its
designee or by the  Underwriter,  except with the  permission of the Fund or the
Underwriter or the designee of either.

   4.3       The Fund,  Underwriter,  or its designee  shall  furnish,  or shall
cause to be  furnished,  to the  Company  or its  designee,  each piece of sales
literature  or other  promotional  material  in which  the  Company  and/or  its
separate  account(s),  is named at least fifteen (15) Business Days prior to its
use. No such  material  shall be used if the Company or its  designee  object to
such use within fifteen (15) Business Days after receipt of such material.

   4.4       The Fund and the Underwriter shall not give any information or make
any  representations  on behalf of the Company or concerning  the Company,  each
Account,  or  the  Contracts  other  than  the  information  or  representations
contained in a registration  statement or prospectus for the Contracts,  as such
registration  statement and prospectus may be amended or supplemented  from time
to time, or in published reports for each Account which are in the public domain
or  approved by the Company for  distribution  to Contract  owners,  or in sales
literature  or  other  promotional  material  approved  by  the  Company  or its
designee, except with the permission of the Company.


                                       -9-

<PAGE>

   4.5       The Fund will provide to the Company at least one complete  copy of
all registration statements, prospectuses, Statements of Additional Information,
reports,  proxy statements,  sales literature and other  promotional  materials,
applications for exemptions,  requests for no-action letters, and all amendments
to any of the above,  that relate to the Fund or its  shares,  contemporaneously
with the filing of such document with the Securities and Exchange  Commission or
other regulatory authorities.

   4.6       The Company will provide to the Fund at least one complete  copy of
all registration statements, prospectuses, Statements of Additional Information,
reports,  solicitations  for voting  instructions,  sales  literature  and other
promotional  materials,  applications  for  exemptions,  requests for  no-action
letters, and all amendments to any of the above, that relate to the Contracts or
each  Account,  contemporaneously  with the  filing  of such  document  with the
Securities and Exchange Commission.

   4.7       For purposes of this Article IV, the phrase  "sales  literature  or
other  promotional  material"  includes,  but is not limited to,  advertisements
(such as material published,  or designed for use in, a newspaper,  magazine, or
other  periodical,  radio,  television,  telephone or tape recording,  videotape
display,  signs or billboards,  motion pictures,  or other public media),  sales
literature  (i.e.,  any  written  communication  distributed  or made  generally
available to customers or the public, including brochures,  circulars,  research
reports,  market letters,  form letters,  seminar texts, reprints or excerpts of
any other advertisement, sales literature, or published article), educational or
training  materials  or  other  communications  distributed  or  made  generally
available  to some or all  agents or  employees,  and  registration  statements,
prospectuses,  Statements of Additional  Information,  shareholder  reports, and
proxy materials.


ARTICLE V.  FEES AND EXPENSES
            -----------------

   5.1       The Fund and Underwriter shall pay no fee or other  compensation to
the  Company  under this  Agreement,  except  that if the Fund or any  Portfolio
adopts and  implements  a plan  pursuant  to Rule 12b-1 to finance  distribution
expenses,  then the  Underwriter  may make  payments  to the  Company  or to the
underwriter  for the Contracts if and in amounts agreed to by the Underwriter in
writing and such payments will be made out of existing fees otherwise payable to
the Underwriter, past profits of the Underwriter or other resources available to
the Underwriter. No such payments shall be made directly by the Fund. Currently,
no such payments are contemplated.


                                      -10-

<PAGE>

    5.2      All  expenses  incident  to  performance  by the  Fund  under  this
Agreement  shall  be paid by the  Fund.  The Fund  shall  see to it that all its
shares are registered and authorized for issuance in accordance  with applicable
federal  laws  and,  if and to the  extent  deemed  advisable  by the  Fund,  in
accordance with  applicable  state laws prior to their sale. The Fund shall bear
the  expenses  for the cost of  registration  and  qualification  of the  Fund's
shares,  preparation  and  filing  of the  Fund's  prospectus  and  registration
statement,  proxy materials and reports, setting the prospectus in type, setting
in type and printing the proxy materials and reports to shareholders  (including
the costs of printing a  prospectus  that  constitutes  an annual  report),  the
preparation of all statements and notices  required by any federal or state law,
all taxes on the issuance or transfer of the Fund's shares.

    5.3      The Company  shall bear the expenses of printing  and  distributing
the  Fund's  prospectus  to owners of  Contracts  issued by the  Company  and of
distributing the Fund's proxy materials and reports to such Contract owners.


ARTICLE VI.  DIVERSIFICATION
             ---------------

    6.1      The Fund will at all times invest money from the  Contracts in such
a manner as to ensure that the Contracts  will be treated as variable  contracts
under the Code and the regulations issued thereunder. Without limiting the scope
of the  foregoing,  the Fund will at all times comply with Section 817(h) of the
Code and  Treasury  Regulation  ss.  1.817-5,  relating  to the  diversification
requirements for variable annuity,  endowment,  or life insurance  contracts and
any amendments or other modifications to such Section or Regulations.


ARTICLE VII.  POTENTIAL CONFLICTS
              -------------------

         7.1 The Board of Directors of the Fund (the  "Board")  will monitor the
Fund for the  existence  of any  material  irreconcilable  conflict  between the
interests of the contract owners of all separate accounts investing in the Fund.
An  irreconcilable  material  conflict  may  arise  for a  variety  of  reasons,
including;  (a) an action by any state  insurance  regulatory  authority;  (b) a
change in applicable  federal or state  insurance,  tax, or  securities  laws or
regulations,   or  a  public  ruling,   private  letter  ruling,   no-action  or
interpretative  letter,  or any similar action by insurance,  tax, or securities
regulatory  authorities;  (c) an  administrative  or  judicial  decision  in any
relevant  proceeding;  (d) the manner in which the  investments of any Portfolio
are being  managed;  (e) a difference in voting  instructions  given by variable
annuity contract and variable life insurance

                                      -11-

<PAGE>

contract  owners;  or (f) a  decision  by an  insurer  to  disregard  the voting
instructions of contract owners.  The Board shall promptly inform the Company if
it  determines  that  an   irreconcilable   material  conflict  exists  and  the
implications thereof.

   7.2       The Company  will report any  potential  or existing  conflicts  of
which it is aware to the Board.  The  Company  will assist the Board in carrying
out its responsibilities  under the Shared Funding Exemptive Order, by providing
the Board with all  information  reasonably  necessary for the Board to consider
any issues raised.  This  includes,  but is not limited to, an obligation by the
Company to inform the Board  whenever  contract  owner voting  instructions  are
disregarded.

   7.3       If it is  determined  by a majority of the Board,  or a majority of
its disinterested Directors, that a material irreconcilable conflict exists, the
Company and other Participating  Insurance Companies shall, at their expense and
to the  extent  reasonably  practicable  (as  determined  by a  majority  of the
disinterested  Directors),  take  whatever  steps  are  necessary  to  remedy or
eliminate  the  irreconcilable  material  conflict,  up to  and  including:  (1)
withdrawing  the assets  allocable to some or all of the separate  accounts from
the Fund or any Portfolio and reinvesting such assets in a different  investment
medium,  including  (but not  limited  to)  another  Portfolio  of the Fund,  or
submitting the question whether such segregation should be implemented to a vote
of all affected  Contract owners and, as appropriate,  segregating the assets of
any appropriate group (i.e.,  annuity contract owners,  life insurance  contract
owners,  or  variable  contract  owners of one or more  Participating  Insurance
Companies) that votes in favor of such segregation,  or offering to the affected
contract owners the option of making such a change;  and (2)  establishing a new
registered management investment company or managed separate account.

   7.4       If a material  irreconcilable conflict arises because of a decision
by the Company to disregard contract owner voting instructions and that decision
represents a minority  position or would  preclude a majority  vote, the Company
may be required, at the Fund's election, to withdraw the Account's investment in
the Fund and terminate this  Agreement;  provided,  however that such withdrawal
and  termination  shall be  limited  to the  extent  required  by the  foregoing
material   irreconcilable   conflict  as   determined   by  a  majority  of  the
disinterested  members of the Board.  Any such withdrawal and  termination  must
take place within six (6) months after the Fund gives  written  notice that this
provision is being  implemented,  and until the end of that six (6) month period
the  Underwriter  and Fund shall continue to accept and implement  orders by the
Company for the purchase (and redemption) of shares of the Fund.


                                      -12-

<PAGE>

   7.5       If a material  irreconcilable  conflict arises because a particular
state insurance  regulator's  decision  applicable to the Company conflicts with
the  majority of other state  regulators,  then the Company  will  withdraw  the
affected  Account's  investment in the Fund and terminate this Agreement  within
six (6) months  after the Board  informs  the  Company  in  writing  that it has
determined that such decision has created an irreconcilable  material  conflict;
provided,  however, that such withdrawal and termination shall be limited to the
extent required by the foregoing material  irreconcilable conflict as determined
by a majority of the  disinterested  members of the Board.  Until the end of the
foregoing  six (6) month  period,  the  Underwriter  and Fund shall  continue to
accept and implement  orders by the Company for the purchase (and redemption) of
shares of the Fund.

   7.6       For  purposes  of  Sections  7.3  though 7.6 of this  Agreement,  a
majority of the  disinterested  members of the Board shall determine whether any
proposed action adequately remedies any irreconcilable material conflict, but in
no event will the Fund be  required to  establish  a new funding  medium for the
Contracts.  The Company  shall not be required by Section 7.3 to establish a new
funding  medium for the Contracts if an offer to do so has been declined by vote
of  a  majority  of  Contract  owners  materially   adversely  affected  by  the
irreconcilable  material  conflict.  In the event that the Board determines that
any  proposed  action does not  adequately  remedy any  irreconcilable  material
conflict,  then the Company will withdraw the  Account's  investment in the Fund
and terminate this  Agreement  within six (6) months after the Board informs the
Company in writing of the foregoing determination,  provided, however, that such
withdrawal and  termination  shall be limited to the extent required by any such
material   irreconcilable   conflict  as   determined   by  a  majority  of  the
disinterested members of the Board.

   7.7       If and to the extent that Rule 6e-2 and Rule  6e-3(T) are  amended,
or Rule 6e-3 is adopted,  to provide  exemptive relief from any provision of the
Act or the rules promulgated  thereunder with respect to mixed or shared funding
(as  defined  in the Shared  Funding  Exemptive  Order) on terms and  conditions
materially different from those contained in the Shared Funding Exemptive Order,
then (a) the Fund and/or the Participating  Insurance Companies, as appropriate,
shall take such steps as may be necessary to comply with Rules 6e-2 and 6e-3(T),
as amended,  and Rule 6e-3, as adopted, to the extent such rules are applicable;
and (b) Sections 3.4, 3.5, 7.1, 7.2, 7.3, 7.4, and 7.5 of this  Agreement  shall
continue in effect only to the extent  that terms and  conditions  substantially
identical  to such  Sections  are  contained  in such  Rule(s)  as so amended or
adopted.

                                      -13-

<PAGE>

ARTICLE VIII.  INDEMNIFICATION
               ---------------

         8.1      INDEMNIFICATION BY THE COMPANY
                  ------------------------------

                  8.1(A).  The Company agrees to indemnify and hold harmless the
         Fund and each of its Trustees and officers and each person,  if any who
         controls  the Fund  within  the  meaning  of Section 15 of the 1933 Act
         (collectively,  the "Indemnified  Parties" for purposes of this Section
         8.1)  against  any  and  all  losses,  claims,   damages,   liabilities
         (including  amounts paid in settlement  with the written consent of the
         Company), or litigation (including legal and other expenses),  to which
         the   Indemnified   Parties  may  become  subject  under  any  statute,
         regulation, at common law or otherwise, insofar as such losses, claims,
         damages,  liabilities  or expenses  (or actions in respect  thereof) or
         settlements are related to the sale or acquisition of the Fund's shares
         or the Contracts and:

                  (i)      arise out of or are based upon any  untrue statements
                           or alleged  untrue  statements of  any  material fact
                           contained in the Registration Statement or prospectus
                           for the Contracts or  contained  in the  Contracts or
                           sales literature for the Contracts (or any  amendment
                           or supplement to any of the foregoing), or  arise out
                           of or are  based upon  the  omission or  the  alleged
                           omission to state therein a material fact required to
                           be stated therein or necessary to make the statements
                           therein not misleading, provided  that this agreement
                           to  indemnify shall not apply  as to any  Indemnified
                           Party if such  statement or omission or such  alleged
                           statement or omission was made in reliance  upon  and
                           in  conformity  with  information  furnished  to  the
                           Company  by or on behalf  of the Fund for  use in the
                           Registration   Statement  or   prospectus   for   the
                           Contracts or in the Contracts or sales literature (or
                           any amendment or supplement) or otherwise  for use in
                           connection  with  the sale of  the Contracts  or Fund
                           shares; or

                  (ii)     arise  out  of  or  as  a  result  of  statements  or
                           representations    (other    than    statements    or
                           representations   contained   in   the   Registration
                           Statement, prospectus or sales literature of the Fund
                           not  supplied by the  Company,  or persons  under its
                           control)  or  wrongful  conduct  of  the  Company  or
                           persons  under its control,  with respect to the sale
                           or distribution of the Contract or Fund shares; or


                                      -14-

<PAGE>



                  (iii)    arise out of any untrue  statement or alleged  untrue
                           statement   of  a  material   fact   contained  in  a
                           Registration   Statement,    prospectus,   or   sales
                           literature  of the Fund or any  amendment  thereof or
                           supplement   thereto  or  the   omission  or  alleged
                           omission to state therein a material fact required to
                           be stated therein or necessary to make the statements
                           therein  not   misleading  if  such  a  statement  or
                           omission  was  made  in  reliance  upon   information
                           furnished to the Fund by or on behalf of the Company;
                           or

                  (iv)     arise as a result of any  failure  by the  Company to
                           provide the services and furnish the materials  under
                           the terms of this Agreement; or

                  (v)      arise out of or result  from any  material  breach of
                           any  representation   and/or  warranty  made  by  the
                           Company in this  Agreement  or arise out of or result
                           from any other  material  breach of this Agreement by
                           the Company, as limited by and in accordance with the
                           provisions of Sections 8.1(b) and 8.1(c) hereof.

                  8.1(B).  The   Company   shall  not   be  liable   under  this
         indemnification provisions with respect to any losses, claims, damages,
         liabilities or litigation to which an Indemnified Party would otherwise
         be  subject  to  by  reason  of  such   Indemnified   Party's   willful
         misfeasance,  bad faith, or gross negligence in the performance of such
         Indemnified  Party's  duties or by reason of such  Indemnified  Party's
         reckless  disregard of obligations or duties under this Agreement or to
         the Fund, whichever is applicable.

                  8.1(C).   The   Company   shall  not  be  liable   under  this
         indemnification  provision  with  respect to any claim made  against an
         Indemnified Party unless such Indemnified Party shall have notified the
         Company in writing within a reasonable  time after the summons or other
         first legal process giving information of the nature of the claim shall
         have been served upon such Indemnified Party (or after such Indemnified
         Party  shall have  received  notice of such  service on any  designated
         agent),  but  failure to notify the Company of any such claim shall not
         relieve  the  Company  from  any  liability  which  it may  have to the
         Indemnified Party against whom such action is brought otherwise than on
         account of this indemnification  provision.  In case any such action is
         brought against the Indemnified  Parties, the Company shall be entitled
         to participate,  at its own expense, in the defense of such action. The
         Company  also shall be  entitled to assume the  defense  thereof,  with
         counsel satisfactory to the

                                      -15-

<PAGE>



         party named in the action.  After notice from the Company to such party
         of  the  Company's   election  to  assume  the  defense  thereof,   the
         Indemnified  Party shall bear the fees and  expenses of any  additional
         counsel  retained  by it,  and the  Company  will not be liable to such
         party under this Agreement for any legal or other expenses subsequently
         incurred by such party  independently  in  connection  with the defense
         thereof other than reasonable costs of investigation.

                  8.1(D).  The  Indemnified  Parties  will  promptly  notify the
         Company of the  commencement  of any litigation or proceedings  against
         them in connection  with the issuance or sale of the Fund shares or the
         Contracts or the operation of the Fund.

         8.2      INDEMNIFICATION BY THE UNDERWRITER
                  ----------------------------------

                  8.2(A).  The Underwriter agrees to indemnify and hold harmless
         the Company and each of its directors and officers and each person,  if
         any, who  controls the Company  within the meaning of Section 15 of the
         1933 Act (collectively,  the "Indemnified Parties" for purposes of this
         Section 8.2) against any and all losses, claims,  damages,  liabilities
         (including  amounts paid in settlement  with the written consent of the
         Underwriter)  or  litigation  (including  legal and other  expenses) to
         which the Indemnified  Parties may become subject under any statute, at
         common law or  otherwise,  insofar  as such  losses,  claims,  damages,
         liabilities or expenses (or actions in respect  thereof) or settlements
         are  related to the sale or  acquisition  of the  Fund's  shares or the
         Contracts and:

                  (i)      arise  out of or are based upon any  untrue statement
                           or  alleged untrue  statement of  any  material  fact
                           contained in the Registration Statement or prospectus
                           or sales literature of the  Fund (or any amendment or
                           supplement to any of the foregoing),  or arise out of
                           or  are  based  upon  the  omission  or  the  alleged
                           omission to state therein a material fact required to
                           be stated therein or necessary to make the statements
                           therein not misleading, provided that  this agreement
                           to indemnify shall  not apply  as to a ny Indemnified
                           Party  if  such  statement  or  omission  or  alleged
                           statement or omission  was made in  reliance upon and
                           in  conformity  with  information  furnished  to  the
                           Underwriter  or  Fund by or on  behalf of the Company
                           for  use in  the Registration Statement or prospectus
                           for the Fund or in sales literature (or any amendment
                           or  supplement) or  otherwise for  use  in connection
                           with the sale of the Contracts or Fund shares; or


                                      -16-

<PAGE>

                  (ii)     arise  out  of  or  as  result   of   statements   or
                           representations    (other    than    statements    or
                           representations   contained   in   the   Registration
                           Statement,  prospectus  or sales  literature  for the
                           Contracts not supplied by the  Underwriter or persons
                           under its  control) or wrongful  conduct of the Fund,
                           Adviser  or   Underwriter   or  persons  under  their
                           control,  with respect to the sale or distribution of
                           the Contracts or Fund shares; or

                  (iii)    arise out of any untrue  statement or alleged  untrue
                           statement   of  a  material   fact   contained  in  a
                           Registration   Statement,    prospectus,   or   sales
                           literature  covering the Contracts,  or any amendment
                           thereof or  supplement  thereto,  or the  omission or
                           alleged  omission  to state  therein a material  fact
                           required to be stated  therein or  necessary  to make
                           the statement or statements  therein not  misleading,
                           if such  statement  or omission  was made in reliance
                           upon  information  furnished  by the Company by or on
                           behalf of the Fund; or

                  (vi)     arise  as a  result  of any  failure  by the  Fund to
                           provide the services and furnish the materials  under
                           the terms of this  Agreement  (including  a  failure,
                           whether  unintentional or in good faith or otherwise,
                           to  comply  with  the  diversification   requirements
                           specified in Article VI of this Agreement); or

                  (v)      arise out of or result  from any  material  breach of
                           any  representation   and/or  warranty  made  by  the
                           Underwriter  in this  Agreement  or  arise  out of or
                           result  from  any  other  material   breach  of  this
                           Agreement  by the  Underwriter;  as limited by and in
                           accordance with the provisions of Sections 8.2(b) and
                           8.2(c) hereof.

                  8.2(B).  The  Underwriter  shall  not  be  liable  under  this
         indemnification  provision with respect to any losses, claims, damages,
         liabilities or litigation to which an Indemnified Party would otherwise
         be subject by reason of such Indemnified  Party's willful  misfeasance,
         bad faith, or gross  negligence in the performance of such  Indemnified
         Party's  duties  or by  reason  of such  Indemnified  Party's  reckless
         disregard of  obligations  and duties  under this  Agreement or to each
         Company or the Account, whichever is applicable.


                                      -17-

<PAGE>



                  8.2(C).  The  Underwriter  shall  not  be  liable  under  this
         indemnification  provision  with  respect to any claim made  against an
         Indemnified Party unless such Indemnified Party shall have notified the
         Underwriter  in writing  within a reasonable  time after the summons or
         other first legal process giving information of the nature of the claim
         shall  have  been  served  upon   Indemnified   Party  (or  after  such
         Indemnified  Party shall have  received  notice of such services on any
         designated  agent),  but failure to notify the  Underwriter of any such
         claim shall not relieve the Underwriter from any liability which it may
         have to the  Indemnified  Party  against  whom such  action is  brought
         otherwise than on account of this  indemnification  provision.  In case
         any such  action  is  brought  against  the  Indemnified  Parties,  the
         Underwriter will be entitled to participate, at its own expense, in the
         defense  thereof.  The Underwriter also shall be entitled to assume the
         defense  thereof,  with counsel  satisfactory to the party named in the
         action.  After  notice  from  the  Underwriter  to  such  party  of the
         Underwriter's  election to assume the defense thereof,  the Indemnified
         Party  shall  bear the  fees and  expenses  of any  additional  counsel
         retained  by it, and the  Underwriter  will not be liable to such party
         under  this  Agreement  for any  legal or other  expenses  subsequently
         incurred by such party  independently  in  connection  with the defense
         thereof other than reasonable costs of investigation.

                  8.2(D).  The Company agrees promptly to notify the Underwriter
         of the commencement of any litigation or proceedings  against it or any
         of its officers or directors in connection with the issuance or sale of
         the Contracts or the operation of each Account.


ARTICLE IX.  APPLICABLE LAW
             --------------

     9.1      This  Agreement  shall  be  construed  and the  provisions  hereof
interpreted under and in accordance with the laws of the State of Maryland.

     9.2     This  Agreement  shall be  subject to the  provisions  of the 1933,
1934,  and 1940 Acts,  and the rules and  regulations  and  rulings  thereunder,
including such  exemptions from those  statutes,  rules,  and regulations as the
Securities and Exchange Commission may grant (including, but not limited to, the
Shared Funding  Exemptive  Order) and the terms hereof shall be interpreted  and
construed in accordance therewith.



                                      -18-

<PAGE>

ARTICLE X.  TERMINATION
            -----------

         10.1 This Agreement shall terminate:

              (a)     at the option of any party,  upon one year advance written
               notice to  the  other  parties;  provided,  however  such  notice
               shall not  be given  earlier than one year  following the date of
               this Agreement; or

              (b)     at the option of the Company, to the extent that shares of
               Portfolios   are   not   reasonably   available   to   meet   the
               requirements  of   the  Contracts as  determined  by the Company,
               provided,  however  that such  termination  shall  apply only  to
               the  Portfolio(s)  not reasonably  available.  Prompt  notice  of
               the election  to terminate for such cause shall  be furnished  by
               the Company; or

              (c)     at the  option  of the  Fund,  in the  event  that  formal
               administrative  proceedings  are  instituted against the  Company
               by   the  National  Association   of  Securities  Dealers,   Inc.
               ("NASD"),   the   Securities  and   Exchange    Commission,   the
               Insurance  Commissioner  or  any other regulatory  body regarding
               the  Company's  duties  under  this  Agreement or  related to the
               sale of the  Contracts,  with  respect to the  operation  of  any
               Account, or  the purchase  of  the Fund shares, provided, however
               that the Fund  determines  in  its  sole  judgment  exercised  in
               good faith,  that any such  administrative  proceedings will have
               a  material   adverse  effect  upon the ability of the Company to
               perform its obligations under this Agreement; or

              (d)     at the option of the  Company,  in the event  that  formal
               administrative  proceedings  are  instituted against the  Fund or
               the  Underwriter  by  the  NASD,  the  Securities  and   Exchange
               Commission,  or  any state  securities or insurance department or
               any other  regulatory  body, provided,  however  that the Company
               determines in  its sole  judgment  exercised in  good faith, that
               any  such  administrative   proceedings   will  have  a  material
               adverse  effect  upon  the ability  of the Fund or Underwriter to
               perform its obligations under this Agreement; or

             (e)      with respect to any Account,  upon  requisite  vote of the
              Contract  owners   having  an interest  in  such  Account (or any
              subaccount)  to   substitute  the  shares  of  another  investment
              company  for  the corresponding  Portfolio  shares of  the Fund in
              accordance with the terms

                                      -19-

<PAGE>



              of  the  Contracts  for  which those  Portfolio  shares  had  been
              selected  to  serve  as  the  underlying   investment  media.  The
              Company  will  give  thirty (30)  days' prior  written   notice to
              the   Fund of  the  date  of any  proposed  vote  to  replace  the
              Fund's shares; or

             (f)      at the  option  of the  Company,  in the  event any of the
              Fund's  shares are  not registered,  issued or  sold in accordance
              with  applicable  state and/or federal  law or  such law precludes
              the  use of  such shares as  the underlying  investment  media  of
              the Contracts  issued or to be issued by the Company; or

             (g)      at the  option  of the  Company,  if the  Fund  ceases  to
              qualify  as a  Regulated  Investment  Company  under Subchapter  M
              of  the  Code or under any  successor or similar provision,  or if
              the  Company  reasonably  believes  that  the  Fund may fail to so
              qualify; or

             (h)      at the  option of the  Company,  if the Fund fails to meet
              the  diversification  requirements   specified   in   Article   VI
              hereof; or

             (i)      at the  option of either the Fund or the  Underwriter,  if
              (1)  the   Fund   or   the    Underwriter,   respectively,   shall
              determine,  in  their  sole judgment reasonably  exercised in good
              faith,  that the Company  has  suffered a material adverse  change
              in  its  business  or  financial  condition or  is  the subject of
              material  adverse  publicity  and  such material adverse change or
              material adverse  publicity  will  have a  material adverse impact
              upon  the  business  and  operations  of  either  the  Fund or the
              Underwriter,  (2)  the  Fund or  the  Underwriter shall notify the
              Company  in  writing  of  such  determination  and  its intent  to
              terminate   this   Agreement,  and  (3)  after   considering   the
              actions   taken   by  the   Company  and  any   other  changes  in
              circumstances   since   the   giving   of   such    notice,   such
              determination  of  the  Fund  or the Underwriter shall continue to
              apply  on  the  sixtieth  (60th)  day following the giving of such
              notice,  which  sixtieth  (60th)  day  shall be the effective date
              of termination; or

             (j) at  the  option  of  the  Company,  if  (1) the  Company  shall
              determine,  in  its  sole  judgment  reasonably  exercised in good
              faith,   that  either the  Fund or  the Underwriter has suffered a
              material  adverse  change  in its  business or financial condition
              or  is  the   subject  of   material  adverse  publicity  and such
              material  adverse  change  or  material  adverse   publicity  will
              have   a   material   adverse   impact   upon   the  business  and
              operations of the Company,

                                      -20-

<PAGE>



              (2)     the Company shall notify the Fund and the  Underwriter  in
               writing  of such  determination  and its  intent to terminate the
               Agreement,  and  (3)  after considering  the actions taken by the
               Fund   and/or  the   Underwriter   and   any  other   changes  in
               circumstances   since   the   giving   of   such   notice,   such
               determination   shall   continue to apply on the sixtieth  (60th)
               day  following  the  giving of such notice, which sixtieth (60th)
               day shall be the effective date of termination; or

              (k) at  the  option  of  either  the Fund or the  Underwriter,  if
               the  Company  gives  the  Fund  and the  Underwriter  the written
               notice  specified  in  Section 1.6(b) hereof and at the time such
               notice   was  given   there   was  no   notice   of   termination
               outstanding  under  any  other   provision   of  this  Agreement;
               provided,  however  any  termination  under this  Section 10.1(k)
               shall  be  effective  forty-five  (45) days   after   the  notice
               specified  in Section 1.6(b) was given.

    10.2      It is understood  and agreed that the right of any party hereto to
terminate  this Agreement  pursuant to Section  10.1(a) may be exercised for any
reason or for no reason.

    10.3      Notice Requirement.  No  termination of  this  Agreement shall  be
effective unless and until the  party terminating  this  Agreement  gives  prior
written notice to all other parties to this Agreement of its intent to terminate
which notice shall set forth the basis for such termination.  Furthermore,

              (a)      In  the  event that  any  termination  is  based upon the
                       provisions  of   Article   VII,   or  the  provision   of
                       Sections  10.1(a),  10.1(i),  10.1(j)  or 10.1(k) of this
                       Agreement,  such  prior  written  notice  shall  be given
                       in advance  of  the  effective  date  of  termination  as
                       required by such provisions; and

               (b)     In  the  event that  any  termination  is  based upon the
                       provisions  of   Sections  10.1(c)  or  10.1(d)  of  this
                       Agreement,  such  prior  written  notice  shall  be given
                       at  least  ninety (90) days  before  the  effective  date
                       of  termination.

     10.4     Effective of Termination.  Notwithstanding any termination of this
Agreement,  the Fund and the  Underwriter  shall,  at the option of the Company,
continue to make available  additional  shares of the Fund pursuant to the terms
and conditions of this  Agreement,  for all Contracts in effect on the effective
date of  termination  of this  Agreement  (hereinafter  referred to as "Existing
Contracts"). Specifically, without

                                      -21-

<PAGE>

limitation,  the  owners  of  the  Existing  Contracts  shall  be  permitted  to
reallocate investments in the Fund, redeem investments in the Fund and/or invest
in the Fund upon the making of additional  purchase  payments under the Existing
Contracts.  The  parties  agree  that this  Section  10.4 shall not apply to any
terminations  under Article VII and the effect of such Article VII  terminations
shall be governed by Article VII of this Agreement.

    10.5      The  Company  shall not redeem  Fund  shares  attributable  to the
Contracts (as opposed to Fund shares  attributable to the Company's  assets held
in either Account) except (i) as necessary to implement Contract owner initiated
transactions, or (ii) as required by state and/or federal laws or regulations or
judicial or other legal precedent of general application  (hereinafter  referred
to as a "Legally Required Redemption").  Upon request, the Company will promptly
furnish to the Fund and the  Underwriter  the opinion of counsel for the Company
(which counsel shall be reasonably satisfactory to the Fund and the Underwriter)
to the effect  that any  redemption  pursuant  to clause (ii) above is a Legally
Required  Redemption.  Furthermore,  except in cases where  permitted  under the
terms of the  Contracts,  the  Company  shall not prevent  Contract  owners from
allocating  payments  to a  Portfolio  that was  otherwise  available  under the
Contracts  without  first  giving the Fund or the  Underwriter  ninety (90) days
notice of its intention to do so.

ARTICLE XI.  NOTICES
             -------

         Any  notice  shall be  sufficiently  given when sent by  registered  or
certified  mail to the other  party at the address of such party set forth below
or at such other  address as such party may from time to time specify in writing
to the other party.

          If to the Fund:           Calvert Variable Series
                                    4550 Montgomery Avenue
                                    Bethesda, MD   20814
                                    Attn: Legal Department

          If to the Company:        Ameritas Variable Life Insurance Company
                                    5900 "O" Street
                                    P.O. Box 82550
                                    Lincoln, NE   68501
                                    Attn: Legal Department

          If to the Underwriter:    Calvert Distributors, Inc.
                                    4550 Montgomery Avenue
                                    Bethesda, MD   20814
                                    Attn: Legal Department


                                      -22-

<PAGE>

ARTICLE XII.  MISCELLANEOUS
              -------------

    12.1      All persons dealing with the Fund must look solely to the property
of the Fund for the  enforcement  of any claims  against the Fund as neither the
directors,  officers,  agents or shareholders  assume any personal liability for
obligations entered into on behalf of the Fund.

    12.2      Subject  to  the  requirements  of legal  process  and  regulatory
authority, each party hereto shall treat as confidential the names and addresses
of the owners of the  Contracts  and all  information  reasonably  identified as
confidential  in writing by any other party  hereto and,  except as permitted by
this  Agreement,  shall not  disclose,  disseminate  or  utilize  such names and
addresses and other confidential information until such time as it may come into
the public domain without the express written consent of the affected party.

     12.3     The captions in this  Agreement  are included for  convenience  of
reference only and in no way define or delineate any of the provisions hereof or
otherwise affect their construction or effect.

     12.4     This  Agreement  may  be  executed  simultaneously  in two or more
counterparts,  each of which taken  together  shall  constitute one and the same
instrument.

     12.5     If any provision of this  Agreement  shall be held or made invalid
by a court decision,  statute, rule or otherwise, the remainder of the Agreement
shall not be affected thereby.

     12.6     Each party  hereto shall  cooperate  with each other party and all
appropriate   governmental   authorities   (including   without  limitation  the
Securities and Exchange Commission, the NASD and state insurance regulators) and
shall  permit  such  authorities  reasonable  access to its books and records in
connection with any  investigation  or inquiry relating to this Agreement or the
transactions   contemplated  hereby.   Notwithstanding  the  generality  of  the
foregoing,  each party hereto further agrees to furnish the California Insurance
Commissioner  with any  information  or  reports  in  connection  with  services
provided  under this  Agreement  which such  Commission  may request in order to
ascertain  whether the variable  life  insurance  operations  of the Company are
being  conducted  in a manner  consistent  with  the  California  Variable  Life
Insurance Regulations and any other applicable law or regulations.

     12.7     The  Underwriter  agrees that to the extent any  advisory or other
fees received by the Fund,  the  Underwriter or the Adviser are determined to be
unlawful in legal or administrative proceedings under

                                      -23-

<PAGE>

the 1973  NAIC  model  variable  life  insurance  regulation  in the  states  of
California,  Colorado,  Maryland,  and Michigan, the Underwriter shall indemnify
and reimburse the Company for any out of pocket  expenses and actual damages the
Company has incurred as a result of any such proceeding;  provided, however that
the  provisions  of  Section  8.2(b)  of this  and  8.2(c)  shall  apply to such
indemnification   and  reimbursement   obligation.   Such   indemnification  and
reimbursement  obligation shall be in addition to any other  indemnification and
reimbursement obligations of the Underwriter under this Agreement.

    12.8      The rights,  remedies and obligations  contained in this Agreement
are  cumulative  and  are in  addition  to any  and  all  rights,  remedies  and
obligations, at law or in equity, which the parties hereto are entitled to under
state and federal laws.

         IN  WITNESS  WHEREOF,  each  of the  parties  hereto  has  caused  this
Agreement  to be executed  in its name and on its behalf by its duly  authorized
representative  and its  seal to be  hereunder  affixed  hereto  as of the  date
specified below.
                                    COMPANY:

                                    AMERITAS VARIABLE LIFE INSURANCE
                                    COMPANY
                                    By its authorized officer,
SEAL
                                    By:_____________________________
                                    Title:__________________________
                                    Date:___________________________

                                    FUND:

                                    CALVERT VARIABLE SERIES
                                    By its authorized officer,

SEAL                                By:____________________________
                                    Title:_________________________
                                    Date:__________________________

                                    UNDERWRITER:

                                     CALVERT DISTRIBUTORS, INC.
                                     By its authorized officer,

SEAL                                 By:__________________________
                                     Title:_______________________
                                     Date:________________________


                                      -24-


June 16, 1999




Ameritas Variable Life Insurance Company
5900 "O" Street
P.O. Box 81889
Lincoln, Nebraska  68501

Gentlemen:

With  reference to  Pre-Effective  Amendment No. 1 on Form S-6 filed by Ameritas
Variable Life Insurance  Company and Ameritas  Variable Life  Insurance  Company
Separate Account V with the Securities & Exchange  Commission  covering flexible
premium life insurance policies, I have examined such documents and such laws as
I considered necessary and appropriate, and on the basis of such examination, it
is my opinion that:

   1.    Ameritas  Variable Life Insurance Company is duly organized and validly
         existing  under  the laws of the  State of  Nebraska  and has been duly
         authorized  by the  Insurance  Department  of the State of  Nebraska to
         issue variable life policies.

   2.    Ameritas  Variable Life Insurance  Company Separate Account V is a duly
         authorized and existing  separate account  established  pursuant to the
         provisions  of  Section  44-402.01  of the  Statutes  of the  State  of
         Nebraska.

   3.    The  flexible   premium   variable  life   policies,   when  issued  as
         contemplated by said Form S-6 Registration  Statement,  will constitute
         legal, validly issued and binding obligations of Ameritas Variable Life
         Insurance Company.

I  hereby  consent  to  the  filing  of  this  opinion  as  an  exhibit  to  the
Pre-Effective Amendment No. 1 to said Form S-6 Registration Statement and to the
use of my name under the caption "Legal Matters" in the Prospectus  contained in
the Registration Statement.

Sincerely,



Donald R. Stading
Secretary and General Counsel


June 16, 1999



Ameritas Variable Life Insurance Company
5900 "O" Street
P.O. Box 82550
Lincoln, Nebraska  68501


Gentlemen:


This  opinion is  furnished  in  connection  with the  registration  by Ameritas
Variable Life Insurance  Company,  of a survivorship  flexible  premium variable
universal life insurance policy  ("Contract")  under the Securities Act of 1933.
The  prospectus  included  in  Pre-Effective  Amendment  No.  1 to  Registration
Statement No. 333-71501 on Form S-6 describes the Contract. The form of Contract
was  prepared  under  my  direction  and I am  familiar  with  the  Registration
Statement  and Exhibits  thereto.  This  contract was  developed and filed under
Securities and Exchange  Commission Rule 6E-3(T), as interpreted at this time by
the SEC staff. In my opinion:


   The  illustrations of death benefits and accumulation  values included in the
   section entitled "Illustrations of Death Benefits and Accumulation Values" in
   the  Appendices of the  prospectus,  based on the  assumptions  stated in the
   illustrations,  are consistent with the provisions of the Contract.  The rate
   structure  of  the  Contract  has  not  been  designed  so  as  to  make  the
   relationship  between premiums and benefits,  as shown in the  illustrations,
   appear more  favorable to  prospective  purchasers of the Contract for a male
   age 55 and a female age 55, than to  prospective  purchasers  of the Contract
   for other ages or for two males or two females.


I hereby  consent to the use of this opinion as an exhibit to the  Pre-Effective
Amendment  No. 1 to the  Registration  Statement and to the reference to my name
under the heading "Experts" in the prospectus.

Very truly yours,

/s/Thomas P. McArdle

Thomas P. McArdle
Assistant Vice President and
Associate Actuary


INDEPENDENT AUDITORS' CONSENT



We  consent to the use in this  Pre-Effective  Amendment  No. 1 to  Registration
Statement No.  333-71501 of Ameritas  Variable Life Insurance  Company  Separate
Account V of our reports dated February 5, 1999, on the financial  statements of
Ameritas  Variable Life Insurance  Company and Ameritas  Variable Life Insurance
Company Separate Account V appearing in the Prospectus,  which is a part of such
Registration  Statement,  and to the reference to us under the heading "Experts"
in such Prospectus.


/s/Deloitte & Touche LLP

Lincoln, Nebraska
June 15, 1999



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