AMERITAS VARIABLE LIFE INSURANCE CO SEPARATE ACCOUNT V
485APOS, 1999-08-30
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             As filed with the Securities and Exchange Commission on


                                 August 30, 1999

                            Registration No. 33-1978


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


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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


                         Post-Effective Amendment No. 16
                                       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. It is proposed that this filing will become effective:


        |_|  immediate  upon filing  pursuant to  paragraph b
        |X|  on November 1, 1999  pursuant to paragraph a of Rule 485
        |_|  on pursuant to paragraph b of Rule 485



<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

       17         Summary, Policy Rights

       18         The Funds; Calvert Variable Series, Inc. Ameritas Portfolios,
                  Variable Insurance Products Fund

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


<PAGE>


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

       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 VARAIBLE LIFE INSURANCE COMPANY LOGO


PROSPECTUS
                                                                 5900 "O" Street
                                                P.O. Box 82550/Lincoln, NE 68501

UniVar--A Flexible Premium Variable Universal Life Insurance Policy
issued by Ameritas Variable Life Insurance Company


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


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

UniVar is a flexible premium variable universal life insurance Policy ("Policy")
previously issued by Ameritas Variable Life Insurance  Company  ("AVLIC").  Like
traditional life insurance policies,  a UniVar Policy provides Death Benefits to
Beneficiaries  and gives you, the Policy Owner,  the opportunity to increase the
Policy's value. Unlike traditional policies,  UniVar 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 UniVar 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 UniVar include  investment  portfolios
managed by Ameritas Investment Corp. and Fidelity Management & Research Company.
Each of these portfolios has its own investment objective andpolicies. These are
described in the prospectuses for each investment portfolio which must accompany
this UniVar prospectus.  You may also choose to allocate premium payments to the
Fixed Account managed by AVLIC.

A UniVar Policy was issued after AVLIC  accepted a Policy  Owner's  application.
Generally,  an application must specify a minimum Death Benefit of $50,000,  but
lower  minimums may be requested.  The Policy was available only to persons with
an Issue Age of 80 or less. A UniVar Policy,  once  purchased,  may generally be
canceled within 10 days after you receive it.

This  UniVar   prospectus  is  designed  to  assist  you  in  understanding  the
opportunity  and  risks  associated  with  the  purchase  of  a  UniVar  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 UniVar
Policy,  information  about AVLIC, a list of the investment  portfolios to which
you may  allocate  payments,  as well as a  detailed  description  of the UniVar
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 UniVar.

Although  the UniVar  Policy is designed  to provide  life  insurance,  a UniVar
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  UniVar  Policy  involves  investment  risk,
including the possible loss of principal.  For this reason,  a UniVar may not be
suitable for all  individuals.  It may not be  advantageous to purchase a UniVar
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 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.


                                November 1, 1999

                                     UNIVAR
                                        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..........................16
   Fixed Account..............................................................16

EXCHANGE OFFER................................................................17
POLICY BENEFITS...............................................................18
   Purposes of the Policy.....................................................18
   Death Benefit Proceeds.....................................................19
   Death Benefit Options......................................................19
   Methods of Affecting Insurance Protection..................................20
   Duration of the Policy.....................................................21
   Cash Value.................................................................21

   Benefits at Maturity.......................................................22
   Payment of Policy Benefits.................................................22
POLICY RIGHTS.................................................................23
   Loan Benefits..............................................................23
   Surrenders.................................................................24
   Partial Withdrawals........................................................24
   Transfers..................................................................24

   Refund Privilege...........................................................25
   Exchange Privilege.........................................................25
PAYMENT AND ALLOCATION OF PREMIUMS............................................26
   Issuance of a Policy.......................................................26
   Premiums...................................................................26
   Allocation of Premiums and Cash Value......................................27
   Policy Lapse and Reinstatement.............................................28

CHARGES AND DEDUCTIONS........................................................28

   Charges from Cash Value....................................................29
   Surrender Charge...........................................................32
   Daily Charges Against the Separate Account.................................34
   Fund Expense Summary.......................................................34

GENERAL PROVISIONS............................................................36
DISTRIBUTION OF THE POLICIES..................................................38
FEDERAL TAX MATTERS...........................................................39
SAFEKEEPING OF THE SEPARATE ACCOUNT'S ASSETS..................................41
THIRD PARTY SERVICES..........................................................41
VOTING RIGHTS.................................................................41
STATE REGULATION OF AVLIC.....................................................41
EXECUTIVE OFFICERS AND DIRECTORS OF AVLIC.....................................42
LEGAL MATTERS.................................................................43
LEGAL PROCEEDINGS.............................................................43
EXPERTS.......................................................................43
ADDITIONAL INFORMATION........................................................44
FINANCIAL STATEMENTS..........................................................44
AMERITAS VARIABLE LIFE INSURANCE COMPANY SEPARATE ACCOUNT V................F-I-1
AMERITAS VARIABLE LIFE INSURANCE COMPANY..................................F-II-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.

                                     UNIVAR
                                        2

<PAGE>


DEFINITIONS

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

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 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 death of the  Insured.  (See the  sections on  Beneficiary  and
Change of Beneficiary.)


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


CONTINGENT  DEFERRED  ADMINISTRATIVE  CHARGE - An administrative  charge for the
underwriting, issuance and initial administration of the Policy that is deducted
upon Surrender of the Policy. This charge is part of the Surrender Charge.

CONTINGENT  DEFERRED  SALES  CHARGE  - A sales  charge,  calculated  based  on a
percentage of premiums received,  is deducted upon Surrender of the Policy. This
charge is part of the Surrender Charge.


COST OF INSURANCE - A charge deducted monthly from the Cash Value to provide the
life insurance protection. The Cost of Insurance is calculated with reference to
an annual Cost of Insurance Rate. This rate is based on the Insured's sex, Issue
Age, Policy duration, Specified Amount, and risk class. 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 Due Proof of Death of the Insured  while the Policy is in force.  It is
equal to: (l) the Death Benefit;  (2) plus  additional  life insurance  proceeds
provided by any riders;  (3) minus any  Outstanding  Policy Debt;  (4) minus any
Accrued Expense Charges, including the Monthly Deduction for the month of death.

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




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.

                                     UNIVAR
                                        3

<PAGE>



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 a payment
during the Grace Period such that the Net Cash Surrender  Value of the Policy is
sufficient to pay the Monthly Deduction, the Policy will not lapse.



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.

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

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

ISSUE AGE - The age of the Insured at the Insured's  birthday nearest the Policy
Date.

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


MATURITY  BENEFITS - The amount  payable to the Policy Owner,  if the Insured is
living,  on the Maturity Date.  The Maturity  Benefit is the Cash Value less any
Outstanding Policy Debt.


MATURITY DATE - The date AVLIC pays any Maturity Benefit to the Policy Owner, if
the Insured is still living.


MINIMUM  FIRST YEAR  PREMIUM - The  premium  that must be paid  during the first
Policy Year to pay for insurance  coverage  under the Death  Benefit  option you
select. It does not include the required premium for coverage under any riders.


MONTHLY  ACTIVITY  DATE - The same date in each  succeeding  month as the Policy
Date,  unless the Monthly  Activity  Date falls 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 Cash 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 CASH  SURRENDER  VALUE - The Cash 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 - The amount  deducted from each premium  received to
cover certain  expenses,  expressed as a percentage of the premium.  This charge
may  include a Sales Load  Charge  and/or a Premium  Charge for Taxes.  (See the
section on Deductions From Premium Payment.)

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 Guaranteed Death Benefit.



                                     UNIVAR
                                        4

<PAGE>



POLICY - The 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) 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.

PREMIUM CHARGE FOR TAXES - This charge,  which is part of the Percent of Premium
Charge, represents the amount AVLIC considers necessary to pay all premium taxes
imposed by the states and their  subdivisions  and to defray the tax cost due to
capitalizing  certain Policy  acquisition  expenses as required under applicable
federal  tax laws.  AVLIC  does not expect to derive a profit  from the  Premium
Charge for Taxes.

SALES LOAD CHARGE - This charge, which is part of the Percent of Premium Charge,
is designed to compensate  AVLIC for expenses  associated with  distributing the
Policy; no Sales Load Charge is currently in effect.

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  before the Maturity Date during the
Insured's life for the Net Cash Surrender Value.


SURRENDER  CHARGE - This charge is assessed against the Cash Value of the Policy
if the Policy is Surrendered on or before the 15th Policy  Anniversary  Date or,
in the case of an  increase  in the  Specified  Amount,  on or  before  the 15th
anniversary of the increase. The Surrender Charge is comprised of the Contingent
Deferred Administrative Charge and the Contingent Deferred Sales Charge.


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.

                                     UNIVAR
                                        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

       Other than the Minimum First Year Premiums, you can vary amount and
                                   frequency.


                            DEDUCTIONS FROM PREMIUMS
 Sales load and distribution expense--8.5% for the Minimum First Year Premium;
                          7.5% for all other premiums
                         Per premium payment processing charge--$2.00
                         Premium Charge for Taxes--2.5%


                                   NET PREMIUM

The Net Premium may be invested in the Fixed Account or in the Separate  Account
which  offers 5 different  Subaccounts.  The  Subaccounts  invest in the Calvert
Variable Series,  Inc. Ameritas  Portfolios and the Variable  Insurance Products
Fund ("Funds").

                             DEDUCTIONS FROM ASSETS

Monthly charge for Cost of Insurance and cost of any riders.  Monthly charge for
administrative expenses of $5.00 per month.

Daily  charge  from  the   Subaccounts  for  mortality  and  expense  risks  and
administrative expenses, at an annual rate of 0.70% for all Policy Years.   This
charge is not deducted from Fixed Account assets.

Fund expense  charges,  which ranged from .30% to .89% at the most recent fiscal
year end, are also deducted.

                                 LIVING BENEFITS

You may make partial  withdrawals,  subject to certain  restrictions.  The Death
Benefit will be reduced by the amount of the partial  withdrawal.  Each year you
may make up to 9 free  transfers  between the  Investment  Options.  If you have
amounts in the Calvert  Variable Series,  Inc.  Ameritas  Portfolios  ("Ameritas
Portfolios")  as a result of the  substitution  which  occurred  at the close of
business on October 29, 1999, the following  procedure applies until December 1,
1999:  you may  transfer  amounts out of the  Ameritas  Portfolios  to any other
Subaccount  available  under the Policy  without any  administrative  charge and
without  the  transfer  counting  as one of your "free  transfers."  Accelerated
payment of up to 50% of the lowest  scheduled  Death Benefit is available  under
certain  conditions  to  Insureds  suffering  from  terminal  illness.  You  may
surrender the Policy at any time for its Net Cash Surrender Value.  AVLIC incurs
expenses  immediately  upon the issuance of the Policy that are recovered over a
period of years. Therefore, a Policy Surrender on or before the 15th anniversary
date will be assessed a Surrender Charge  consisting of the Contingent  Deferred
Sales  Charge and the  Contingent  Deferred  Administrative  Charge.  The charge
decreases  each year until no Surrender  Charge is applied after the 15th Policy
Year.  Increases  in  coverage  after  issue will also have a  Surrender  Charge
associated with them. (See pages 24 and 32.)

RETIREMENT INCOME BENEFITS
After the first  Policy  Anniversary  Date,  you may take loans up to 75% of the
Cash Value of the Policy  (100% in Texas and  Virginia).  The  interest  rate on
loans is 8% per year.  Should the Policy lapse while loans are outstanding,  the
portion of the loan attributable to earnings will become taxable  distributions.
(See page 24.) You may  Surrender  the Policy or make a partial  withdrawal  and
take values as payments under one or more of five different payment options

DEATH BENEFITS
Generally, Death Benefit Income is tax free to the Beneficiary.  The Beneficiary
may be paid a lump sum or may select any of the five payment  methods  available
as retirement benefits.


                                     UNIVAR
                                        6

<PAGE>


SUMMARY

The following summary is intended to highlight the most important  features of a
UniVar 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.  Capitalized terms are defined in
the Definitions section of this prospectus.  This summary and all other parts of
this  prospectus  are  qualified  in their  entirety  by the terms of the UniVar
Policy, which is available upon request from AVLIC.

WHO IS THE ISSUER OF A UNIVAR POLICY?
AVLIC  is the  issuer  of  each  UniVar  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 UniVar
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.)





HOW DOES THE INVESTMENT COMPONENT OF MY UNIVAR 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
UniVar  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 UniVar. 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  and the Fixed Account will  represent the Cash Value of your UniVar
Policy. (See the section on Cash Value.)

WHAT INVESTMENT OPTIONS ARE AVAILABLE THROUGH THE UNIVAR POLICY?
The Investment Options available through UniVar include 5 investment portfolios,
each of  which is a  separate  series  of a  mutual  fund  managed  by  Amertias
Investment  Corp. or Fidelity  Management & Research  Company.  These portfolios
are:

O     AMERITAS INVESTMENT CORP.:
                              Ameritas Money Market


O     FIDELITY MANAGEMENT & RESEARCH COMPANY:

                                VIP Equity-Income
                                   VIP Growth
                                 VIP High Income
                                  VIP Overseas


                                     UNIVAR
                                        7
<PAGE>




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

If you choose Option A, Death Benefit  Proceeds payable under your UniVar Policy
will be the Specified Amount of your UniVar Policy or the applicable  percentage
of its Cash Value,  whichever is greater.  If you choose Option B, Death Benefit
Proceeds  payable under your UniVar Policy will be the Specified  Amount of your
UniVar Policy plus the Cash Value of your UniVar Policy, or if it is higher, the
applicable  percentage  of the Cash Value on the date of death.  In either case,
the applicable  percentage is established based on the age of the Insured at the
date of death. (See the section on Death Benefit Options.)

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

ARE THERE ANY RISKS INVOLVED IN OWNING A UNIVAR POLICY?
Yes. Over the life of your UniVar 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 Cash Value of your
UniVar Policy and may result in loss of principal. For this reason, the purchase
of a  UniVar  Policy  may not be  suitable  for all  individuals.  It may not be
advantageous  to purchase a UniVar  Policy to replace or augment  your  existing
insurance arrangements.  Appendix A includes tables illustrating the impact that
hypothetical market returns would have on Cash Values under a UniVar Policy.



                                     UNIVAR
                                        8

<PAGE>



WHAT IS THE  PREMIUM  THAT MUST BE PAID TO KEEP A UNIVAR  POLICY IN FORCE?  Like
traditional  life insurance  policies,  a UniVar 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 UniVar Policy becomes effective.

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

HOW ARE PREMIUMS PAID, PROCESSED AND CREDITED TO ME?
Your UniVar 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  premium will be  allocated to the Money Market  Subaccount  for 13
days  following  the Issue Date,  and then will be allocated to the  Subaccounts
and/or the Fixed Account,  according to selections you made in your application.
You have the right to examine your UniVar  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 and allocate the Net Premium to the Subaccounts and/or
the Fixed Account  according to your  selections.  (See the sections on Premiums
and Allocations of Premiums and Cash Value.)

As already noted,  UniVar 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
Guaranteed Death Benefit Premium and/or Net Policy Funding requirement needed to
keep your UniVar 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  UniVar  Policy.  (See  the  section  on
Premiums.)

IS THE CASH VALUE OF MY UNIVAR POLICY AVAILABLE BEFORE THE MATURITY DATE WITHOUT
SURRENDER?
Yes. You may access the value of your UniVar  Policy in one of two ways.  First,
you may obtain a loan, secured by the Cash Value of your UniVar Policy following
its first  Policy  Anniversary.  The  amount of the loan may be up to 75% of the
Cash Value of the Policy (100% in Texas and Virginia). The maximum interest rate
on any such loan is 8% annually. (See the section on Loan Benefits.)

You may also  access  the  value  of your  UniVar  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 UNIVAR POLICY?
AVLIC is authorized to deduct a Percent of Premium Charge, which includes both a
Sales Load Charge and a Premium Charge for Taxes.  The Sales Load Charge,  of up
to 8.5% for the Minimum  First Year  Premium on the Policy and 7.5%  thereafter,
may be deducted  from each  premium  payment  made on a UniVar  Policy.  Certain
states impose premium and other taxes in connection with insurance policies such
as UniVar.  AVLIC may deduct 2.5% of each premium  paid as a Premium  Charge for
Taxes.

Charges are also deducted  against the Cash Value to cover the Cost of Insurance
under the Policy  and to  compensate  AVLIC for  administering  each  individual
UniVar  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  Insured  as  reflected  in
relevant actuarial tables. The Monthly

                                     UNIVAR
                                        9

<PAGE>




Deduction also includes a flat  Administrative  Expense  Charge.  This charge is
$5.00 per Policy per month for each Policy Year.(See the section on Charges from
Cash Value.)

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 20
years of each UniVar Policy,  at a combined  current annual rate of 0.70% of the
value of the net assets of Separate  Account V. No  Mortality  and Expense  Risk
Charges will be deducted from the amount 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 UniVar
Policy  that are  recovered  over a period of  years,  a UniVar  Policy  that is
Surrendered  on or before  its 15th  Policy  Anniversary  Date is  subject  to a
Surrender Charge. In the first Policy Year the Surrender Charge is 21.50% of the
premiums  actually paid, up to the Minimum First Year Premium for the Policy. In
Policy  Years  2-11 the  Surrender  Charge is 21.5% of the  Minimum  First  Year
Premium,  plus 2.5% of premiums actually paid in the second Policy Year, up to a
second amount equal to the Minimum First Year Premium. In Policy Years 12-15 the
Surrender Charge gradually decreases,  until it is zero beginning in Policy Year
16.  Surrender  Charges  are not  affected  by  increases  or  decreases  in the
Specified Amount of the Policy or for partial withdrawals of Cash Value. Because
the  Surrender  Charge  may be  significant  upon  early  Surrender,  you should
purchase a UniVar Policy only if you intend to maintain your UniVar Policy for a
substantial period. (See the sections on Exchange Offer and 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.)

WHAT EXCHANGE PRIVILEGES AND EXCHANGE OFFICERS ARE AVAILABLE FOR MY POLICY?
During  the  first  24  months  after  the  Policy  Date,   subject  to  certain
restrictions,  the Policy Owner may  exchange the Policy for a flexible  premium
adjustable  life  insurance  policy issued by AVLIC or an affiliate.  The policy
provisions and  applicable  charges for the new policy will be based on the same
policy  date and issue age as under the  Policy.  (See the  section on  Exchange
Privilege.)

AVLIC and Separate  Account V will exchange the flexible  premium  variable life
insurance  policy  offered  by AVLIC  and  registered  with the  Securities  and
Exchange  Commission known as Applause Flexible Premium Variable  Universal Life
(Applause  Life)  (Policy  Form #4010) for  previously  issued  UniVar  Flexible
Premium Variable  Universal Life Insurance  Policies  (Policy Form #4002).  More
detailed  information  is found in the  section  on  Exchange  Offer  and in the
prospectus for the Applause Policy.

WHEN DOES MY UNIVAR POLICY TERMINATE?
You may  terminate  your UniVar  Policy by  Surrendering  the Policy  during the
lifetime of the Insured for its Net Cash Surrender  Value. As noted above,  your
UniVar  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.)

Finally,  your UniVar  Policy will  terminate on its Maturity  Date if the named
Insured is living on that date  unless you have  elected the  Extended  Maturity
Option.  The Maturity  Date is the Policy  Anniversary  nearest to the Insured's
100th birthday.  On the Maturity Date,  AVLIC will pay to you, the Policy Owner,
an amount--referred to as the Maturity  Benefit--equal to the Cash Value of your
UniVar Policy, less any Outstanding Policy Debt. (See the section on Benefits at
Maturity.)


                                     UNIVAR
                                        10

<PAGE>


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"),  a  Nebraska  stock  life  insurance  company,  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.

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 financial  insurance  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

                                     UNIVAR
                                       11

<PAGE>



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 Cash Values  invested in Separate
Account V.  Nevertheless,  to the extent assets in the 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 Cash Value,  Net Cash Surrender
Value and Death Benefit based on historical  investment returns of the Funds for
a sample Insured based on assumptions as to age, sex, and other Policy  specific
assumptions.

AVLIC may also provide individualized  hypothetical illustrations of Cash 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,  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 5 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
Portfolios") and Variable Insurance Products Fund ("VIP").

The Ameritas  Portfolios  receive  investment  advisory  services  from Ameritas
Investment  Corp.  ("AIC").  AIC is a registered  investment  adviser  under the
Investment Advisers Act of 1940 and is an affiliate of AVLIC. AIC also contracts
with subadvisers.  Calvert Asset Management  Company,  Inc. provides  investment
subadvisory services to the Ameritas Money Market portfolio.


VIP, which is managed by Fidelity  Management & Research  Company  ("Fidelity"),
offers the following portfolios: VIP Equity-Income,  VIP Growth, VIP High Income
and VIP Overseas.

                                     UNIVAR
                                       12

<PAGE>



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

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


The VIP High Income  portfolio is permitted to invest a portion of its assets in
non-investment  grade, high risk debt securities.  The VIP Overseas portfolio is
designed  to  invest a  substantial  portion  of its  assets  overseas.  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 Fund 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.

                                     UNIVAR
                                       13

<PAGE>

<TABLE>
<CAPTION>


INVESTMENT OBJECTIVES AND POLICIES OF THE FUNDS' PORTFOLIOS

PORTFOLIO              INVESTMENT POLICIES                            OBJECTIVE
- -------------          --------------------                           -------------

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


FIDELITY FUNDS

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

VIP Growth             Investing  primarily  in common  stocks.       Seeks capital appreciation.
                       Investing in 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         Seeks a high level of current income while
                       income-producing debt securities,              also considering growth of capital.
                       preferred stocks and convertible securities,
                       with an emphasis on lower-quality debt securities.

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


</TABLE>

                                     UNIVAR
                                       14

<PAGE>


                                     UNIVAR
                                       15

<PAGE>



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


                                     UNIVAR
                                       16

<PAGE>


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, 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
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 an effective annual rate of at
least 4.5%. 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 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.

EXCHANGE OFFER

On June 13, 1990, the SEC,  after  application by AVLIC and public notice in the
Federal  Register,  granted  AVLIC's  request  that it be  allowed  to  offer to
exchange  previously  issued  UniVar Life  Insurance  Policies for Applause Life
Insurance Policies.

The exchange  offer  provisions are designed to allow the old UniVar Life Policy
Owner to acquire the new Applause  Life  Insurance  Policy as if he had owned it
from the date of issue on the old UniVar Life Insurance Policy.

AVLIC and Separate  Account V will exchange the flexible  premium  variable life
insurance  policy  offered  by AVLIC  and  registered  with the  Securities  and
Exchange  Commission known as Applause Flexible Premium Variable  Universal Life
(Applause  Life)  (Policy  Form #4010) for  previously  issued  UniVar  Flexible
Premium  Variable  Universal  Life Policies  (Policy Form #4002).  More detailed
information,  including a description  of policy changes and provisions is found
below and in the prospectus for the Applause Life policy.

The exchange is offered under the following terms:

1.  The Applause Life Insurance Policy will be issued as of the original date of
    issue of the exchanged UniVar Life Insurance Policy.
2.  The Applause  Life  Insurance  Policy will be issued to UniVar Policy Owners
    without  additional  evidence  of  insurability  of the Insured for the same
    amount of insurance.
3.  The  UniVar  Life  Policy  Owner  will  be  refunded  all of the  sales  and
    acquisition  charges deducted from his/her premium  payment,  except premium
    taxes, plus 12% interest  thereon,  which amount will be added to the UniVar
    Policy's accumulation value.
4.  After the additions to the accumulation  value, AVLIC will then exchange the
    UniVar Life Policy for and issue the  Applause  Life  Insurance  Policy on a
    relative net asset basis without  deducting  Surrender Charges on the UniVar
    Life Policy  Surrender or sales or acquisition  charges on the Applause Life
    Insurance  Policy  acquisition.  AVLIC  expects  to  recover  certain of the
    refunded sales and  acquisition  charges  through  Surrender  Charges on the
    Applause Life Insurance  Policy if  Surrendered  before the 15th Policy Year
    dating from the original UniVar Issue Date. AVLIC does not expect to recover
    the remainder of the refunded charge.
5.  The new  Applause  Life  Policy  Owner will then enjoy the  benefits  and be
    subject to the charges and  contract  provisions  as set out in the Applause
    Life  prospectus.  A table  summarizing  the  charges  under the  respective
    policies are set out as follows:




                                     UNIVAR
                                       17

<PAGE>


<TABLE>
<CAPTION>

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

                                OLD POLICY                               NEW POLICY

- -----------------------------------------------------------------------------------------------------------------------
<S>                <C>                                            <C>
PREMIUM            2.5%                                           2.5% (not charged on accumulation values transferred
TAX                                                               from the old Policy)

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

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

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

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

</TABLE>


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 to the Policy  Anniversary  nearest the  Insured's  95th birthday and
flexibility  in the amount and frequency of premium  payments and with the level
of life insurance proceeds payable under the Policy.

Other than the Minimum First Year Premium, 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 the Guaranteed Death Benefit Premium required.  If the Specified Amount
is decreased,  however,  the 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 Cash  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  Guaranteed  Death Benefit
Premiums  are  satisfied  by Net Policy  Funding,  AVLIC will keep the Policy in
force during the Guaranteed Death Benefit 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.


                                     UNIVAR
                                       18

<PAGE>



DEATH BENEFIT PROCEEDS

As long as the  Policy  remains  in force,  AVLIC  will,  pay the Death  Benefit
Proceeds of the Policy upon Due Proof of Death,  according to the Death  Benefit
option in effect at the time of the  Insured's  death.  The  amount of the Death
Benefits  payable will be determined  at the end of the valuation  period during
which the Insured's death occurred.  The Death Benefit Proceeds may be paid in a
lump sum or under one or more of the  payment  options  set forth in the Policy.
(See the section on Payment Options.)


Death  Benefit   Proceeds  will  be  paid  to  the  surviving   Beneficiary   or
Beneficiaries you specified in the application or 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,  unless the Extended  Maturity
Option is in effect.  If the Extended  Maturity  Option is in effect,  the Death
Benefit will be the same as the Cash Value.  Extension of the Maturity  Date may
result in adverse tax  consequences.  (See the section on Benefits at Maturity.)
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 generally
$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.


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 Cash Value at the date of death.
The  applicable  percentage  is 250% for  Insureds  with an  Attained  Age 40 or
younger on the Policy  Anniversary Date prior to the date of death. For Insureds
with an Attained Age 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 95 is 100%.  Accordingly,  under
Option A the Death Benefit will remain level at the Specified  Amount unless the
applicable  percentage of Cash Value exceeds the current  Specified  Amount,  in
which case the amount of the Death Benefit will vary as the Cash Value
varies.  Policy Owners who prefer to have favorable investment  performance,  if
any, reflected in higher Cash 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.


                                     UNIVAR
                                       19

<PAGE>




Under Option B, the Death Benefit is equal to the current  Specified Amount plus
the Cash Value of the Policy or, if greater,  the  applicable  percentage of the
Cash Value on the date of death. The applicable  percentage is the same as under
Option A: 250% for  Insureds  with an  Attained  Age 40 or younger on the Policy
Anniversary  Date prior to the date of death.  For Insureds with an Attained Age
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 Cash
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 Cash 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 Cash  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 Cash 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 (i.e.  the amount by which the Death  Benefit  as  calculated  on a Monthly
Activity  Date exceeds the Cash Value on that date).  Changing  from Option 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 Insured's age, even though the
net amount at risk will generally remain level. If, however, the change was from
Option B to  Option  A,  the Cost of  Insurance  Rate may be  different  for the
increased  Death  Benefit.  On a change from Option A to Option B, the Specified
Amount will decrease so that the Cost of Insurance  Rate may be different.  (See
the sections on Charges and Deductions and Federal Tax Matters.)

CHANGE IN SPECIFIED  AMOUNT.  Subject to certain  limitations,  after the second
Policy Year, a Policy Owner may increase or decrease the  Specified  Amount of a
Policy.  A change in Specified  Amount may affect the Cost of Insurance Rate and
the net  amount  at risk,  both of which  may  affect a Policy  Owner's  Cost of
Insurance  and 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 $50,000 in
the first three Policy Years and $35,000 in later Policy Years. In addition,  if
a decrease in the Specified  Amount makes the Policy not comply with the maximum
premium  limit  required by federal tax law the  decrease  may be limited or the
Cash 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 second 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 10% of the initial
Specified  Amount or $25,000,  whichever is greater,  and an increase  cannot be
made if the  Insured's  Attained  Age is over 75. An increase  in the  Specified
Amount will also increase Surrender Charges. An increase in the Specified Amount
during  the time 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 Cash 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 Cash Value. Certain of these changes
may have federal tax  consequences.  The  consequences  of each of these methods
will depend upon the individual circumstances.


                                     UNIVAR
                                       20

<PAGE>



DURATION OF THE POLICY

The duration of the Policy  generally  depends  upon the Cash Value.  The Policy
will remain in force so long as the Net Cash  Surrender  Value is  sufficient to
pay the  Monthly  Deduction.  (See the  section  on  Charges  from Cash  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.  During the first
Policy Year, the Policy will lapse regardless of the Net Cash Surrender Value if
a pro rata  portion of the  Minimum  First Year  Premium is not paid and a Grace
Period expires without sufficient payment.  (See the section on Policy Lapse and
Reinstatement.)

CASH VALUE
The Cash 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. You 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 Cash Value.

Cash Value is determined  on each  Valuation  Date. On the Issue Date,  the Cash
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 Cash Value.)
After that, on each Valuation Date, the Cash 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 Cash Value impaired by  Outstanding  Policy Debt held in the
                General  Account;  plus
        (4)     Any Net Premiums received on that Valuation Date; less
        (5)     Any partial  withdrawal,  and its charge, made on that Valuation
                Date; less
        (6)     Any Monthly Deduction to be made on that Valuation Date; less
        (7)     Any  federal or state  income  taxes  charged  against  the Cash
                Value.

In  computing  the  Policy's  Cash Value 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 Cash Value depends on a number of  variables,  a Policy's Cash Value
cannot be predetermined.

THE UNIT  VALUE.  The unit  value of each  Subaccount  reflects  the  investment
performance of that Subaccount.  The unit value of each Subaccount 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 not exceeding an annual rate of .70% for mortality and expense
        and;
  (3)   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.




                                     UNIVAR
                                       21

<PAGE>




BENEFITS AT MATURITY
If the Insured is living on the Maturity  Date,  AVLIC will pay the Policy Owner
the  Cash  Value  of  the  Policy,   less  Outstanding  Policy  Debt  ("Maturity
Benefits").  The Policy will mature on the Policy  Anniversary  Date nearest the
Insured's 95th  birthday.





PAYMENT OF POLICY BENEFITS
Death Benefit  Proceeds  under the Policy will usually be paid within seven days
after AVLIC receives Due Proof of Death.  Maturity  Benefits will  ordinarily be
paid  within  seven  days of  receipt  of a  written  request.  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
or Maturity  Benefits will be paid.  During the Insured's  lifetime,  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 Cash Value Benefit 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 death of the Insured,  the  Beneficiary may
select one or more of the optional methods of payment. Further, if the Policy is
assigned,  any amounts due to the  assignee  will first be paid in one sum.  The
balance,  if any, may be applied  under any payment  option.  Once payments have
begun, the payment option may not be changed.

PAYMENT  OPTIONS  FOR DEATH  BENEFIT  PROCEEDS  OR  MATURITY  BENEFITS  ("POLICY
PROCEEDS").  The minimum  amount of each  payment is $25. If a payment  would be
less than  $25,  AVLIC has the  right to make  payments  less  often so that the
amount of each  payment  is at least  $25.  Once a payment  option is in effect,
Policy Proceeds will be transferred to AVLIC's General  Account.  AVLIC may make
other  payment  options  available  in the future.  For  additional  information
concerning these options,  see the Policy itself.  The following payment options
are currently available:


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

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

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

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

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

                                     UNIVAR
                                       22

<PAGE>


As an  alternative  to the above payment  options,  Death  Benefits  Proceeds or
Maturity  Benefits 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.  After the first Policy  Anniversary Date, the Policy Owner may
borrow an amount up to 75% of 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 the Insured is living,
prior to the Maturity  Date.  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 a tax consequence. (See the section on Federal Tax Matters.)

INTEREST. AVLIC charges interest to Policy Owners at 8% per year. 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 4.5% interest on the Cash Values  securing the
loans.

EFFECT OF POLICY LOANS.  When a loan is made,  Cash 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 Cash 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 Cash 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 Cash  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 Guaranteed  Death Benefit
provision is 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 Cash 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 Cash 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 loan only if the Policy Owner so requests.  As a
loan is repaid,  the Cash 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 during the lifetime of the Insured and prior to the  Maturity  Date,
the Policy Owner may partially withdraw a portion of the Cash 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. Once
a Policy is  Surrendered,  it may not be  reinstated.  (See the  section  on Tax
Treatment of Policy Proceeds.)  Surrenders may be subject to Surrender  Charges.
(See the section on Surrender Charge.)

If the Policy is being Surrendered in its entirety,  the Policy itself should 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 Cash 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  charge 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 Cash Value will be reduced.

The Specified  Amount  remaining in force after a partial  withdrawal may not be
less than $50,000 in the first three Policy Years,  and $35,000 after that.  Any
request for a partial  withdrawal  that would reduce the Specified  Amount below
this amount will not be  implemented.  A fee which does not exceed the lesser of
$50 or 2% of the amount  withdrawn is deducted  from the Cash 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 Guaranteed Death Benefit provision is met.

TRANSFERS  Cash  Value may be  transferred  among the  Subaccounts  of  Separate
Account V and to the Fixed Account as often as desired.  However,  transfers out
of the Fixed  Account  may only be made during the 30 day period  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 9 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.  This amount
will be deducted pro rata from each  Subaccount  (and if  applicable,  the Fixed
Account)  in which the  Policy  Owner is  invested.  If you have  amounts in the
Ameritas  Portfolios as a result of the substitution which occurred at the close
of business on October 29, 1999  ("Substitution  Date") the following  procedure
applies  until  December 1, 1999:  you may transfer  amounts out of the Ameritas
Portfolios  to any other  Subaccount  available  under the  Policy  without  any
administrative  charge and  without the  transfer  counting as one of your "free
transfers."  (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 9 free transfers per Policy Year.  AVLIC may at
any time revoke or modify the transfer  privilege,  including the minimum amount
transferable.




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                                       24
<PAGE>



The privilege to initiate  transactions  by telephone  will be made available to
Policy Owners automatically.  AVLIC will employ reasonable procedures to confirm
that  instructions  communicated  by telephone are genuine,  and if it does not,
AVLIC  may  be  liable  for  any  losses  due  to   unauthorized  or  fraudulent
instructions.  The  procedures  AVLIC  follows  for  transactions  initiated  by
telephone include, but are not limited to, requiring the 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.





REFUND 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.)

EXCHANGE  PRIVILEGE
During the first 24 Policy  Months after the Policy Date of the Policy,  you may
exchange the Policy for a flexible  premium  adjustable  life  insurance  policy
approved for exchange  and issued by AVLIC or an  affiliate.  No new evidence of
insurability will be required. The policy date, issue age and rate class for the
Insured will be the same under the new policy as under the old. In addition, the
policy provisions and applicable  charges for the new policy and its riders will
be based on the same policy date and issue age as under the Policy.  Cash Values
for the exchange and payments will be established  after making  adjustments for
investment  gains or losses  and after  recognizing  variance,  if any,  between
payment or charges,  dividends or Cash Values  under the  flexible  contract and
under the new policy. You may elect either the same specified amount or the same
net amount at risk for the new policy as under the old.


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<PAGE>



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

PAYMENT AND ALLOCATION OF PREMIUMS

ISSUANCE OF A POLICY
Individuals wishing to purchase a Policy must complete an application and submit
it to AVLIC's Home Office ( 5900 "O" Street, P.O. Box 82550,  Lincoln,  Nebraska
68501). A Policy will generally be issued only to individuals 80 years of age or
less on their nearest birthday who supply satisfactory  evidence of insurability
to AVLIC.  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.


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.  On the Issue Date,  the initial
premium  payment will be allocated to the Money Market  Subaccount  for 13 days.
After the expiration of the 13-day period, the Cash Value will be reallocated to
the Investment Options you select.




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 the smaller of (1) the amount of
insurance  applied for, (2) $100,000,  or (3) $25,000 if the proposed Insured is
under age 10 or over age 60 at their nearest birthday.

PREMIUMS

The initial  premium is due no later than the Issue Date. 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 1/12 of the  Minimum  First Year
Premium for the Policy, including any riders. 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 Charges, the Policy may have a zero
Net Cash  Surrender  Value and  lapse.  (See the  section  on  Policy  Benefits,
Purposes of the Policy.)

MINIMUM  FIRST YEAR  PREMIUM.  During the first Policy Year,  you must pay a pro
rata  portion of the  Minimum  First  Year  Premium  on or before  each  Monthly
Activity  Date in order to keep the  Policy in force.  The  Minimum  First  Year
Premium is equal to the amount  designated in the Policy,  which is based on the
annual level premium that would be required to provide the future benefits under
the contract.  It is computed  using certain  assumptions,  including an assumed
interest rate of 5% and standard  guaranteed Cost of Insurance rates. The Policy
may lapse  even if you pay  annual  premiums  equal to the  Minimum  First  Year
Premium  since  the  Minimum  First  Year  Premium  is  computed  using  certain
assumptions  that may not apply to a  particular  Policy.  Moreover,  since this
premium is determined using an annual mode and standard  underwriting class, the
premium may not be  sufficient  to cover the first year  administrative  charge,
premium  transaction  fees and Cost of Insurance  charges if the mode of premium
payment is other than annual or if the Insured is not in a standard underwriting
class.  AVLIC may require you to pay a premium sufficient to cover these charges
at issue to place the Policy in force.


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<PAGE>




PREMIUM FLEXIBILITY. A Policy Owner may make unscheduled premium payments at any
time in any amount, or skip premium payments,  subject to the Minimum First Year
Premium  requirements  and subject to the premium  limitations  described below.
Therefore, unlike conventional insurance policies, this Policy does not obligate
you to pay premiums according to a rigid and inflexible premium schedule.  AVLIC
reserves the right to limit the number and amount of additional  or  unscheduled
premium payments.

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 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  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.)  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  LIMIT.  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  limit  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
limit  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 accept only that portion of the
premium  which  will make  total  premiums  equal the  maximum.  Any part of the
premium in excess of that amount will be returned or applied as otherwise agreed
and no further  premiums will be accepted  until allowed by the current  maximum
premium  limit  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 Cash Value of
the Policy at the time of an increase in the Specified  Amount of the Policy and
the amount of the increase  requested by the 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 Cash Value of
the Policy will be immediately  increased by the amount of the payment, less the
applicable Percent of Premium Charge.

ALLOCATION OF PREMIUMS AND CASH 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. 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  premium  payment will be allocated to the Money
Market Subaccount for 13 days. Thereafter, the Cash 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 Cash 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 Cash 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.


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<PAGE>



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.  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 greater of (1) the amount necessary to cover the
Monthly  Deductions  and Percent of Premium  Charges for the three Policy Months
after commencement of the Grace Period, or (2) the amount necessary to raise the
Net Cash Surrender Value above zero as of the date of reinstatement.  Failure to
pay the  required  premium  within the Grace  Period will result in lapse of the
Policy.  If the  Insured  dies  during the Grace  Period,  any  overdue  Monthly
Deductions and  Outstanding  Policy Debt will be deducted from the Death Benefit
Proceeds. (See the section on Charges and Deductions.)


REINSTATEMENT. A lapsed Policy may be reinstated any time within two years (five
years in  Missouri)  after the  beginning  of the Grace  Period,  but before the
Maturity Date. We will reinstate your Policy based on the Insured's rating class
at the time of the reinstatement. Reinstatement is subject to the following:
        (1)     Evidence of  insurability  of the Insured  satisfactory to AVLIC
                (including  evidence of  insurability of any person covered by a
                rider to reinstate the rider);
        (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 Monthly Deductions for the three Policy months beginning
                    with the date reinstatement is effective;
                (b) any due and unpaid  charges  associated  with  increases  in
                    premium;
                (c) any due and unpaid acquisition charges; and
                (d) any Minimum First Year Premium that would have been due.

The amount of Cash 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 Charges and the amounts stated in (4) (b)
                and (c) above, plus
        (4)     That part of the Contingent Deferred Sales Charge and Contingent
                Deferred  Administrative  Charge  that would apply if the Policy
                were Surrendered on the date of reinstatement.

The last  addition to the Cash 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.  Cash Value calculations will then proceed as described
under the section on "Cash 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.


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<PAGE>



PREMIUM CHARGES.  Prior to allocating  premium payments among the Subaccounts or
the Fixed Account,  premiums paid will be reduced by a Percent of Premium Charge
and a per payment  processing charge of $2.00. The per payment processing charge
is designed to reimburse AVLIC for expenses.  The amount of charge is guaranteed
not to increase and ALVIC does not expect to make any profit from it. During the
first Policy Year a Percent of Premium  Charge equal to 11% of the Minimum First
Year  Premium for the Policy and no more than 10% of any premium  paid in excess
of the Minimum  First Year Premium for the Policy will be deducted.  Thereafter,
the Percent of Premium  Charge will be no more than 10.0% of all premiums  paid.
The Percent of Premium Charge  consists of the "sales loads," which  compensates
AVLIC  for  distribution  expenses,  and a 2.5%  charge to  reimburse  AVLIC for
premium taxes.

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

There are two types of sales  loads  under the  Policy.  The first,  a front-end
Sales Load Charge, will be deducted from each premium payment upon receipt prior
to allocation of net premiums to Separate  Account V or the Fixed  Account.  The
front-end  Sales Load  Charge is no more than 7.5% of the premium  paid,  except
during the first Policy Year when a charge of 8.5% is deducted  from any premium
paid up to the  Minimum  First  Year  Premium  for the  Policy.  The  second,  a
Contingent  Deferred Sales Charge,  will reduce the assets in Separate Account V
attributable to the Policy in the event of Surrender.

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

PREMIUM  CHARGE FOR TAXES.  A deduction of 2.5% of the premium is made from each
premium  payment to pay  applicable  taxes..  The  deduction  is an amount AVLIC
considers  necessary  to pay all premium  taxes  imposed by the states and their
subdivisions,  and to 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 Premium Charge for Taxes.

CHARGES FROM CASH VALUE
MONTHLY  DEDUCTION.  Charges will be deducted on each Monthly Activity Date from
the Cash Value of the Policy to compensate AVLIC for administrative expenses and
insurance provided.  These charges will be allocated among the Subaccounts,  and
the Fixed  Account on a pro rata basis.  Each of these  charges is  described in
more detail below.

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 $5.00 per Policy charge. The Administrative Expense
Charge is levied  throughout  the life of the  Policy and is  guaranteed  not to
increase  above  $5.00 per month.  AVLIC does not expect to make any profit from
the Administrative Expense Charge.

ACQUISITION  CHARGE.  In  addition to ordinary  administrative  expenses,  AVLIC
expects to incur certain additional  administrative  expenses in connection with
the issuance of the Policy,  including medical exams, review of applications for
insurance  underwriting  decisions,  and  processing  of  the  applications  and
establishing  Policy records.  Similar  expenses are expected in connection with
future  changes  in the  Policy  initiated  by the Policy  Owner  which  involve
insurability  decisions such as certain changes in the Death Benefit option.  To
compensate

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<PAGE>




AVLIC  for  these  expenses  during  the  first  Policy  Year  only,  a  monthly
acquisition  charge will be deducted  from the Cash Value as part of the monthly
deduction on the first twelve Monthly  Activity Dates.  This monthly amount will
be specified in the Policy and will be based on the Insured's  Issue Age and the
initial  Specified Amount of the Policy.  AVLIC does not expect to make a profit
from the acquisition  charge. The amount of the acquisition charge will be shown
in the schedule pages of the Policy and is guaranteed not to be increased. It is
based on the following table which shows the annual charges per $1000 of initial
Specified Amount by Issue Age:


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

The monthly charge will be 1/12th of the annual charge.

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.  The net amount
at risk on any Monthly  Activity  Date is based on the amount by which the Death
Benefit which would have been payable on that Monthly  Activity Date exceeds the
Cash Value on that date.


                                     UNIVAR
                                       30

<PAGE>



COST OF  INSURANCE  RATE.  The  Annual  Cost of  Insurance  Rate is based on the
Insured's sex, Issue Age, Policy duration,  Specified Amount,  and rating class.
The rate will vary  depending  upon tobacco use and other risk factors.  For the
initial Specified Amount, the Cost of Insurance Rate will not exceed those shown
in the  Schedule  of  Guaranteed  Annual  Cost of  Insurance  Rates shown in the
schedule pages of the Policy.  These guaranteed rates are based on the Insured's
Attained Age and are equal to the 1980 Insurance Commissioners Standard Ordinary
Smoker and Non-Smoker,  Male and Female Mortality Tables. Any change in the Cost
of  Insurance  Rates will apply to all persons of the same age,  sex,  Specified
Amount,  and rating  class and whose  Policies  have been in effect for the same
length of time.


If the rating class for any increase in the Specified  Amount is not the same as
the rating class at issue,  the Cost of Insurance  Rate used after such increase
will be a  composite  rate  based  upon a  weighted  average of the rates of the
different  rating  classes.  Decreases may be reflected in the Cost of Insurance
Rate, as discussed earlier.

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

RATING  CLASS.  The rating class of an 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, an Insured in the standard rating class will have a lower Cost
of Insurance Rate than an Insured in a rating class with higher mortality risks.
If, when issued,  a Policy is rated with a tabular extra rating,  the guaranteed
rate is a multiple of the  guaranteed  rate for a standard  issue  Policy.  This
multiple  factor is shown in the Schedule of Benefits in the Policy,  and may be
from 1.18 to 4 times the guaranteed rate for a standard issue Policy.


If  appropriate,  Insureds  may also be assigned a flat extra  rating  charge to
reflect higher  mortality  risks.  The flat extra rating charge 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.

CHARGE FOR AN INCREASE IN THE SPECIFIED  AMOUNT OF  INSURANCE.  The Policy Owner
has the option of changing the Specified  Amount of the Policy.  If you elect to
increase the Specified  Amount,  charges for each increase will be deducted from
the Cash Value on each Monthly  Activity Date during the twelve months following
the  increase.  This is in  addition to any  increase  in the Cost of  Insurance
charge caused by the increase.  The charges are based on the Insured's  Attained
Age at the time of the increase and the amount of the increase.  The charges are
guaranteed  not to be increased  above those  stated in the Policy.  The monthly
administrative charge for each increase will equal 1/12 of the per $1,000 charge
multiplied  by the  number of  thousands  in the  increase.  A  schedule  of the
administrative charge for increases follows:


                CHARGE PER $1000 OF                       CHARGE PER $1000 OF
AGE             AMOUNT OF INCREASE           AGE          AMOUNT OF INCREASE
- ---             ------------------           ---          ------------------
1                      0.38                  39                  2.80
2                      0.40                  40                  2.89
3                      0.45                  41                  2.98
4                      0.49                  42                  3.05
5                      0.53                  43                  3.12
6                      0.58                  44                  3.21
7                      0.62                  45                  3.29
8                      0.66                  46                  3.36
9                      0.72                  47                  3.42
10                     0.76                  48                  3.49
11                     0.82                  49                  3.55
12                     0.88                  50                  3.60
13                     0.95                  51                  3.68
14                     1.01                  52                  3.74
15                     1.07                  53                  3.80
16                     1.12                  54                  3.87
17                     1.19                  55                  3.94
18                     1.28                  56                  4.01
19                     1.36                  57                  4.09
20                     1.45                  58                  4.17


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                                       31

<PAGE>



                CHARGE PER $1000 OF                       CHARGE PER $1000 OF
AGE             AMOUNT OF INCREASE           AGE          AMOUNT OF INCREASE
- ---             ------------------           ---          ------------------
21                     1.54                  59                  4.36
22                     1.62                  60                  4.45
23                     1.70                  61                  4.55
24                     1.79                  62                  4.66
25                     1.87                  63                  4.77
26                     1.95                  64                  4.88
27                     2.01                  65                  5.00
28                     2.09                  66                  5.12
29                     2.16                  67                  5.25
30                     2.22                  68                  5.37
31                     2.28                  69                  5.51
32                     2.36                  70                  5.65
33                     2.42                  71                  5.80
34                     2.47                  72                  5.94
35                     2.53                  73                  6.08
36                     2.60                  74                  6.23
37                     2.66                  75                  6.39
38                     2.73

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

There is also a Sales Load Charge for increases to cover the distribution costs.
This charge is 7.5% of two times the Minimum  First Year Premium  required for a
Policy with a Specified Amount equal to the increase for the Insured's  Attained
Age.  One-twelfth  of this Sales Load  Charge  will be  deducted  along with the
administrative charge on each of the 12 months following the increase.

If there is insufficient Cash Value in the Policy to bear the Sales Load Charge,
the Policy  Owner will be required  to make a premium  payment.  In  determining
whether there is sufficient Cash Value, the SEC has prescribed a method by which
the Cash Value must be apportioned  between the Specified Amount of the original
contract  (original  Specified  Amount)  and the amount of the  increase  in the
Specified Amount (increased  Specified Amount).  The portion attributable to the
increased  Specified Amount will depend upon the ratio between the Minimum First
Year  Premium  required  for the  original  Specified  Amount  and two times the
Minimum First Year Premium  required for the  increased  Specified  Amount.  The
portion of the Cash Value attributable to the increased Specified Amount must be
large  enough so that if it were paid as a premium,  it would  support the Sales
Load  Charge.  If the Policy  Owner is required to make a premium  payment,  the
portion of the premium  attributable to the original Specified Amount (using the
SEC required  apportionment)  is subject to a front-end  Sales Load Charge of no
greater  than 7.5%.  The 7.5% Sales Load  Charge on the  portion of the  payment
attributable to the increased  Specified Amount will be deducted from Cash Value
as described above, on each of the 12 months following the increase.

SURRENDER CHARGE If a Policy is Surrendered  before the 15th Policy  Anniversary
Date,  AVLIC  will  assess a  Surrender  Charge  based upon  percentages  of the
premiums  actually  paid,  up to a cap of the Minimum First Year Premium for the
Policy.



                                     UNIVAR
                                       32

<PAGE>




In the first Policy Year the Surrender Charge is 21.5% of the premiums  actually
paid, up to the Minimum First Year Premium for the Policy.  Premium  payments in
excess of the Minimum  First Year Premium are not subject to a Surrender  Charge
in the first  Policy Year.  In the second  Policy Year the  Surrender  Charge is
21.5% of the Minimum First Year Premium,  plus 2.5% of premiums actually paid in
the second  Policy Year,  up to a second  amount equal to the Minimum First Year
Premium. However, if you did not pay the Minimum First Year Premium in the first
Policy  Year,  any  premium  payment  made in the  second  Policy  Year  that is
attributable  to the  Minimum  First  Year  Premium  is not  subject to the 2.5%
charge.  The Surrender Charge for Policy Years 3-11 is the same as the Surrender
Charge  at the end of the  second  Policy  Year.  For  Policy  Years  12-15  the
Surrender Charge gradually decreases,  until it is zero beginning in Policy Year
16. There is no  additional  Surrender  Charge for  increases  in the  Specified
Amount of the Policy.  No Surrender Charge is made on decreases in the Specified
Amount or partial withdrawals of Cash Value. Because the Surrender Charge may be
significant upon early Surrender,  you should purchase the Policy only if you do
not intend to Surrender the Policy for a substantial period. (See the section on
Exchange Offer.)

TRANSFER  CHARGE.  After 9 transfers  among the  Investment  Options in a Policy
Year, a transfer  charge of $10  (guaranteed not to increase) may be imposed for
each  additional  transfer 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.

If you have amounts in the Ameritas  Portfolios as a result of the  substitution
which occurred on the Substitution  Date, the following  procedure applies until
December 1, 1999: you may transfer amounts out of the Ameritas Portfolios to any
other Subaccount  available under the Policy without any  administrative  charge
and without the transfer counting as one of your "free transfers."



                                     UNIVAR
                                       33

<PAGE>


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
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 0.001912%  (equivalent  to an annual rate of 0.70%).
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  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.




FUND EXPENSE SUMMARY

In addition  to the charges  against  Separate  Account V described  just above,
management  fees and expenses  will be assessed by AIC and Fidelity  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.  The Ameritas
Portfolios  are  managed by AIC,  an AVLIC  affiliate.  The  Fidelity  Funds are
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.

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>

                            INVESTMENT                                WAIVERS         TOTAL
                             ADVISORY        OTHER                  AND/OR        (REFLECTING
PORTFOLIO                  & MANAGEMENT    EXPENSES       TOTAL   REIMBURSEMENTS WAIVERS AND/OR
                                                                                 REIMBURSEMENTS,
                                                                                     IF ANY)
<S>                          <C>            <C>           <C>           <C>           <C>
AMERITAS PORTFOLIOS(1)
Ameritas Money Market        .20%           .15%          .35%          .05%          .30%

FIDELITY FUNDS
VIP Equity-Income            .49%           .09%          .58%          .01%          .57%(2)
VIP Growth                   .59%           .09%          .68%          .02%          .66%(2)
VIP High Income              .58%           .12%          .70%          -             .70%
VIP Overseas                 .74%           .17%          .91%          .02%          .89%(2)

(1) This is a new Fund. Total expenses are estimated.  The portfolio's aggregate
    expenses are limited to the advisory and  administrative  fees  disclosed in
    the table under the column "Total (reflecting waivers and/or

</TABLE>

                                     UNIVAR
                                       34

<PAGE>



    reimbursements, if any)" for a period of one year following the Substitution
    Date.  Following this one year period,  expenses of the Ameritas  Portfolios
    will not be permitted to exceed an expense  ratio which is .10% greater than
    the  prior  expense  ratio of the  corresponding  replaced  fund,  unless an
    amendment  to the  investment  advisory  contract is approved  modifying  or
    eliminating the expense guarantee.

(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.




                                     UNIVAR
                                       35


<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 an  reimbursement  occurs,  it has the  effect  of  lowering  the
portfolio's expense ration 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  Insured,
payments  will be made to any  surviving  Beneficiary(ies)  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 during the Insured's  lifetime unless otherwise  provided in
the previous  designation of Beneficiary.  The change will take effect as of the
date the change is recorded at the Home Office. AVLIC will not be liable for any
payment made or action taken before the change is recorded.

CHANGE OF 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 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 the
Insured,  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  on the  Maturity  Date or 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 during
the  lifetime of the  Insured  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 during
the  lifetime of the Insured  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.



                                     UNIVAR
                                       36

<PAGE>



MISSTATEMENT  OF AGE AND SEX.  If the age or sex of the  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
Insured's  correct  age or sex.  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 the Insured, while sane
or insane,  commits  suicide within two years after the Policy Date,  AVLIC will
pay only  the  premiums  received  less any  partial  withdrawals,  the cost for
riders, and any outstanding  Policy debt. If the Insured,  while sane or insane,
commits suicide within two years after the effective date of any increase in the
Specified  Amount,  AVLIC's liability with respect to such increase will only be
its total Cost of Insurance  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 death or maturity,  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 Cash 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.
(See the section on Charges From Cash Value-Monthly Deduction.)




        ACCIDENTAL DEATH BENEFIT RIDER. This rider provides additional insurance
        if the Insured's death results from accidental  death, as defined in the
        rider. Under the terms of the rider, the additional benefits provided in
        the Policy

                                     UNIVAR
                                       37

<PAGE>


        will be paid upon receipt of proof by AVLIC that death resulted directly
        and  independently  of all other causes from accidental  bodily injuries
        incurred  before  the rider  terminates  and  within 91 days  after such
        injuries were incurred.

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



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

        DISABILITY BENEFIT PAYMENT RIDER. 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 Cash
        Value.

        PAYOR DISABILITY  RIDER. This rider provides for the payment by AVLIC of
        a disability benefit in the form of premiums while the Covered Person as
        defined  in the rider is totally  disabled.  The  benefit  amount may be
        chosen by the Policy Owner when the rider is issued. In addition,  while
        the Covered  Person is totally  disabled,  the Cost of Insurance for the
        rider will not be deducted from Cash Value.

        TERM RIDER FOR COVERED  INSURED.  This rider provides a Specified Amount
        of insurance to the Beneficiary upon receipt of Due  Satisfactory  Proof
        of Death of any covered Insured, as identified in the rider.


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  Portfolios,  and also serves as its investment
adviser..  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
100% of the first  year  target  premium  paid  plus the first  year cost of any
riders and 4% for premiums paid in excess of the first year target premium.  For
Policy Years two through  seven,  the commission may equal an amount up to 4% of
premiums paid. Broker-dealers may also receive a service fee up to an annualized
rate of .25% of the Cash Value beginning in the eighth Policy Year. Compensation
arrangements  may vary among  broker-dealers.  In  addition,  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

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<PAGE>



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 Premium Charge for
Taxes) laws. 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
Insured, 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 Cash 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 Cash Value to the Death Benefit. AVLIC believes that the
    Policy meets the statutory  definition of a life insurance contract.  If the
    Death  Benefit of a Policy is changed,  the  applicable  defined  limits may
    change. In the case of a decrease in the Death Benefit, a partial Surrender,
    a change in Death  Benefit  option,  or any other such change  that  reduces
    future benefits under the Policy during the first 15 years after a Policy is
    issued and that results in a cash distribution to the Policy Owners in order
    for the Policy to continue complying with the Section 7702 defined limits on
    premiums and Cash  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.


    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.


    Certain  benefits  the  Insured  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.  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  becomes
    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.  One may  avoid a  Policy  becoming  a  modified
    endowment  contract by, among other things, not making excessive payments or
    reducing  benefits.  Should one deposit  excessive  premiums during a Policy
    Year, that portion that is returned by the insurance  company within 60 days
    after the policy anniversary date will reduce the premiums paid to avoid the
    policy  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.

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<PAGE>



    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 Separate Account V 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 adviser to certain of the portfolios,
    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
    payable  prior to the original  Maturity  Date 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
    Cash Value  under the Policy  until its actual  Surrender.  However,  in the
    event of certain  cash  distributions  under the Policy  resulting  from any
    change which reduces future benefits under the Policy, the distribution will
    be taxed in whole or in part as  ordinary  income  (to the extent of gain in
    the Policy). (See previous discussion on Tax Status of the Policy.)


    AVLIC also  believes that loans  received  under a Policy 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,  unless the Policy  becomes a  "modified  endowment  contract."  (See
    discussion of modified  endowment  contract  distributions in the section on
    Tax Status of the  Policy.)  Should the Policy  lapse while Policy loans are
    outstanding  the portion of the loans  attributable  to earnings will become
    taxable.  Generally,  interest  paid on any loan under a Policy  owned by an
    individual will not be tax-deductible.


    Except for policies  with  respect to a limited  number of key persons of an
    employer  (both as defined in the  Internal  Revenue  Code),  and subject to
    applicable  interest  rate  caps  and  debt  limits,  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 then  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.


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<PAGE>



    The right to  exchange  the Policy for a 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 or when Maturity Benefits are paid, if
    the amount  received  plus any  Outstanding  Policy  Debt  exceeds the total
    premiums paid (the "basis"), that are not treated as previously withdrawn by
    the 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 separate and apart from the General Account  assets,  except
for the Fixed Account.  AVLIC maintains records of all purchases and redemptions
of Funds' shares by each of the Subaccounts.

THIRD PARTY SERVICES

AVLIC is aware that  certain  third  parties are offering  investment  advisory,
asset allocation,  money management,  and timing services in connection with the
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,  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 Cash Value held in that  Subaccount
by the net asset value of one share in the corresponding  portfolio of the Fund.
Fractional shares will be counted. Fund shares held in each Subaccount for which
no timely  instructions  from 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

                                     UNIVAR
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<PAGE>



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.

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 ANNUITY 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***).

                                     UNIVAR
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<PAGE>



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--PRODUCT, OPERATIONS AND TECHNOLOGY*
Assistant Vice President--Variable Operations: Ameritas Life.


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


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.

SHIELA 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.


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.


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<PAGE>





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.

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.

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<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>

                    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-3
<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-4
<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-5
<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-6
<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-7
<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-8
<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-9
<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-10
<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-11
<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-12
<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-13
<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-14
<PAGE>

                      [THIS PAGE INTENTIONALLY LEFT BLANK]

                                    F-I-15
<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-16
<PAGE>
                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                               SEPARATE ACCOUNT V
                          NOTES TO FINANCIAL STATEMENTS

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-17
<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-18
<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-19
<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-20
<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-21

<PAGE>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                               SEPARATE ACCOUNT V
                             STATEMENT OF NET ASSETS
                                  JUNE 30, 1999
                                   (UNAUDITED)

ASSETS
INVESTMENTS AT NET ASSET VALUE:
  VARIABLE INSURANCE PRODUCTS FUND:
    Money Market Portfolio--13,560,919.230 shares at $1.00 per
      share (cost $13,560,919)                                      $ 13,560,919
    Equity Income Portfolio--1,208,468.678 shares at $27.25 per
      share (cost $21,648,927)                                        32,930,771
    Growth Portfolio--1,214,766.221 shares at $45.73 per share
      (cost $32,585,209)                                              55,551,259
    High Income Portfolio--600,230.495 shares at $11.29 per
     share (cost $6,483,788)                                           6,776,602
    Overseas Portfolio--755,971.484 shares at $20.80 per share
      (cost $11,714,070)                                              15,724,207
  VARIABLE INSURANCE PRODUCTS FUND II:
    Asset Manager Portfolio--1,827,238.568 shares at $17.69 per
      share (cost $26,108,017)                                        32,323,850
    Investment Grade Bond Portfolio--337,505.281 shares at
      $12.08 per share (cost $4,036,702)                               4,077,064
    Contrafund Portfolio--667,123.798 shares at $26.10 per share
      (cost $12,663,670)                                              17,411,931
    Index 500 Portfolio--169,927.201 shares at $155.65 per
      share (cost $18,730,921)                                        26,449,169
    Asset Manager Growth Portfolio--221,836.491 shares at
      $17.15 per share (cost $3,242,324)                               3,804,496
  ALGER AMERICAN FUND:
    Small Capitalization Portfolio--561,379.657 shares at $43.58
      per share (cost $19,808,247)                                    24,464,925
    Growth Portfolio--531,471.925 shares at $55.84 per share
      (cost $20,332,642)                                              29,677,392
    Income and Growth Portfolio--607,709.682 shares at $13.32
      per share (cost $6,546,404)                                      8,094,693
    Midcap Growth Portfolio--484,381.913 shares at $27.60 per
      share (cost $10,409,836)                                        13,368,941
    Balanced Portfolio--279,071.116 shares at $13.89 per share
      (cost $3,197,943)                                                3,876,298
    Leveraged Allcap Portfolio--266,230.450 shares at $40.87 per
      share (cost $7,974,738)                                         10,880,838
  MFS VARIABLE INSURANCE TRUST:
    Emerging Growth Series Portfolio--597,879.552 shares at
      $24.22 per share (cost $9,178,974)                              14,480,643
    World Governments Series Portfolio--38,588.793 shares at
      $9.99 per share (cost $389,345)                                    385,502
    Utilities Series Portfolio--206,496.262 shares at $20.23 per
      share (cost $3,570,206)                                          4,177,419
    Research Series Portfolio--188,175.865 shares at $20.48 per
      share (cost $3,193,815)                                          3,853,842
    Growth with Income Series Portfolio--171,500.632 shares at
      $21.14 per share (cost $2,971,999)                               3,625,523
  MORGAN STANLEY UNIVERSAL FUNDS:
    Asian Equity Portfolio--115,427.953 shares at $7.69 per share
      (cost $724,722)                                                    887,641
    Emerging Markets Equity Portfolio--148,721.98 shares at $9.82
      per share (cost $1,503,308)                                      1,460,450
    Global Equity Portfolio--186,605.597 shares at $13.62 per
      share (cost $2,304,695)                                          2,541,568
    International Magnum Portfolio--96,117.145 shares at $11.90
      per share (cost $1,082,389)                                      1,143,795
    U.S. Real Estate Portfolio--90,242.886 shares at $10.63 per
      share (cost $978,023)                                              959,283
                                                                    ------------
    NET ASSETS REPRESENTING EQUITY OF POLICYOWNERS                  $332,489,021
                                                                    ============


THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

                                    F-I(U)-1
<PAGE>
<TABLE>
<CAPTION>


                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                               SEPARATE ACCOUNT V
                     FOR THE SIX MONTHS ENDED JUNE 30, 1999
                                   (UNAUDITED)

STATEMENT OF OPERATIONS:

                                                       VARIABLE INSURANCE PRODUCTS FUND
                                                    ------------------------------------
                                                      MONEY       EQUITY
                                                     MARKET       INCOME       GROWTH
                                       TOTAL        PORTFOLIO    PORTFOLIO    PORTFOLIO
                                      -------       ---------    ---------    ---------
<S>                                  <C>           <C>            <C>         <C>
             1999
INVESTMENT INCOME:
  Dividend distributions
    received                         $ 3,627,121   $   326,655  $   438,682   $    82,737
  Mortality and expense
    risk charge                       (1,368,013)      (63,177)    (140,442)     (228,756)
                                      ----------      --------     --------    ----------
NET INVESTMENT INCOME (LOSS)           2,259,108       263,478      298,240      (146,019)
                                      ----------      --------     --------    ----------
REALIZED AND UNREALIZED GAIN
  (LOSS) ON INVESTMENTS:
  Net realized gain (loss)
    on investments                    17,482,085            --      969,719     5,202,111
  Net change in unrealized
    appreciation (depreciation)       11,692,196            --    2,289,886     1,367,711
                                     -----------     ---------    ---------    ----------
NET GAIN (LOSS) ON INVESTMENTS        29,174,281            --    3,259,605     6,569,822
                                     -----------     ---------   ----------    ----------
NET INCREASE (DECREASE) IN
  NET ASSETS RESULTING FROM
  OPERATIONS                         $31,433,389     $ 263,478  $ 3,557,845   $ 6,423,803
                                     ===========     =========   ==========    ==========


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)                           $  2,259,108  $   263,478  $   298,240   $  (146,019)
   Net realized gain
    (loss) on investments              17,482,085           --      969,719     5,202,111
   Net change in unrealized
    appreciation (depreciation)        11,692,196           --    2,289,886     1,367,711
                                      -----------  -----------   ----------    ----------
NET INCREASE (DECREASE) IN NET
   ASSETS RESULTING FROM OPERATIONS    31,433,389      263,478    3,557,845     6,423,803
NET INCREASE (DECREASE) FROM
   POLICYOWNER TRANSACTIONS            18,402,558    2,192,317     (118,663)    2,904,944
                                       ----------   ----------    ----------   ----------
TOTAL INCREASE (DECREASE) IN
   NET ASSETS                          49,835,947    2,455,795    3,439,182     9,328,747
NET ASSETS AT JANUARY 1, 1999         282,653,074   11,105,124   29,491,589    46,222,512
                                     ------------  -----------  -----------   -----------
NET ASSETS AT JUNE 30, 1999          $332,489,021  $13,560,919  $32,930,771   $55,551,259
                                     ============  ===========  ===========   ===========



THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
</TABLE>

                                    F-I(U)-2
<PAGE>


<TABLE>
<CAPTION>

VARIABLE INSURANCE PRODUCTS FUND                 VARIABLE INSURANCE PRODUCTS FUND II
- --------------------------------   --------------------------------------------------------------
                                                                                           ASSET
                                    ASSET     INVESTMENT                                  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>
      $ 792,857     $ 226,340   $ 1,054,568     $178,023    $   68,862     $ 201,036     $ 80,579

        (37,144)      (64,778)     (144,356)     (21,258)      (68,176)     (100,822)     (15,137)
      ----------    ---------    ----------     --------     ---------     ---------     --------
        755,713       161,562       910,212      156,765           686       100,214       65,442
      ---------     ---------    ----------     --------     ---------     ---------     --------



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

       (161,693)      605,258      (748,030)    (312,048)    1,078,207     2,275,805       45,820
      ---------     ---------    ----------    ----------    ---------     ---------     --------
       (132,053)      970,322       587,756     (256,198)    1,583,196     2,412,222      179,463
      ---------     ---------    ----------    ----------    ---------     ---------     --------


      $ 623,660    $1,131,884    $1,497,968     $(99,433)   $1,583,882    $2,512,436     $244,905
      =========    ==========    ==========     =========   ==========    ==========     ========



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


    $   755,713    $  161,562   $   910,212  $   156,765      $    686   $   100,214     $ 65,442

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

       (161,693)      605,258      (748,030)    (312,048)    1,078,207     2,275,805       45,820
      ---------      --------     ---------     ---------    ---------     ---------      -------

        623,660     1,131,884     1,497,968      (99,433)    1,583,882     2,512,436      244,905

     (2,109,031)      (27,896)   (1,007,136)    (271,475)    2,088,993     4,107,614      253,705
     -----------     --------   -----------   -----------    ---------    ----------      -------

     (1,485,371)    1,103,988       490,832     (370,908)    3,672,875     6,620,050      498,610
      8,261,973    14,620,219    31,833,018    4,447,972    13,739,056    19,829,119    3,305,886
      ---------    ----------    ----------    ---------    ----------    ----------    ---------
    $ 6,776,602   $15,724,207   $32,323,850  $ 4,077,064   $17,411,931   $26,449,169   $3,804,496
    ===========   ===========   ===========  ===========   ===========   ===========   ==========



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

<PAGE>

<TABLE>
<CAPTION>

                              AMERITAS VARIABLE LIFE INSURANCE COMPANY
                                         SEPARATE ACCOUNT V
                               FOR THE SIX MONTHS ENDED JUNE 30, 1999
                                             (UNAUDITED)


STATEMENT OF OPERATIONS:

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

                                         SMALL                      INCOME AND       MIDCAP
                                    CAPITALIZATION      GROWTH        GROWTH         GROWTH
                                       PORTFOLIO       PORTFOLIO     PORTFOLIO      PORTFOLIO
                                     ------------     ----------     ---------      ----------
<S>                                      <C>              <C>           <C>          <C>
             1999
INVESTMENT INCOME:
  Dividend distributions
    received                            $       --     $   37,125     $  14,347      $       --
  Mortality and expense
    risk charge                            (99,001)      (116,905)      (33,317)        (53,519)
                                        ----------      ---------     ---------      ----------
NET INVESTMENT INCOME (LOSS)               (99,001)       (79,780)      (18,970)        (53,519)
                                        ----------      ---------     ---------      ----------
REALIZED AND UNREALIZED
  GAIN (LOSS) ON INVESTMENTS:
  Net realized gain (loss)
    on investments                       2,786,842      2,534,821       426,544       1,862,002
  Net change in unrealized
    appreciation (depreciation)             88,789      1,336,348       152,144        (359,958)
                                        ----------     ----------      --------      ----------
NET GAIN (LOSS) ON INVESTMENTS           2,875,631      3,871,169       578,688       1,502,044
                                        ----------     ----------      --------      ----------
NET INCREASE (DECREASE) IN
  NET ASSETS RESULTING FROM
  OPERATION                             $2,776,630     $3,791,389      $559,718      $1,448,525
                                        ==========     ==========      ========      ==========


STATEMENT OF CHANGES IN NET ASSETS:

                                                          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)        $   (99,001)   $   (79,780)   $   (18,970)   $   (53,519)
   Net realized gain (loss)
    on investments                       2,786,842      2,534,821        426,544      1,862,002
   Net change in unrealized
    appreciation (depreciation)             88,789      1,336,348        152,144       (359,958)
                                       -----------     ----------       --------      ----------
NET INCREASE (DECREASE) IN NET
   ASSETS RESULTING FROM OPERATIONS      2,776,630      3,791,389        559,718      1,448,525
NET INCREASE (DECREASE) FROM
   POLICYOWNER TRANSACTIONS               (572,913)     2,537,540        533,409        635,058
                                       -----------     ----------       --------      ---------
TOTAL INCREASE (DECREASE)
   IN NET ASSETS                         2,203,717      6,328,929      1,093,127      2,083,583
NET ASSETS AT JANUARY 1, 1999           22,261,208     23,348,463      7,001,566     11,285,358
                                       -----------    -----------     ----------    -----------
NET ASSETS AT JUNE 30, 1999            $24,464,925    $29,677,392     $8,094,693    $13,368,941
                                       ===========    ===========     ==========    ===========



THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

</TABLE>

                                    F-I(U)-4
<PAGE>

<TABLE>
<CAPTION>

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

<S>  <C>             <C>           <C>        <C>             <C>           <C>          <C>
     $   39,415      $       --    $       -- $     21,210    $   45,844    $    6,589   $   12,252

        (14,283)        (37,791)      (58,080)      (1,849)      (16,144)      (13,748)     (15,403)
      ---------      ----------    ----------      -------      --------       -------      -------
         25,132         (37,791)      (58,080)      19,361        29,700        (7,159)      (3,151)
      ---------      ----------    ----------      -------      --------       -------      -------



        199,925         658,702            --           --       230,507        34,817       14,706

        220,573         961,769     1,618,498      (33,395)       80,723       258,088      159,350
      ---------      ----------     ---------      --------     --------       -------      -------
        420,498       1,620,471     1,618,498      (33,395)      311,230       292,905      174,056
      ---------      ----------     ---------      --------     --------       -------      -------


      $ 445,630      $1,582,680    $1,560,418     $(14,034)     $340,930      $285,746     $170,905
      =========      ==========    ==========     =========     ========      ========     ========




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


     $    25,132    $    (37,791)   $   (58,080)  $   19,361   $    29,700   $  (7,159)  $  (3,151)

         199,925         658,702              --          --       230,507      34,817      14,706

         220,573         961,769       1,618,498     (33,395)       80,723     258,088     159,350
      ----------     -----------      ----------    ---------     --------    --------   ---------

         445,630       1,582,680       1,560,418     (14,034)      340,930     285,746     170,905

         704,679       3,752,890         704,771    (162,530)      539,426     594,269     (78,320)
      ----------    ------------      ----------   ----------    ---------    --------    --------

       1,150,309       5,335,570       2,265,189    (176,564)      880,356     880,015      92,585
       2,725,989       5,545,268      12,215,454     562,066     3,297,063   2,973,827   3,532,938
      ----------    ------------     -----------    --------    ----------  ----------  ----------
      $3,876,298    $ 10,880,838    $ 14,480,643    $385,502    $4,177,419  $3,853,842  $3,625,523
      ==========    ============    ============    ========    ==========  ==========  ==========


                                         F-I(U)-5

</TABLE>

<PAGE>


                    AMERITAS VARIABLE LIFE INSURANCE COMPANY
                               SEPARATE ACCOUNT V
                     FOR THE SIX MONTHS ENDED JUNE 30, 1999
                                   (UNAUDITED)


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       (2,001)         (4,040)       (9,688)
                                        ---------        ---------     --------
NET INVESTMENT INCOME (LOSS)               (2,001)         (4,040)       (9,688)
                                        ----------       --------      ---------
REALIZED AND UNREALIZED GAIN
   (LOSS) ON INVESTMENTS:
   Net realized gain (loss)
     on investments --                         --              --            --
   Net change in unrealized
     appreciation (depreciation)          217,015         320,783        91,162
                                        ---------        --------      --------
NET GAIN (LOSS) ON INVESTMENTS            217,015         320,783        91,162
                                        ---------        --------      --------
NET INCREASE (DECREASE) IN NET
   ASSETS RESULTING FROM OPERATIONS     $ 215,014       $ 316,743      $ 81,474
                                        =========       =========      ========




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)        $   (2,001)     $   (4,040)   $   (9,688)
   Net realized gain (loss) on
     investments                               --              --            --
   Net change in unrealized
     appreciation(depreciation)           217,015         320,783        91,162
                                         --------       ---------       -------
NET INCREASE (DECREASE) IN NET ASSETS
   RESULTING FROM OPERATIONS              215,014         316,743        81,474
NET INCREASE (DECREASE) FROM
   POLICYOWNER TRANSACTIONS               338,627         320,075       363,123
                                         --------        --------      --------
TOTAL INCREASE (DECREASE) IN
   NET ASSETS                             553,641         636,818       444,597
NET ASSETS AT JANUARY 1, 1999             334,000         823,632     2,096,971
                                         --------        --------    ----------
NET ASSETS AT JUNE 30, 1999             $ 887,641      $1,460,450    $2,541,568
                                        =========      ==========    ==========



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


            $      --         $       --
               (4,566)            (3,632)
             --------          ---------
               (4,566)            (3,632)
             ---------         ----------



                   --                 --

               66,628             72,763
            ---------          ---------
               66,628             72,763
            ---------          ---------

           $   62,062          $  69,131
           ==========          =========





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


           $   (4,566)       $   (3,632)

                   --                --

               66,628            72,763
             --------         ---------

               62,062            69,131

              148,470            30,612
             --------         ---------

              210,532            99,743
              933,263           859,540
           ----------        ----------
           $1,143,795        $  959,283
           ==========        ==========



                                    F-I(U)-7


<PAGE>


                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                               SEPARATE ACCOUNT V
                          NOTES TO FINANCIAL STATEMENTS
                                  JUNE 30, 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 June 30, 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-I(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  identifiable and  distinguishable  from
other assets and liabilities of the Company. Assets are reported at fair value.


                                    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)

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>



                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                                  BALANCE SHEET
                      (IN THOUSANDS, EXCEPT PER SHARE DATA)
                                   (UNAUDITED)


                                 ASSETS
                                                                 JUNE 30, 1999
                                                                 -------------
Investments:
   Fixed maturity securities, available for sale
     (amortized cost $167,459)                                    $  164,317
   Equity securities, available for sale (amortized
     cost $2,031)                                                      1,813
   Loans on insurance policies                                        13,136
   Other invested assets                                              12,939
                                                                  ----------
        Total investments                                            192,205
Cash and cash equivalents                                              6,921
Accrued investment income                                              2,709
Prepaid reinsurance premium--affiliates                                2,482
Deferred policy acquisition costs                                    139,467
Other                                                                  1,938
Separate Accounts                                                  2,035,317
                                                                  ----------
                                                                  $2,381,039
                                                                  ==========

                  LIABILITIES AND STOCKHOLDER'S EQUITY

LIABILITIES:
   Policy and contract reserves                                   $    2,033
   Policy and contract claims                                            446
   Accumulated contract values                                       244,218
   Unearned policy charges                                             1,898
   Unearned reinsurance ceded allowance                                3,700
   Federal income taxes--
     Current                                                           1,596
     Deferred                                                          6,622
   Other                                                               9,767
   Separate Accounts                                               2,035,317
                                                                  ----------
        Total Liabilities                                          2,305,597
                                                                  ----------
   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                                                  30,551
   Accumulated other comprehensive income                               (979)
                                                                  ----------
   Total Stockholder's Equity                                         75,442
                                                                  ----------
                                                                  $2,381,039
                                                                  ==========


THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

                                   F-II(U)-1
<PAGE>

                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                             STATEMENT OF OPERATIONS
                     FOR THE SIX MONTHS ENDED JUNE 30, 1999
                                 (IN THOUSANDS)
                                   (UNAUDITED)


INCOME:
Insurance revenues:
   Contract charges                                                  $24,413
   Premium-reinsurance ceded                                          (4,232)
   Reinsurance ceded allowance                                         1,801
Investment revenues:
   Investment income, net                                              8,765
   Realized gain(loss), net                                              (51)
Other                                                                  1,620
                                                                     -------
                                                                      32,316
                                                                     -------
BENEFITS AND EXPENSES:
Policy benefits:
   Death benefits                                                      1,061
   Interest credited                                                   7,651
   Increase in policy and contract reserves                              352
   Other                                                                 118
Sales and operating expenses                                          10,827
Amortization of deferred policy
   acquisition costs                                                   7,492
                                                                     -------
                                                                      27,501
                                                                     -------
INCOME BEFORE FEDERAL INCOME TAXES                                     4,815
                                                                     -------
Income taxes--current                                                  2,422
Income taxes--deferred                                                  (724)
                                                                     -------
        Total income taxes                                             1,698
                                                                     -------
NET INCOME                                                           $ 3,117
                                                                     =======




THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.


                                    F-II(U)-2

<PAGE>


                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                        STATEMENT OF COMPREHENSIVE INCOME
                     FOR THE SIX MONTHS ENDED JUNE 30, 1999
                                 (IN THOUSANDS)
                                   (UNAUDITED)



Net income                                                            $3,117
Other comprehensive income, net of tax:
   Unrealized gain(loss) on securities:
     Unrealized holding gains arising
        during the period (net of deferred
        tax of $1,021)                                                (1,897)
     Reclassification adjustment for gain(loss)
        included in net income (net of deferred
        tax of $18)                                                       34
                                                                     -------
   Other comprehensive income (loss)                                  (1,863)
                                                                     -------
Comprehensive income                                                  $1,254
                                                                     =======





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 SIX MONTHS ENDED JUNE 30, 1999
                          (IN THOUSANDS, EXCEPT SHARES)
                                   (UNAUDITED)


                                                                       ACCUMULATED
                                                 ADDITIONAL               OTHER
                                 COMMON STOCK     PAID-IN    RETAINED COMPREHENSIVE
                                SHARES   AMOUNT   CAPITAL    EARNINGS     INCOME     TOTAL
                                ------   ------   -------    --------  -----------  -------
<S>                             <C>      <C>      <C>       <C>          <C>       <C>
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                       --       --         --        --      (1,863)    (1,863)
   Net income                       --       --          -     3,117          --      3,117
                                ------   ------    -------  --------    --------   --------
BALANCE, June 30, 1999          40,000   $4,000   $ 41,870  $ 30,551     $  (979)  $ 75,442
                                ------   ------   --------  --------    --------   --------




THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

</TABLE>


                                    F-II(U)-4




<PAGE>


                    AMERITAS VARIABLE LIFE INSURANCE COMPANY

                             STATEMENT OF CASH FLOWS
                     FOR THE SIX MONTHS ENDED JUNE 30, 1999
                                 (IN THOUSANDS)
                                   (UNAUDITED)




OPERATING ACTIVITIES
Net Income                                                           $ 3,117
Adjustments to reconcile net income to net cash
   provided by operating activities:
   Amortization of deferred policy acquisition
    costs                                                              7,492
   Policy acquisition costs deferred                                 (21,428)
   Interest credited to contract values                                7,651
   Amortization of discounts or premiums                                  51
   Net gains on other invested assets                                 (2,817)
   Net realized loss on investment transactions                           51
   Deferred income taxes                                                (724)
   Change in assets and liabilities:
     Accrued investment income                                          (284)
     Reinsurance recoverable-affiliates                                  455
     Prepaid reinsurance premium-affiliates                             (102)
     Other assets                                                       (244)
     Policy and contract reserves                                        352
     Policy and contract claims                                         (179)
     Unearned policy charges                                              84
     Federal income tax payable-current                               (1,345)
     Unearned reinsurance ceded allowance                                104
     Other liabilities                                                 1,685
                                                                     -------
   Net cash from operating activities                                 (6,081)
                                                                     -------
INVESTING ACTIVITIES
Purchase of fixed maturity securities
  available for sale                                                 (27,822)
Purchase of other invested assets                                     (1,253)
Proceeds from maturities or repayment of
   fixed maturity securities available for sale                        4,472
Proceeds from sales of fixed maturity securities
   available for sale                                                  2,439
Proceeds from the sale of other invested assets                        1,150
Net change in loans on insurance policies                             (2,187)
                                                                     --------
   Net cash from investing activities                                (23,201)
                                                                     -------
FINANCING ACTIVITIES
Capital contribution                                                   1,500
Net change in accumulated contract values                             22,692
                                                                     -------
  Net cash from financing activities                                  24,192
                                                                     -------
INCREASE (DECREASE) IN CASH AND CASH
  EQUIVALENTS                                                         (5,090)
CASH AND CASH EQUIVALENTS AT BEGINNING
  OF PERIOD                                                           12,011
                                                                     -------
CASH AND CASH EQUIVALENTS AT END OF PERIOD                            $6,921
                                                                     =======

SUPPLEMENTAL CASH FLOW INFORMATION:

Cash paid for income taxes                                           $ 3,767




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
                                  JUNE 30, 1999
                                   (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 Ameritas Life Insurance Corporation
(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>



INCORPORATION BY REFERENCE

The  Registrant,  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




<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
meets all the requirements for  effectiveness of this  Post-Effective  Amendment
No.  16 to  the  Registration  Statement  pursuant  to  Rule  485(a)  under  the
Securities  Act of 1933  and  has  caused  this  Amendment  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 26th day of August, 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    August 26, 1999
- ------------------------     and Chief Executive Officer
    Lawrence J. Arth


/s/ William J. Atherton      Director, President and            August 26, 1999
- -------------------------    Chief Operating Officer
    William J. Atherton


/s/ Kenneth C. Louis         Director, Executive Vice President  August 26, 1999
- -------------------------
    Kenneth C. Louis


/s/ Gary R. McPhail          Director, Executive Vice President  August 26, 1999
- -------------------------
    Gary R. McPhail


/s/ Thomas C. Godlasky       Director, Senior Vice President     August 26, 1999
- -------------------------    and Chief Investment Officer
    Thomas C. Godlasky


/s/ JoAnn M. Martin          Director, Controller                August 26, 1999
- -------------------------
    JoAnn M. Martin



<PAGE>



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

/s/ Michael G. Fraizer
- -------------------------           Director                     August 26, 1999
    Michael G. Fraizer


/s/ William W. Lester
- -------------------------           Treasurer                    August 26, 1999
    William W. Lester


/s/ Donald R. Stading
- -------------------------      Secretary and General Counsel     August 26, 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 94 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:

    (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.*****
        (d) Amendment to Principal Underwriting Agreement.**
    (4) Not applicable.
    (5) (a) Proposed Form of Policy.***
        (b) Proposed 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) Form of Participation Agreement in the Calvert Variable Series,
            Inc. Ameritas Portfolios******
    (9) Not applicable.
    (10)  Application for Policy.***
    (11) Memorandum describing AVLIC's exchange procedure.*
    (12) Memorandum  describing  AVLIC's  issuance,   transfer,  and  redemption
         procedures for the Policy.**
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

 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.
        33-1978.
**      Incorporated by reference to the Post-Effective  Amendment No. 4 for the
        Registration  Statement  for Ameritas  Variable Life  Insurance  Company
        Separate Account V, File No. 33-30019.
***     Incorporated by reference to the Post-Effective  Amendment No. 5 for the
        Registration  Statement  for Ameritas  Variable Life  Insurance  Company
        Separate Account V, File No. 33-1978.
****    Incorporated  by reference  to the initial  Registration  Statement  for
        Ameritas  Variable Life Insurance  Company  Separate Account V, File No.
        333-15585, filed on 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 on January 17, 1997.
******  Incorporated  by  reference  to  Post-Effective  Amendment  No. 5 to the
        Registration  Statement  for Ameritas  Variable Life  Insurance  Company
        Separate Account V, File No. 333-15585, filed August 30, 1999.




<PAGE>



                                  EXHIBIT INDEX


EXHIBIT

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

(8)          Consent of Deloitte & Touche LLP





                                 EXHIBIT 2.(A)(B)

                    Opinion and Consent of Donald R. Stading


<PAGE>
                                   AMERITAS VARAIBLE LIFE INSURANCE COMPANY LOGO



August 30, 1999




Ameritas Variable Life Insurance Company
5900 "O" Street
P.O. Box 81889
Lincoln, Nebraska  68501

Gentlemen:

With reference to Post-Effective  Amendment No. 16 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
Post-Effective  Amendment No. 16 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,


/s/ Donald R. Stading
Donald R. Stading
Secretary and General Counsel



                                   EXHIBIT 8.

                        Consent of Deloitte & Touche LLP


<PAGE>


INDEPENDENT AUDITORS' CONSENT



We consent to the use in this  Post-Effective  Amendment  No.16 to  Registration
Statement No.  33-1978 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
August 27, 1999



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