AMERITAS VARIABLE LIFE INSURANCE CO SEPARATE ACCT VA-2
497, 1999-05-03
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                   Supplement to Prospectus dated May 1, 1999

Ameritas  Variable Life Insurance Company  ("Ameritas"),  as part of its ongoing
review of product  lines,  has determined  that a "manager of managers"  product
should be able to achieve  significant  economies and more effective  investment
management. Ameritas believes that a restructuring will put Ameritas in a better
position to take advantage of economies of scale created by the recent merger of
Ameritas's  affiliated  insurance  holding  company,   Ameritas  Mutual  Holding
Company, with Acacia Mutual Holding Company.

To  implement  the proposed  manager of managers  structure,  Ameritas  plans to
organize  several  new  investment  portfolios.   Each  of  the  new  portfolios
("Ameritas portfolios") will have the same investment objectives and policies as
one of nine of the funds ("Current Funds") currently available to Policy Owners.
Day-to-day  portfolio  management  decisions  will be made  for  each of the new
Ameritas  portfolios by a subadvisor  acting under the  supervision  of Ameritas
Investment  Corp.  Ameritas  and  certain of its  affiliates  have also filed an
application  with the SEC that would  permit  Ameritas  to  replace  each of the
Current Funds with an Ameritas portfolio.  The following funds would be affected
by the proposed substitution:

          Variable Insurance Products Fund (VIPF) Money Market 
          VIPF Index 500 
          MFS Variable  Insurance Trust (MFS) Emerging Growth 
          MFS Research 
          MFS Growth With Income 
          Alger American Small Capitalization  
          Alger American Growth
          Alger American Income and Growth 
          Alger American Midcap Growth

Ameritas  anticipates  that  portfolio  management  services will be provided to
seven of the Ameritas portfolios by the same investment  advisory  organizations
that advise the Current Funds. The remaining Ameritas portfolios,  which will be
designed to replace the money market and stock index funds listed above, will be
managed by different investment advisory organizations.  The Ameritas portfolios
are designed,  however,  to assure that the investment  objectives of the Policy
Owners will continue to be met following the proposed  substitution.  If the SEC
acts favorably on Ameritas'  application - and there can be no guarantee that it
will do so - Policy Owners will be provided with complete  information about the
substitution,   including  a  prospectus   relating  to  each  of  the  Ameritas
portfolios.

The additional services  contemplated by the manager of managers structure could
affect expenses.  If the relief requested is granted, fees will be guaranteed at
current  levels for one year.  They may then  increase,  if actual  expenses are
greater  than the cap,  to a ratio  that is up to .10%  greater  than the  prior
ratio.

The date of this Supplement is May 3, 1999.



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