<PAGE>
THE PRUDENTIAL VARIABLE CONTRACT ACCOUNT-2
Supplement dated July 27, 1995 to Prospectus dated May 1, 1995
The following language supersedes the first and third paragraphs within the
section of the Prospectus entitled "Crediting Accumulation Units; Deduction for
Sales and Administrative Expenses" on pages 10-11:
When a person first becomes a Participant under the Contract, he must designate,
if there is a companion fixed-dollar annuity contract, what portion of the
purchase payments on his behalf is to be invested under the Variable Contract
and what portion is to be invested in the companion fixed-dollar annuity
contract. This designation may be changed from time to time. In order for an
employee to become and remain a Participant, he must have signed an agreement
with his employer providing for minimum purchase payments under the Program on
his behalf of $200 during any 12-month period.
The initial contribution made for a Participant will be invested in VCA-2 no
later than two business days after it is received by Prudential and identified
as being for investment in VCA-2, if it is accompanied by enrollment information
in a form satisfactory to Prudential. If the Contract-holder submits an initial
contribution on behalf of one or more new Participants that is not accompanied
by satisfactory enrollment information, then Prudential will allocate such
contribution upon receipt to a money market option (which is available
contractually to the Contract-holder), and also will send a notice to the
Contract-holder that requests allocation information for each such Participant.
If the Contract-holder purchases only contracts that are issued through VCA-2,
or purchases such contracts together with either a group variable annuity
contract issued through Prudential's MEDLEY Program or unaffiliated mutual
funds, then contributions that are not accompanied by satisfactory enrollment
information will be invested in The Prudential Variable Contract Account-11
("VCA-11") within Prudential's MEDLEY Program. If the Contract-holder purchases
contracts that are issued through VCA-2 as well as shares of The Prudential
Institutional Fund ("PIF"), then contributions that are not accompanied by
satisfactory enrollment information will be invested in the Money Market Fund of
PIF. If the necessary enrollment information is not received in response to its
initial notice to the Contract-holder, Prudential will deliver up to two
additional notices to the Contract-holder at monthly intervals that request such
allocation information. After 105 days have passed from the time that Units of
VCA-11 (or, as the case may be, shares of PIF's Money Market Fund) were
purchased on behalf of Participants who failed to provide the necessary
enrollment information, Prudential will redeem the relevant VCA-11 Units (or PIF
shares) and pay the proceeds (including earnings thereon) to the
Contract-holder. Any proceeds paid to the Contract-holder under this procedure
may be considered a prohibited and taxable reversion to the Contract-holder
under current provisions of the Internal Revenue Code of 1986, as amended.
Similarly, returning proceeds may cause the Contract-holder to violate a
requirement under the Employee Retirement Income Security Act of 1974, as
amended, to hold all plan assets in trust. Both problems may be avoided if the
Contract-holder arranges to have the proceeds paid into a qualified trust or
annuity contract.
