UNITED INVESTORS ANNUNITY VARIABLE ACCOUNT
497, 1999-02-12
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                    UNITED INVESTORS LIFE INSURANCE COMPANY
                 Advantage II Deferred Variable Annuity Policy
 
   Supplement dated February 26, 1999, to Prospectus dated May 1, 1998
 
   The following information supplements and supersedes any contrary
information in the Advantage II Prospectus:
 
   The following paragraph replaces the third paragraph of the "Withdrawals"
provision in the "Surrender and Partial Withdrawals" section on Page 13 of the
Prospectus:
 
  You may request up to four Withdrawals per Policy Year without a
  transaction charge. After the fourth Withdrawal in a Policy Year, a $20
  transaction charge will apply. The $20 transaction charge will be waived
  for any automatic partial withdrawals. (See Automatic Partial Withdrawals.)
  Also, Withdrawal Charges may apply to total Withdrawals in a Policy Year in
  excess of the Free Withdrawal Amount. (See Withdrawal Charge, and
  Transaction Charge.) Any transaction charge or Withdrawal Charge applicable
  to a Withdrawal will be deducted from the remaining Policy Value, or from
  the amount paid if the remaining value is insufficient. No Withdrawals may
  be made after the Retirement Date.
 
   The following paragraph replaces the first paragraph of the "Automatic
Partial Withdrawals" provision in the "Surrender and Partial Withdrawals"
section on Page 13 of the Prospectus:
 
  You may also establish automatic partial withdrawals after the first Policy
  Year and prior to the Retirement Date, by submitting a one-time Written
  Request. Withdrawals may be in fixed dollar amounts on a monthly,
  quarterly, semi-annual or annual basis. The minimum amount you can withdraw
  is $250. The maximum amount of automatic partial withdrawals in any one
  Policy Year is the Free Withdrawal Amount. (See Withdrawal Charge.)
 
   The following paragraph replaces the first paragraph of the "Death Benefit"
section on Page 15 of the Prospectus:
 
  The Policy pays a Death Benefit to the named Beneficiary if the Annuitant
  dies prior to the Retirement Date while the policy is in force (unless the
  Annuitant is also an Owner; see below). The Death Benefit is the greater of
  : (1) the total Purchase Payments made, less any amounts withdrawn and any
  Withdrawal Charges on the amounts withdrawn, and less any transaction
  charges; or (2) the Policy Value. In addition, where permitted under state
  law, we may provide an additional Death Benefit if death of the Annuitant
  occurs before the Annuitant's Age 75. The Death Benefit will be the
  greatest of (1) and (2) described above, or (3) the highest of the Policy
  Values on the eighth or sixteenth Policy Anniversaries, increased by any
  subsequent Purchase Payments, less any amounts withdrawn and any Withdrawal
  Charges on the amounts withdrawn, and less any transaction charges since
  that anniversary.
 
   The following paragraph replaces the second paragraph of the "Withdrawal
Charge" section on Page 18 of the Prospectus:
 
  Each Policy Year after the first, you may withdraw up to the Free
  Withdrawal Amount without incurring a Withdrawal Charge. The Free
  Withdrawal Amount is equal to the greater of: (1) 10% of the cumulative
  purchase payments; or (2) 10% of the Policy Value. Amounts withdrawn in
  addition to the Free Withdrawal Amount may be subject to a Withdrawal
  Charge. The Withdrawal Charge is determined by multiplying each Purchase
  Payment included in the withdrawal by the withdrawal charge rate applicable
  to the year in which the Purchase Payment was received.
 
Form U-1053-A, Ed. 2/99
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   The following paragraph replaces the "Transaction Charge" section on Page 19
of the Prospectus:
 
  You may request up to four withdrawals per Policy Year without a
  transaction charge. After the fourth withdrawal in a Policy Year, a $20
  transaction charge will apply to each additional withdrawal. This charge
  will be deducted from the remaining Policy Value, or from the amount paid
  if the remaining value is insufficient. The $20 transaction charge will be
  waived for any automatic partial withdrawals.
 
   This Supplement is dated February 26, 1999.
 
   Please keep this Supplement with your Prospectus dated May 1, 1998, for the
Advantage II Deferred Variable Annuity Policy.
 
Form U-1053-A, Ed.2/99
 


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