PRUDENTIAL VARIABLE APPRECIABLE ACCOUNT, S-6EL24, 1995-07-17

PRUDENTIAL VARIABLE APPRECIABLE ACCOUNT
S-6EL24, 1995-07-17

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As filed with the SEC on _____________. Registration No.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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

FORM S-6

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

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

THE PRUDENTIAL VARIABLE
APPRECIABLE ACCOUNT
(Exact Name of Trust)

THE PRUDENTIAL INSURANCE COMPANY OF AMERICA
(Name of Depositor)

Prudential Plaza
Newark, New Jersey 07102-3777
(800) 445-4571
(Address and telephone number of principal executive offices)

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

Thomas C. Castano
Assistant Secretary
The Prudential Insurance Company of America
Prudential Plaza
Newark, New Jersey 07102-3777
(Name and address of agent for service)

Copy to:
Jeffrey C. Martin
Shea & Gardner
1800 Massachusetts Avenue, N.W.
Washington, D.C. 20036

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

Prudential Survivorship Preferred Variable Appreciable Life Insurance
Contracts--Pursuant to Rule 24f-2 under the Investment Company Act of 1940, the
Registrant elects to register an indefinite amount of securities. The filing fee
is $500. (Title and amount of securities being registered; proposed maximum
aggregate offering price; amount of filing fee).

Approximate date of proposed public offering: As soon as practicable after the
effective date of this Registration Statement.

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

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

Registrant elects to be governed by Rules 6c-(T)(b)(13)(i)(A) under the
Investment Company Act of 1940 with respect to the Contract described in this
Registration Statement.

<PAGE>

CROSS REFERENCE SHEET
(as required by Form N-8B-2)

N-8B-2 Item Number Location
- ------------------ --------

1. Cover Page

2. Cover Page

3. Not Applicable

4. Sale of the Contract and Sales Commissions

5. The Prudential Variable Appreciable Account

6. The Prudential Variable Appreciable Account

7. Not Applicable

8. Not Applicable

9. Litigation

10. Brief Description of the Contract; Short-Term Cancellation
Right, or "Free Look"; Type of Insurance Amount; Changing
the Type of Insurance Amount; Premiums; Contract Date;
Allocation of Premiums; Transfers; Charges and Expenses;
How a Contract's Cash Surrender Value Will Vary; How a
Fixed Insurance Amount Contract's Death Benefit Will Vary;
How a Variable Insurance Amount Contract's Death Benefit
Will Vary; Surrender of a Contract; Withdrawal of Excess
Cash Surrender Value; Decreases in Basic Insurance Amount;
Lapse and Reinstatement; When Proceeds are Paid; Options
on Lapse; Riders; Other General Contract Provisions;
Voting Rights; Substitution of Series Fund Shares

11. Brief Description of the Contract; The Prudential Variable
Appreciable Account

12. Cover Page; Brief Description of the Contract; The
Prudential Series Fund, Inc.; Sale of the Contract and
Sales Commissions

13. Brief Description of the Contract; The Prudential Series
Fund, Inc.; Charges and Expenses; Sale of the Contract and
Sales Commissions; Reduction of Charges for Concurrent
Sales to Several Individuals

14. Brief Description of the Contract; Requirements for
Issuance of a Contract

15. Brief Description of the Contract; Allocation of Premiums;
Transfers; The Fixed-Rate Option

16. Brief Description of the Contract; Detailed Information
for Prospective Contract Owners

17. When Proceeds are Paid

18. The Prudential Variable Appreciable Account

19. Reports to Contract Owners

20. Not Applicable

21. Contract Loans

<PAGE>

N-8B-2 Item Number Location
- ------------------ --------

22. Not Applicable

23. Not Applicable

24. Other General Contract Provisions

25. The Prudential Insurance Company of America

26. Brief Description of the Contract; The Prudential Series
Fund, Inc.; Charges and Expenses

27. The Prudential Insurance Company of America; The
Prudential Series Fund, Inc.

28. The Prudential Insurance Company of America; Directors and
Officers

29. The Prudential Insurance Company of America

30. Not Applicable

31. Not Applicable

32. Not Applicable

33. Not Applicable

34. Not Applicable

35. The Prudential Insurance Company of America

36. Not Applicable

37. Not Applicable

38. Sale of the Contract and Sales Commissions

39. Sale of the Contract and Sales Commissions

40. Not Applicable

41. Sale of the Contract and Sales Commissions

42. Not Applicable

43. Not Applicable

44. Brief Description of the Contract; The Prudential Series
Fund, Inc.; How a Contract's Cash Surrender Value Will
Vary; How a Fixed Insurance Amount Contract's Death
Benefit Will Vary; How a Variable Insurance Amount
Contract's Death Benefit Will Vary

45. Not Applicable

46. Brief Description of the Contract; The Prudential Variable
Appreciable Account; The Prudential Series Fund, Inc.

47. The Prudential Variable Appreciable Account; The
Prudential Series Fund, Inc.

48. Not Applicable

49. Not Applicable

50. Not Applicable

51. Not Applicable

52. Substitution of Series Fund Shares

53. Tax Treatment of Contract Benefits

54. Not Applicable

<PAGE>

N-8B-2 Item Number Location
- ------------------ --------

55. Not Applicable

56. Not Applicable

57. Not Applicable

58. Not Applicable

59. Financial Statements; Financial Statements of The
Prudential Variable Appreciable Account; Consolidated
Financial Statements of The Prudential Insurance Company
of America and Subsidiaries

<PAGE>

PART I

INFORMATION REQUIRED IN PROSPECTUS

<PAGE>

PROSPECTUS

___________, 1995

THE PRUDENTIAL VARIABLE APPRECIABLE ACCOUNT

SURVIVORSHIP PREFERRED

This prospectus describes a flexible premium survivorship variable universal
life insurance contract offered by The Prudential Insurance Company of America
under the name Prudential Survivorship Preferred(sm) (the "Contract"). The
Contract provides life insurance coverage on two insureds with a death benefit
payable on the second death as long as the Contract is in force.

Purchasers have considerable flexibility as to when and in what amounts they pay
premiums. Subject to an initial premium, you can pay premium amounts as desired,
so long as sufficient money is in the Contract Fund to cover all charges. If
there is insufficient money in the Contract Fund, the Contract may lapse without
value.

There are two insurance amount types available. One type generally remains fixed
in the amount initially selected, the other will vary daily with the investment
performance of the investment options you select. For each type, there are two
premium levels which, if paid, provide death benefit guarantees.

A portion of the Contract's premiums and the earnings on those premiums will be
held in one or more of the following ways. They can be invested in one or more
of fifteen available subaccounts of The Prudential Variable Appreciable Account:

o Money Market o Conservatively Managed Flexible o Common Stock
o Bond o Aggressively Managed Flexible o Growth Stock
o Government Securities o High Yield Bond o Small Capitalization Stock
o Zero Coupon Bond 2000 o Stock Index o Global Equity
o Zero Coupon Bond 2005 o High Dividend Stock o Natural Resources
</TABLE>

each of which invests in a corresponding portfolio of The Prudential Series
Fund, Inc. Or, they can be allocated to a fixed-rate option. Other subaccounts
and portfolios may be added in the future. The attached prospectus for the
Series Fund, and the Series Fund's statement of additional information describe
the investment objectives of and the risks of investing in the portfolios.
Interest is credited daily upon any portion of the premium payment allocated to
the fixed-rate option at rates periodically declared by The Prudential in its
sole discretion but never less than an effective annual rate of 4%. This
prospectus describes the Contract generally and The Prudential Variable
Appreciable Account.

REPLACING EXISTING INSURANCE WITH A CONTRACT DESCRIBED IN THIS PROSPECTUS MAY
NOT BE TO YOUR ADVANTAGE. IF YOU CURRENTLY OWN A LIFE INSURANCE CONTRACT, THE
BENEFITS AND COSTS OF PURCHASING ADDITIONAL INSURANCE UNDER THE EXISTING POLICY
SHOULD BE COMPARED WITH THE BENEFITS AND COSTS OF PURCHASING THE CONTRACT
DESCRIBED IN THIS PROSPECTUS. IN MAKING THIS COMPARISON, YOU SHOULD CONSULT WITH
A QUALIFIED TAX ADVISOR.

PLEASE READ THIS PROSPECTUS AND KEEP IT FOR FUTURE REFERENCE. IT IS ATTACHED TO
A CURRENT PROSPECTUS FOR THE PRUDENTIAL SERIES FUND, INC.

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION NOR HAS THE COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY
OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

The Prudential Insurance Company of America
Prudential Plaza
Newark, New Jersey 07102-3777
Telephone: (800) 445-4571

* Prudential Survivorship Preferred is a service mark of The Prudential.

SVUL-1 Ed __-95 Catalog #_________

<PAGE>

PROSPECTUS CONTENTS
Page

DEFINITIONS OF SPECIAL TERMS USED ................................... 1

BRIEF DESCRIPTION OF THE CONTRACT..................................... 2

GENERAL INFORMATION ABOUT THE PRUDENTIAL, THE PRUDENTIAL VARIABLE
APPRECIABLE ACCOUNT, AND THE VARIABLE INVESTMENT OPTIONS AVAILABLE
UNDER THE CONTRACT................................................... 4
The Prudential Insurance Company of America........................... 4
The Prudential Variable Appreciable Account........................... 4
The Prudential Series Fund, Inc....................................... 4
Which Investment Option Should Be Selected?........................... 6

DETAILED INFORMATION FOR PROSPECTIVE CONTRACT OWNERS.................. 6
Requirements for Issuance of a Contract............................... 6
Short-Term Cancellation Right or "Free Look".......................... 6
Type of Insurance Amount.............................................. 6
Changing the Type of Insurance Amount................................. 8
Premiums ........................................................ 8
Death Benefit Guarantee............................................... 9
Contract Date ....................................................... 11
Allocation of Premiums............................................... 11
Transfers............................................................ 11
Dollar Cost Averaging................................................ 12
Charges and Expenses................................................. 12
How a Contract's Cash Surrender Value Will Vary...................... 14
How a Fixed Insurance Amount Contract's Death Benefit Will Vary...... 14
How a Variable Insurance Amount Contract's
Death Benefit Will Vary............................................. 15
Participation in Divisible Surplus................................... 16
Surrender of a Contract.............................................. 16
Withdrawals.......................................................... 16
Decreases in Basic Insurance Amount.................................. 17
When Proceeds Are Paid............................................... 17
Illustrations of Cash Surrender Values, Death Benefits,
and Accumulated Premiums............................................ 17
Contract Loans....................................................... 19
Sale of the Contract and Sales Commissions........................... 19
Tax Treatment of Contract Benefits................................... 20
Withholding.......................................................... 21
Lapse and Reinstatement.............................................. 22
Legal Considerations Relating to Sex-Distinct Premiums and Benefits.. 22
Other General Contract Provisions.................................... 22
Riders............................................................... 23
The Fixed-Rate Option................................................ 23
Voting Rights ....................................................... 24
Substitution of Series Fund Shares................................... 24
Reports to Contract Owners........................................... 24
State Regulation..................................................... 24
Experts.............................................................. 25
Litigation........................................................... 25
Additional Information............................................... 25
Financial Statements................................................. 25

DIRECTORS AND OFFICERS OF THE PRUDENTIAL............................. 26

FINANCIAL STATEMENTS OF THE PRUDENTIAL VARIABLE
APPRECIABLE ACCOUNT................................................ A1

CONSOLIDATED FINANCIAL STATEMENTS OF THE PRUDENTIAL INSURANCE
COMPANY OF AMERICA AND SUBSIDIARIES................................ B1

THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFERING IN ANY JURISDICTION IN WHICH
SUCH OFFERING MAY NOT LAWFULLY BE MADE. NO PERSON IS AUTHORIZED TO MAKE ANY
REPRESENTATIONS IN CONNECTION WITH THIS OFFERING OTHER THAN THOSE CONTAINED IN
THIS PROSPECTUS AND THE PROSPECTUS AND STATEMENT OF ADDITIONAL INFORMATION FOR
THE PRUDENTIAL SERIES FUND, INC.

<PAGE>

DEFINITIONS OF SPECIAL TERMS USED IN THIS PROSPECTUS

accumulated net payments--the actual premium payments you make accumulated at an
effective annual rate of 4% less any withdrawals you make accumulated at an
effective annual rate of 4%.

attained age--An insured's age on the Contract date plus the number of years
since then.

basic insurance amount--The amount of life insurance as shown in the Contract.
Also known as the face amount.

cash surrender value--The amount payable to the Contract owner upon surrender of
the Contract. It is equal to the Contract Fund minus any Contract debt.

Contract--The Prudential Survivorship Preferred policy described in this
prospectus.

Contract anniversary--The same date as the Contract date in each later year.

Contract date--The date the Contract is effective, as specified in the Contract.

Contract debt--The principal amount of all outstanding loans plus any interest
accrued thereon.

Contract Fund--The total amount credited to a specific Contract. On any date it
is equal to the sum of the amounts in all the subaccounts, the amount invested
under the fixed-rate option, and the principal amount of any Contract debt.

Contract month--A month that starts on the Monthly date.

Contract owner--You. Unless a different owner is named in the application, the
owners of the Contract are the insureds jointly or the survivor of them. If the
Contract is owned jointly, the exercise of rights under the Contract must be
made by both jointly.

Contract year--A year that starts on the Contract date or on a Contract
anniversary.

death benefit--The amount payable to the beneficiary upon the second death of
two insureds.

face amount--See basic insurance amount.

fixed-rate option--An investment option under which The Prudential guarantees
that interest will be added to the amount invested at a rate declared
periodically in advance.

insurance amount--the amount we will pay upon the second death of two insureds
before reduction by any Contract debt and amounts needed to pay charges through
the date of death.

issue age--An insured's age as of the Contract date.

Monthly date--The Contract date and the same date in each subsequent month.

The Prudential Insurance Company of America--Us, we, The Prudential. The company
offering the Contract.

The Prudential Series Fund, Inc. (the "Series Fund")--A mutual fund with
separate portfolios, one or more of which may be chosen as an underlying
investment for the Contract.

The Prudential Variable Appreciable Account (the "Account")--A separate account
of The Prudential registered as a unit investment trust under the Investment
Company Act of 1940.

subaccount--An investment division of the Account, the assets of which are
invested in the shares of the corresponding portfolio of the Series Fund.

valuation period--The period of time from one determination of the value of the
amount invested in a subaccount to the next. Such determinations are made when
the net asset values of the portfolios of the Series Fund are calculated, which
is generally at 4:15 p.m. New York City time on each day during which the New
York Stock Exchange is open.

we--The Prudential Insurance Company of America.

you--the owner[s] of the Contract.

<PAGE>

BRIEF DESCRIPTION OF THE CONTRACT

This section provides only an overview of the more significant provisions of the
Contract. It omits details which are provided in the rest of this prospectus.

The Prudential Survivorship Preferred Contract (referred to from now on as the
"Contract") is a flexible premium variable universal life insurance policy. It
is issued and sold by The Prudential Insurance Company of America ("The
Prudential"). The Contract provides life insurance coverage, with a death
benefit payable upon the second death of two insureds. A significant element of
the Contract is the Contract Fund, the amount of which changes every business
day. That amount represents the value of your Contract on that day.

A broad objective of the Contract is to provide benefits that will increase in
value if favorable investment results are achieved. The Prudential has
established a separate account, like a separate division within the Company,
called The Prudential Variable Appreciable Account (from now on, the "Account").
You may choose to have premiums, after the deduction of certain charges
(described below), invested into any one or more of the fifteen available
subaccounts of the Account.

The money allocated to each subaccount is immediately invested in a
corresponding portfolio of The Prudential Series Fund, Inc. (the "Series Fund"),
a series mutual fund for which The Prudential is the investment advisor. The
Money Market Portfolio is invested in short-term debt obligations similar to
those purchased by money market funds; the Bond Portfolio is invested primarily
in high quality medium-term corporate and government debt securities; the
Government Securities Portfolio is invested primarily in U.S. Government
Securities including intermediate and long-term U.S. Treasury securities and
debt obligations issued by agencies of or instrumentalities established,
sponsored or guaranteed by the U.S. Government; the two Zero Coupon Bond
Portfolios -- 2000 and 2005 are invested primarily in debt obligations of the
United States Treasury and investment grade corporations that have been issued
without interest coupons or stripped of their unmatured interest coupons,
interest coupons that have been stripped from such debt obligations, and
receipts and certificates for such stripped debt obligations and stripped
coupons; the Conservatively Managed Flexible Portfolio is invested in a mix of
money market instruments, fixed income securities, and common stocks, in
proportions believed by the investment manager to be appropriate for an investor
who desires diversification of investment who prefers a relatively lower risk of
loss and a correspondingly reduced chance of high appreciation; the Aggressively
Managed Flexible Portfolio is invested in a mix of money market instruments,
fixed income securities, and common stocks, in proportions believed by the
investment manager to be appropriate for an investor desiring diversification of
investment who is willing to accept a relatively high level of loss in an effort
to achieve greater appreciation; the High Yield Bond Portfolio is invested
primarily in high yield fixed income securities of medium to lower quality, also
known as high risk bonds; the Stock Index Portfolio is invested in common stocks
selected to duplicate the price and yield performance of the Standard & Poor's
500 Composite Stock Price Index; the High Dividend Stock Portfolio is invested
primarily in common stocks and convertible securities that provide favorable
prospects for investment income returns above those of the Standard & Poor's 500
Stock Index or the NYSE Composite Index; the Common Stock Portfolio is invested
primarily in common stocks; the Growth Stock Portfolio is invested primarily in
equity securities of established companies with above-average growth prospects;
the Small Capitalization Stock Portfolio is invested primarily in equity
securities of publicly-traded companies with small market capitalization; the
Global Equity Portfolio is invested in common stocks and common stock
equivalents (such as convertible debt securities) of foreign and domestic
insurers; and the Natural Resources Portfolio is invested primarily in common
stocks and convertible securities of natural resource companies, and in
securities (typically debt securities or preferred stock) the terms of which are
related to the market value of a natural resource. Further information about the
Series Fund portfolios can be found under The Prudential Series Fund, Inc. on
page 4 and in the attached prospectus for the Series Fund.

You have an additional option which is regulated differently from the other 15
because it is not an investment company registered under the Investment Company
Act of 1940. This is a fixed-rate option that increases the portion of your
Contract Fund allocated to this option at a guaranteed rate of interest.

Thus your Contract Fund value changes every day depending upon the change in the
value of the particular portfolios (or fixed-rate option) that you have selected
for the investment of your Contract Fund.

<PAGE>

Although the selection of any of the subaccounts offers the possibility that
your Contract Fund value will increase if there is favorable investment
performance, you are subject to the risk that investment performance will be
unfavorable and that the value of your Contract Fund will decrease. The risk
will be different, depending upon which investment options you choose. See Which
Investment Option Should Be Selected, page 6. If you select the fixed-rate
option, you are credited with a declared rate or rates of interest but you
assume the risk that the rate may change, although it will never be lower than
an effective annual rate of 4%.

The Prudential deducts certain charges from each premium payment and from the
amounts held in the designated investment options. These charges, which are
largely designed to cover insurance costs and risks as well as sales and
administrative expenses, are fully described under Charges and Expenses, on page
12. In brief, and subject to that fuller description, the following diagram
outlines the maximum charges which may be made:

- --------------------------------------------------------------------------------
Deductions from Premium Payments
o A charge of up to 7.5% is deducted for any taxes attributable to
premiums.
o A charge for sales expenses is deducted (this charge depends
upon the Contract year and the amount paid during that year and
disappears after the twentieth year).
- --------------------------------------------------------------------------------

- --------------------------------------------------------------------------------
Daily Charges
o Management fees and expenses are deducted from the assets of the
Series Fund.
o A daily charge equivalent to an annual rate of up to 0.9% is
deducted from the assets of the variable investment options for
mortality and expense risks.
- --------------------------------------------------------------------------------

- --------------------------------------------------------------------------------
Monthly Charges
o The Contract Fund is reduced by a monthly administrative charge of up to $7.50
per Contract and $0.07 per $1,000 of basic insurance amount in the first
Contract year; for Contract years after the first, the $0.07 per $1,000
portion of the charge drops to $0.01 per $1,000 of basic insurance amount.

o A cost of insurance ("COI") charge is deducted.

o The Contract Fund is reduced by a Death Benefit Guarantee risk charge of up to
$.01 per $1,000 of the basic insurance amount.

o If the Contract includes riders, a deduction from the Contract Fund will be
made for charges applicable to those riders

o If the rating class of an insured results in an extra charge, that charge will
be deducted from the Contract Fund.
- --------------------------------------------------------------------------------

- --------------------------------------------------------------------------------
Additional Charges
o An administrative processing charge of up to $25 is made in connection
with any withdrawals.
o Although no such charge is currently being made, we reserve the right to
charge up to $25 for each decrease in basic insurance amount.
o An administrative processing charge of up to $25 will be made for each
transfer exceeding twelve in any Contract year.
- --------------------------------------------------------------------------------

There are two types of death benefit available. You may choose a Contract with a
fixed insurance amount under which the cash surrender value varies daily with
investment experience, and the basic insurance amount chosen by you at the
outset does not change. However, the Contract Fund may grow to a point where the
insurance amount may increase and vary with investment experience. If you choose
a Contract with a variable insurance amount, the cash surrender value and the
insurance amount both vary with investment experience. For either type of
insurance amount, as long as the Contract is in force, the insurance amount will
never be less than the basic insurance amount shown in your Contract. See Type
of Insurance Amount, page 6.

The Contract is a flexible premium contract -- there are no scheduled premiums.
Except for the minimum initial premium, and subject to a minimum of $25 per
subsequent payment, the timing and amount of

<PAGE>

premium payments is discretionary and the Contract will remain in force provided
that the Contract Fund is sufficient to cover the charges. However, if the
premiums you pay on an accumulated basis are high enough, and Contract debt does
not exceed the Contract Fund, The Prudential guarantees that your Contract will
not lapse even if investment experience is very unfavorable and the Contract
Fund drops below zero. There are two guarantees available, one that last for the
lifetime of the Contract and another that lasts for a stated, reasonably lengthy
period. The guarantee for the life of the Contract requires higher premium
payments. See Premiums, page 8, Death Benefit Guarantee, page 9 and Lapse and
Reinstatement, page 22.

While you decide when to make premium payments and, subject to a $25 minimum, in
what amounts, we do offer and suggest regular billing of premiums. When applying
for the Contract, you should discuss with your Prudential representative if you
would like to be billed, how frequently and for what amount. See Premiums,
page 8.

For a limited time, a Contract may be returned for a refund in accordance with
the terms of its "free look" provision. See Short-Term Cancellation Right or
"Free Look," page 6.

This Summary provides only a brief overview of the more significant aspects of
the Contract. Further detail is provided in the subsequent sections of this
prospectus and in the Contract. The Contract, including the application attached
to it, constitutes the entire agreement between the owner and The Prudential and
should be retained.

For the DEFINITIONS OF SPECIAL TERMS USED IN THIS PROSPECTUS, see page 1.

GENERAL INFORMATION ABOUT THE PRUDENTIAL, THE PRUDENTIAL
VARIABLE APPRECIABLE ACCOUNT, AND THE VARIABLE INVESTMENT
OPTIONS AVAILABLE UNDER THE CONTRACT

The Prudential Insurance Company of America. The Prudential Insurance Company of
America ("The Prudential") is a mutual insurance company, founded in 1875 under
the laws of the State of New Jersey. We are licensed to sell life insurance and
annuities in the District of Columbia, Guam, and in all states. These Contracts
are not offered in any state in which the necessary approvals have not yet been
obtained.

The Prudential's consolidated financial statements begin on page B1 and should
be considered only as bearing upon The Prudential's ability to meet its
obligations under the Contracts.

The Prudential Variable Appreciable Account. The Prudential Variable Appreciable
Account (the "Account") was established on August 11, 1987 under New Jersey law
as a separate investment account. The Account meets the definition of a
"separate account" under the federal securities laws. The Account holds assets
that are segregated from all of The Prudential's other assets.

The obligations to Contract owners and beneficiaries arising under the Contract
are general corporate obligations of The Prudential. The Prudential is also the
legal owner of the assets in the Account. The Prudential will at all times
maintain assets in the Account with a total market value at least equal to the
reserve and other liabilities relating to the variable benefits attributable to
the Account. These assets may not be charged with liabilities which arise from
any other business The Prudential conducts. In addition to these assets, the
Account's assets may include funds contributed by The Prudential to commence
operation of the Account and may include accumulations of the charges The
Prudential makes against the Account. From time to time these additional assets
may be withdrawn by The Prudential.

The Account 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
supervision by the SEC of the management or investment policies or practices of
the Account. For state law purposes, the Account is treated as a part or
division of The Prudential. The Account's financial statements begin on page A1.

Currently, you may invest in one or a combination of fifteen available
subaccounts within the Account, each of which invests in a single corresponding
portfolio of The Prudential Series Fund, Inc. Additional subaccounts may be
added in the future.

The Prudential Series Fund, Inc. The Prudential Series Fund, Inc. (the "Series
Fund") is registered under the 1940 Act as an open-end diversified management
investment company. Its shares are currently sold only

<PAGE>

to separate accounts of The Prudential and certain subsidiary insurers that
offer variable life insurance and variable annuity contracts. The Account will
purchase and redeem shares from the Series Fund at net asset value. Shares will
be redeemed to the extent necessary for The Prudential to provide benefits under
the Contract and to transfer assets from one subaccount to another, as requested
by Contract owners. Any dividend or capital gain distribution received from a
portfolio of the Series Fund will be reinvested immediately at net asset value
in shares of that portfolio and retained as assets of the corresponding
subaccount.

The Prudential is the investment advisor for the assets of each of the
portfolios of the Series Fund. The Prudential's principal business address is
Prudential Plaza, Newark, New Jersey 07102-3777. The Prudential has a Service
Agreement with its wholly-owned subsidiary The Prudential Investment Corporation
("PIC"), which provides that, subject to The Prudential's supervision, PIC will
furnish investment advisory services in connection with the management of the
Series Fund. In addition, The Prudential has entered into a Subadvisory
Agreement with its wholly-owned subsidiary Jennison Associates Capital
Corporation ("Jennison"), under which Jennison furnishes investment advisory
services in connection with the management of the Growth Stock Portfolio.
Further detail is provided in the prospectus and statement of additional
information for the Series Fund. The Prudential, PIC, and Jennison are
registered as investment advisors under the Investment Advisers Act of 1940.

As an investment advisor, The Prudential charges the Series Fund a daily
investment management fee as compensation for its services. The following table
shows the investment management fee charged for each portfolio of the Series
Fund available to you.

- --------------------------------------------------------------------------------
Annual Investment
Portfolio Management Fee as
a Percentage of Average
Daily Net Assets
- --------------------------------------------------------------------------------
Stock Index Portfolio 0.35%
Money Market Portfolio 0.40%
Bond Portfolio 0.40%
Government Securities Portfolio 0.40%
Zero Coupon Bond Portfolios 0.40%
High Dividend Stock Portfolio 0.40%
Small Capitalization Stock Portfolio 0.40%
Common Stock Portfolio 0.45%
Natural Resources Portfolio 0.45%
High Yield Bond Portfolio 0.55%
Conservatively Managed Flexible Portfolio 0.55%
Aggressively Managed Flexible Portfolio 0.60%
Growth Stock Portfolio 0.60%
Global Equity Portfolio 0.75%
- --------------------------------------------------------------------------------

In addition to the investment management fee, each portfolio incurs certain
expenses, such as accounting and custodian fees. The Prudential, on a
non-guaranteed basis, makes daily adjustments that will offset the effect on
Contract owners of some of these expenses to ensure that the portfolio expenses
indirectly borne by a Contract owner investing in the Zero Coupon Bond
Portfolios will not exceed the investment management fee.

It is conceivable that in the future it may become disadvantageous for both
variable life insurance and variable annuity contract separate accounts to
invest in the same underlying mutual fund. Although neither the companies which
invest in the Series Fund, nor the Series Fund currently foresees any such
disadvantage, the Series Fund's Board of Directors intends to monitor events in
order to identify any material conflict between variable life insurance and
variable annuity contract owners and to determine what action, if any, should be
taken in response thereto. Material conflicts could result from such things as:
(1) changes in state insurance law; (2) changes in federal income tax law; (3)
changes in the investment management of any portfolio of the Series Fund; or (4)
differences between voting instructions given by variable life insurance and
variable annuity contract owners.

<PAGE>

A full description of the Series Fund, its investment objectives, management,
policies, and restrictions, its expenses, the risks attendant to investment
therein--including any risks associated with investment in the High Yield Bond
Portfolio, and all other aspects of its operation is contained in the attached
prospectus for the Series Fund and in its statement of additional information,
which should be read in conjunction with this prospectus. There is no assurance
that the investment objectives will be met.

Which Investment Option Should Be Selected? Historically, for investments held
over relatively long periods, the investment performance of common stocks has
generally been superior to that of short or long-term debt securities, even
though common stocks have been subject to much more dramatic changes in value
over short periods of time. Accordingly, the Stock Index, High Dividend Stock,
Common Stock, Growth Stock, Small Capitalization Stock, Global Equity or Natural
Resources Portfolios may be desirable options if you are willing to accept such
volatility in your Contract values. Each of these equity portfolios involves
somewhat different policies and investment risks.

You may prefer the somewhat greater protection against loss of principal (and
reduced chance of high total return) provided by the Government Securities or
Bond Portfolios. There may be times when you desire even greater safety of
principal and may then prefer the Money Market Portfolio or the fixed-rate
option, recognizing that the level of short-term rates may change rather
rapidly. Money invested in a Zero Coupon Bond Portfolio and held to its
liquidation date will realize a predictable return, although the portfolio's
value may fluctuate significantly with changes in interest rates prior to its
liquidation date. If you are willing to take risks and possibly achieve a higher
total return, you may prefer the High Yield Bond Portfolio, recognizing that
with higher yielding, lower quality bonds the risks are greater. You may wish to
divide your invested premium among two or more of the portfolios. You may wish
to obtain diversification by relying on The Prudential's judgment for an
appropriate asset mix by choosing the Conservatively Managed Flexible or
Aggressively Managed Flexible Portfolios.

You should make a choice that takes into account how willing you are to accept
investment risks, the manner in which your other assets are invested, and your
own predictions about what investment results are likely to be in the future.
The Prudential does recommend against frequent transfers among the several
investment options as experience generally indicates that "market timing"
investing, particularly by non-professional investors, is likely to prove
unsuccessful.

DETAILED INFORMATION FOR PROSPECTIVE CONTRACT OWNERS

Requirements for Issuance of a Contract. The minimum basic insurance amount that
can be applied for is $250,000. The Contract may be issued on two insureds each
between the ages of 20 and 85. Before issuing any Contract, The Prudential
requires evidence of insurability on each insured which may include a medical
examination. Non-smokers are offered the most favorable cost of insurance rates.
A higher cost of insurance rate and/or additional charge is charged if an extra
mortality risk is involved. These are the current underwriting requirements. We
reserve the right to change them on a non-discriminatory basis.

Short-Term Cancellation Right or "Free Look". Generally, you may return the
Contract for a refund within 10 days after you receive it, within 45 days after
Part I of the application for insurance is signed or within 10 days after The
Prudential mails or delivers a Notice of Withdrawal Right, whichever is latest.
Some states allow a longer period of time during which a Contract may be
returned for a refund. A refund can be requested by mailing or delivering the
Contract to the representative who sold it or to The Prudential Home Office
specified in the Contract. A Contract returned according to this provision shall
be deemed void from the beginning. You will then receive a refund of all premium
payments made, plus or minus any change due to investment experience in the
value of the invested portion of the premiums, calculated as if no charges had
been made against the Account or the Series Fund. However, if applicable law so
requires, if you exercise your short-term cancellation right, you will receive a
refund of all premium payments made, with no adjustment for investment
experience.

Type of Insurance Amount. You may select either of two types of insurance
amount. Generally, a Contract with a fixed insurance amount has an insurance
amount equal to the basic insurance amount. The death benefit of this type does
not vary with the investment performance of the investment options selected by
you, except in certain circumstances. See How a Fixed Insurance Amount
Contract's Death Benefit Will Vary, page 14. Favorable investment results of the
variable investment options to which the assets related to the Contract are
allocated and payment of additional premiums will generally result in increases
in the cash surrender value. See How a Contract's Cash Surrender Value Will
Vary, page 14.

<PAGE>

A Contract with a variable insurance amount has an insurance amount which will
generally equal the basic insurance amount plus the Contract Fund. Since the
Contract Fund is a component of the insurance amount, favorable investment
performance and payment of additional premiums generally result in an increase
in the death benefit as well as in the cash surrender value. Over time, however,
the increase in the cash surrender value will be less than under a Contract with
a fixed insurance amount. This is because, given two Contract with the same
basic insurance amount and equal Contract Funds, generally the cost of insurance
charge for a Contract with a variable insurance amount will be greater. See How
a Contract's Cash Surrender Value Will Vary, page 14 and How a Variable
Insurance Amount Contract's Death Benefit Will Vary, page 15. Unfavorable
investment performance will result in decreases in the insurance amount and in
the cash surrender value. But, as long as the Contract is not in default and
there is no Contract debt, the death benefit may not fall below the basic
insurance amount stated in the Contract.

In choosing an insurance amount type, you should also consider whether you
intend to use the withdrawal feature. Purchasers of Contracts with a fixed
insurance amount should note that any withdrawal may result in a reduction of
the basic insurance amount. In addition, we will not allow you to make a
withdrawal that will decrease the insurance amount below the minimum basic
insurance amount. See Withdrawals, page 16.

Here are two examples of how the death benefit and cash surrender values may
vary for Contracts with fixed and variable insurance amounts. The graphs are
based on the same assumptions as the illustrations shown on pages T-1 through
T-4. Specifically, a Contract with a basic insurance amount of $1,000,000 has
been issued on the lives of a 55 year old male and a 50 year old female, both
non-smokers, with no extra risks or substandard ratings, and no extra benefit
riders added to the Contract. The first chart assumes that the target premium
amount (see Premiums, page 8) is paid on each Contract anniversary, no loans are
taken, current charges will continue for the indefinite future, and there is a
uniform gross annual rate of return of 8%. The second chart makes the same
assumptions, except that it assumes that the maximum charges permitted by the
Contract are made.

[Pursuant to Rule 304(a) of Regulation S-T, the following tabular information
will be represented by two graphs in the paper version of the prospectus.]

CURRENT CONTRACTUAL CHARGES
8% GROSS INVESTMENT RETURN

Death Death Cash Cash
Benefit Benefit Surr. Value Surr. Value
Fixed Variable Fixed Variable
Year Ins. Amt Ins. Amt Ins. Amt Ins. Amt
---- ---------- ---------- ---------- ----------
1 1,000,000 1,007,469 7,469 7,469
2 1,000,000 1,019,166 19,167 19,166
3 1,000,000 1,031,590 31,593 31,590
4 1,000,000 1,044,779 44,788 44,779
5 1,000,000 1,058,773 58,792 58,773
6 1,000,000 1,073,609 73,646 73,609
7 1,000,000 1,089,326 89,394 89,326
8 1,000,000 1,105,963 106,079 105,963
9 1,000,000 1,123,556 123,746 123,556
10 1,000,000 1,142,141 142,442 142,141
11 1,000,000 1,161,754 162,213 161,754
12 1,000,000 1,182,424 183,111 182,424
13 1,000,000 1,204,180 205,183 204,180
14 1,000,000 1,227,043 228,484 227,043
15 1,000,000 1,251,032 253,068 251,032
16 1,000,000 1,276,154 278,991 276,154
17 1,000,000 1,302,411 306,316 302,411
18 1,000,000 1,329,794 335,110 329,794
19 1,000,000 1,358,282 365,447 358,282
20 1,000,000 1,387,831 397,402 387,831
21 1,000,000 1,419,336 432,032 419,336
22 1,000,000 1,451,791 468,529 451,791
23 1,000,000 1,485,058 507,007 485,058
24 1,000,000 1,518,957 547,604 518,957
25 1,027,336 1,553,255 590,423 553,255
26 1,079,709 1,587,664 635,123 587,664
27 1,124,785 1,621,836 681,688 621,836
28 1,175,311 1,655,359 730,007 655,359
29 1,247,255 1,687,733 779,535 687,733
30 1,263,817 1,718,381 831,458 718,381
31 1,326,939 1,746,656 884,626 746,656
32 1,362,740 1,771,857 939,821 771,857
33 1,415,076 1,793,220 996,533 793,220
34 1,476,069 1,809,948 1,054,335 809,948
35 1,515,455 1,821,217 1,114,305 821,217
36 1,564,375 1,826,193 1,176,222 826,193
37 1,623,887 1,824,002 1,239,609 824,002
38 1,694,755 1,813,758 1,303,658 813,758
39 1,728,230 1,794,535 1,371,611 794,535
40 1,788,052 1,765,394 1,441,977 765,394
41 1,848,559 1,725,355 1,515,212 725,355
42 1,910,273 1,673,414 1,591,894 673,414
43 1,988,210 1,608,517 1,670,765 608,517
44 2,052,518 1,529,572 1,754,289 529,572
45 2,119,949 1,435,416 1,843,434 435,416
46 2,162,843 1,217,778 1,914,020 217,778
47 2,223,681 1,090,334 2,021,528 90,334
48 2,292,462 0 2,142,488 0
49 2,408,538 0 2,272,206 0
50 2,512,911 0 2,416,261 0

7
<PAGE>

MAXIMUM CONTRACTUAL CHARGES
8% GROSS INVESTMENT RETURN

Death Death Cash Cash
Benefit Benefit Surr. Value Surr. Value
Fixed Variable Fixed Variable
Year Ins. Amt Ins. Amt Ins. Amt Ins. Amt
---- ---------- ---------- ---------- -----------
1 1,000,000 1,006,930 6,930 6,930
2 1,000,000 1,017,869 17,871 17,869
3 1,000,000 1,029,413 29,422 29,413
4 1,000,000 1,041,575 41,600 41,575
5 1,000,000 1,054,367 54,421 54,367
6 1,000,000 1,067,792 67,897 67,792
7 1,000,000 1,081,854 82,043 81,854
8 1,000,000 1,096,547 96,866 96,547
9 1,000,000 1,111,861 112,374 111,861
10 1,000,000 1,127,771 128,566 127,771
11 1,000,000 1,144,238 145,433 144,238
12 1,000,000 1,161,200 162,957 161,200
13 1,000,000 1,178,572 181,103 178,572
14 1,000,000 1,196,230 199,820 196,230
15 1,000,000 1,214,026 219,047 214,026
16 1,000,000 1,231,782 238,716 231,782
17 1,000,000 1,249,291 258,754 249,291
18 1,000,000 1,266,311 279,078 266,311
19 1,000,000 1,282,562 299,602 282,562
20 1,000,000 1,297,705 320,218 297,705
21 1,000,000 1,312,293 341,780 312,293
22 1,000,000 1,324,908 363,221 324,908
23 1,000,000 1,334,920 384,345 334,920
24 1,000,000 1,341,589 404,925 341,589
25 1,000,000 1,344,071 424,710 344,071
26 1,000,000 1,341,427 443,429 341,427
27 1,000,000 1,332,660 460,810 332,660
28 1,000,000 1,316,695 476,555 316,695
29 1,000,000 1,292,369 490,327 292,369
30 1,000,000 1,258,393 501,710 258,393
31 1,000,000 1,213,300 510,154 213,300
32 1,000,000 1,155,412 514,923 155,412
33 1,000,000 1,082,840 515,029 82,840
34 1,000,000 0 509,186 0
35 1,000,000 0 495,688 0
36 1,000,000 0 472,215 0
37 1,000,000 0 435,526 0
38 1,000,000 0 380,963 0
39 1,000,000 0 301,651 0
40 1,000,000 0 187,118 0
41 1,000,000 0 21,086 0
42 0 0 0 0
43 0 0 0 0
44 0 0 0 0
45 0 0 0 0
46 0 0 0 0
47 0 0 0 0
48 0 0 0 0
49 0 0 0 0
50 0 0 0 0

The way in which the cash surrender values and death benefits will change
depends significantly upon the investment results that are actually achieved.

Changing the Type of Insurance Amount. Subject to The Prudential's approval, you
may change the type of insurance amount. We will increase or decrease the basic
insurance amount so that the death benefit immediately after the change matches
the death benefit immediately before the change. There may be times when a
change from one type of insurance amount to the other may be desirable. You
should consult your Prudential representative from time to time about the
choices available to you under the Contract.

If you are changing your Contract's type of insurance amount from fixed to
variable, we will reduce the basic insurance amount by the amount in your
Contract Fund on the date the change takes place. The basic amount after the
change may not be lower than the minimum basic insurance amount applicable to
the Contract. If you are changing from a variable to a fixed insurance amount,
we will increase the basic insurance amount by the amount in your Contract Fund
on the date the change takes place. This is illustrated in the following chart.

- --------------------------------------------------------------------------------
Changing the Insurance Changing the
Amount from Insurance Amount from
Fixed to Variable Variable to Fixed
- --------------------------------------------------------------------------------
Basic Insurance Amount $300,000 to $250,000 $300,000 to $350,000

Contract Fund $50,000 = $50,000 $50,000 = $50,000

Death Benefit* $300,000 = $300,000 $350,000 = $350,000
- --------------------------------------------------------------------------------
* assuming there is no Contract debt
- --------------------------------------------------------------------------------

To request a change, fill out an application for change which can be obtained
from your Prudential representative or any of our offices. If the change is
approved, we will recompute the Contract's charges and appropriate tables and
send you new Contract data pages. We may ask that you send us your Contract
before making the change.

Premiums. The Contract is a flexible premium contract. The minimum initial
premium is due on or before the Contract date. Thereafter, you decide when you
would like to make premium payments and, subject

<PAGE>

to a $25 minimum, in what amounts. We reserve the right to refuse to accept any
payment that increases the insurance amount by more than it increases the
Contract Fund. See How a Fixed Insurance Amount Contract's Death Benefit Will
Vary, page 14 and How a Variable Insurance Amount Contract's Death Benefit Will
Vary, page 15. There are circumstances under which the payment of premiums in
amounts that are too large may cause the Contract to be characterized, under the
Internal Revenue Code, as a Modified Endowment Contract, which could be
significantly disadvantageous. See Tax Treatment of Contract Benefits, page 20.

Once the minimum initial premium payment is made, there are no required
premiums. However, there are several types of "premium" which may help you
understand how the Contract works.

Minimum initial premium -- the premium needed to start the Contract. There is no
insurance under this Contract unless the minimum initial premium is paid.

Guideline premiums -- these are the premiums that, if paid at the beginning of
each Contract year, will keep the Contract in force regardless of investment
performance, assuming no loans or withdrawals. These guideline premiums will be
higher for a Contract with a variable insurance amount than for a Contract with
a fixed insurance amount. For a Contract with no riders or extra risk charges,
these premiums will be level. If certain riders are included, the guideline
premium may increase each year. Payment of guideline premiums at the beginning
of each Contract year is one way to achieve the Lifetime Death Benefit Guarantee
Values shown on the Contract data pages. See Death Benefit Guarantee, below.
When you purchase a Contract, your Prudential representative can tell you the
amount[s] of the guideline premium.

Target premiums -- these are the premiums that, if paid at the beginning of each
Contract year, will keep the Contract in force during the Limited Death Benefit
Guarantee period assuming no loans or withdrawals. As is the case with the
guideline premium, for a Contract with no riders or extra risk charges, these
premiums will be level. If certain riders are included, the target premium may
increase each year. Payment of target premiums at the beginning of each Contract
year is one way to achieve the Limited Death Benefit Guarantee Values shown on
the Contract data pages. At the end of the Limited Death Benefit Guarantee
period, continuation of the Contract will be depend on the Contract Fund having
sufficient money to cover all charges or meeting the conditions of the Lifetime
Death Benefit Guarantee. See Death Benefit Guarantee, below. When you purchase a
Contract, your Prudential representative can tell you the amount[s] of the
target premium.

Target Level Premium -- For any Contract this is generally the target premium
minus any premiums for single life riders or any premiums associated with
aviation, avocation, occupational or temporary extras. We use the target level
premium in calculating the sales load (as shown under Adjustments to Premium
Payments on your Contract's data pages). See Charges and Expenses, page 12 and
Sale of the Contract and Sales Commissions, page 19.

We can bill you for any amount you select annually, semi-annually, quarterly or
monthly. Because the Contract is a flexible premium contract, there are no
scheduled premium due dates. When you receive a premium notice, you are not
required to pay this amount. The Contract will remain in force if either the
Contract Fund is sufficient to pay all charges or if you have paid sufficient
premiums on an accumulated basis to meet the conditions of the Death Benefit
Guarantee and Contract debt is not equal to or greater than the Contract Fund.
You may also pay premiums automatically through pre-authorized transfers from a
bank checking account. If you elect to use this feature, you choose the
frequency (monthly, quarterly, semi-annually or annually) and the amount of
premiums paid.

When you apply for the Contract, you should discuss with your Prudential
representative how frequently you would like to be billed (if at all) and for
what amount.

Death Benefit Guarantee. Although you decide what premium amounts you wish to
pay, payment of sufficient premium, on an accumulated basis, will guarantee that
your policy will not lapse and a death benefit will be paid upon the second
death of two insureds. This will be true even if, because of unfavorable
investment experience, your Contract Fund value drops to zero. However, the
guarantee is contingent upon Contract debt never being equal to or greater than
the Contract Fund. See Contract Loans, page 19. You should consider the
importance of the Death Benefit Guarantee to you when deciding on what amounts
of premiums to pay into the Contract.

<PAGE>

For purposes of determining this guarantee, we calculate, and show in the
Contract data pages, two sets of amounts -- the Lifetime Death Benefit Guarantee
Values and Limited Death Benefit Guarantee Values. These are not cash values
that you can realize by surrendering the Contract, nor are they death benefits
payable. They are values used solely to determine if a Death Benefit Guarantee
is in effect. The Lifetime Death Benefit Guarantee Values are shown for the
lifetime of the Contract. The Limited Death Benefit Guarantee Values are lower,
but only apply for the length of the Limited Death Benefit Guarantee period. The
length of the Limited Death Benefit Guarantee period is shown on the Contract
data pages.

At the Contract date, and on each Monthly date, we calculate your Contract's
"Accumulated Net Payments" as of that date. Accumulated Net Payments equal the
premiums you paid, accumulated at an effective annual rate of 4%, less
withdrawals also accumulated at 4%.

At each Monthly date within the Limited Death Benefit Guarantee period, we will
compare your Accumulated Net Payments to the Limited Death Benefit Guarantee
Value as of that date. After the Limited Death Benefit Guarantee period, we will
compare your Accumulated Net Payments to the Lifetime Death Benefit Guarantee
Value as of that date. If your Accumulated Net Payments equal or exceed the
applicable (Lifetime or Limited) Death Benefit Guarantee Value and Contract debt
does not exceed the Contract Fund, then the Contract is kept in force,
regardless of the amount in the Contract Fund.

The Contract data pages show Lifetime Death Benefit Guarantee Values and Limited
Death Benefit Guarantee Values as of Contract anniversaries. Values for
non-anniversary Monthly dates will reflect the number of months elapsed between
Contract anniversaries.

Guideline and target premiums are premium levels that, if paid at the start of
each Contract year, correspond to the Lifetime and Limited Death Benefit
Guarantee Values, respectively (assuming no withdrawals or loans). See Premiums,
page 8. They are one way of reaching the Death Benefit Guarantee Values; they
are certainly not the only way.

Here is a table of typical guideline and target premiums (to the nearest dollar)
along with corresponding Limited Death Benefit Guarantee periods. The examples
assume the insureds are a male and a female, both of the same age, both
non-smokers, with no extra risk or substandard ratings, and no extra benefit
riders added to the Contract.

- ---------------------------------------------------------------------------------------------------------------------------------
Basic Insurance Amount -- $250,000
Illustrative Annual Premiums
- ---------------------------------------------------------------------------------------------------------------------------------
Type of Guideline Premium Target Premium
Age of both Insurance corresponding to the corresponding to the
the insureds Amount Lifetime Death Benefit Limited Death Benefit Guarantee Values
at issue Chosen Guarantee Values and number of years of guarantee
- ---------------------------------------------------------------------------------------------------------------------------------
<C> <C> <C> <C>
45 Fixed $ 3,713 $2,218 for 39 years
45 Variable $13,906 $2,218 for 37 years
55 Fixed $ 5,581 $3,601 for 29 years
55 Variable $20,349 $3,601 for 27 years
65 Fixed $ 9,618 $7,212 for 22 years
65 Variable $30,787 $7,212 for 20 years
- ---------------------------------------------------------------------------------------------------------------------------------

</TABLE>

The Death Benefit Guarantee allows considerable flexibility as to the timing of
premium payments. Your Prudential representative can supply sample illustrations
of various premium amount and frequency combinations that correspond to the
Death Benefit Guarantee Values.

You should consider carefully the value of maintaining the guarantee. It may be
preferable for you to pay generally higher premiums in all years, rather than
trying to make such payments on an as needed basis if the death benefit
guarantee is desired for lifetime protection. For example, if you pay only
enough premium to meet the Limited Death Benefit Guarantee Values, a substantial
amount may be required to meet the Lifetime Death Benefit Guarantee Values in
order to continue the guarantee at the end of the Limited Death Benefit
Guarantee period. In addition, it is possible that the payment required to
continue the guarantee after

<PAGE>

the Limited Death Benefit Guarantee period could exceed the premium payments
allowed to be paid without causing the Contract to become a Modified Endowment
Contract. See Tax Treatment of Contract Benefits, page 20.

Contract Date. When the first premium payment is paid with the application for a
Contract, the Contract date will ordinarily be the later of the date of the
application or the date of the medical examination. If the first premium is not
paid with the application, the Contract date will ordinarily be 2 or 3 days
after the application is approved by The Prudential so that it will coincide
with the date on which the first premium is paid and the Contract is delivered.
Under certain circumstances, we may allow the Contract to be back dated for the
purpose of lowering one or both insureds' issue age[s], but only to a date not
earlier than six months prior to the date of the application. This may be
advantageous for some Contract owners as a lower issue age may result in lower
current charges. For a Contract that is backdated, the minimum initial premium
will be treated as if it were received on the back-dated Contract date and the
current death benefit and cash surrender value under the Contract will be equal
to what they would have been had the Contract been issued on the Contract date
and had all Contract charges been made.

Allocation of Premiums. On the Contract date, the charge for sales expenses and
the charge for taxes attributable to premiums are deducted from the initial
premium. The remainder of the initial premium will be allocated on the Contract
date among the subaccounts and/or the fixed-rate option according to your
desired allocation as specified in the application form and the first monthly
deductions are made. See Charges and Expenses, page 12.

The invested portion of all subsequent premiums is placed in the selected
investment option[s] when we receive them. Thus, to the extent that the receipt
of the first premium precedes the Contract date, there will be a period during
which the Contract owner's initial premium will not be invested. The charge for
sales expenses and the charge for taxes attributable to premiums also apply to
all subsequent premium payments (there is no charge for sales expenses after the
twentieth Contract year); the remainder will be placed when received by The
Prudential in the subaccount[s], or the fixed-rate option, in accordance with
the allocation you previously designated. Provided the Contract is not in
default, you may change the way in which subsequent premiums are allocated by
giving written notice to a Prudential Home Office or by telephoning that Home
Office, unless you ask that transfers by telephone not be made. There is no
charge for reallocating future premiums. All percentage allocations must be in
whole numbers. For example, 33% can be selected but 33 1/3% cannot. Of course,
the total allocation to all selected investment options must equal 100%.

Transfers. You may, up to twelve times in each Contract year, transfer amounts
from one subaccount to another subaccount or to the fixed-rate option without
charge. There is an administrative charge of up to $25 for each transfer made
exceeding twelve in any Contract year. All or a portion of the amount credited
to a subaccount may be transferred.

Transfers among subaccounts will take effect as of the end of the valuation
period in which a proper transfer request is received at a Prudential Home
Office. The request may be in terms of dollars, such as a request to transfer
$10,000 from one subaccount to another, or may be in terms of a percentage
reallocation among subaccounts. In the latter case, as with premium
reallocations, the percentages must be in whole numbers. You may transfer
amounts by proper written notice to a Prudential Home Office, or by telephone,
provided you are enrolled to use the Telephone Transfer System. The Prudential
cannot guarantee that you will be able to get through to complete a telephone
transfer during peak periods such as periods of drastic economic or market
change.

On the liquidation date of a Zero Coupon Bond Subaccount, all the shares held by
it in the corresponding portfolio of the Series Fund will be redeemed and the
proceeds of the redemption applicable to each Contract will be transferred to
the Money Market Subaccount unless the Contract owner directs that it be
transferred to another investment option[s]. Affected Contract owners will be
notified in writing and given the opportunity to transfer their proceeds to
another subaccount or the fixed-rate option prior to the liquidation date.

Transfers from the fixed rate option are currently not restricted. However, on
May 1, 1996 the following restrictions will take effect. Transfers from the
fixed rate option will be permitted once each Contract year and only during the
30-day period beginning on the Contract anniversary. The maximum amount which
may be transferred out of the fixed-rate option each year is the greater of: (a)
25% of the amount in the fixed-rate option; and (b) $2,000. These limits are
subject to change in the future.

<PAGE>

Dollar Cost Averaging. As an administrative practice, we are currently offering
a feature called Dollar Cost Averaging ("DCA"). Under this feature, either fixed
dollar amounts or a percentage of the amount designated for use under the DCA
option will be transferred periodically from the Money Market Subaccount into
other investment options available under the Contract, excluding the fixed-rate
option. You may choose to have periodic transfers made monthly, quarterly,
semi-annually or annually.

Each automatic transfer will take effect as of the end of the valuation period
on the date coinciding with the periodic timing you designated provided the New
York Stock Exchange is open on that date. If the New York Stock Exchange is not
open on that date, or if the date does not occur in that particular month, the
transfer will take effect as of the end of the valuation period which
immediately follows that date. Automatic transfers will continue until: (1) $50
or less remains of the amount designated for Dollar Cost Averaging, at which
time the remaining amount will be transferred; or (2) you give us notification
of a change in DCA allocation or cancellation of the feature. Currently, there
is no charge for using the Dollar Cost Averaging feature. We reserve the right
to change the requirements or discontinue the feature.

Charges and Expenses. The total amount invested at any time under the Contract
(the "Contract Fund") consists of the sum of the amount credited to the
subaccounts, the amount allocated to the fixed-rate option, and the principal
amount of any Contract loan plus the amount of interest credited to the Contract
upon that loan. See Contract Loans, page 19. Most charges, although not all, are
made by reducing the Contract Fund.

This section provides a detailed description of each charge that is described
briefly in the chart on page 3, and an explanation of the purpose of the charge.

In several instances we will use the terms "maximum charge" and "current
charge." The "maximum charge," in each instance, is the highest charge that The
Prudential is entitled to make under the Contract. The "current charge" is the
lower amount that The Prudential is now charging. However, if circumstances
change, The Prudential reserves the right to increase each current charge, up to
but to no more than the maximum charge, without giving any advance notice.

Deductions from Premium Payments

(a) A charge of up to 7.5% is deducted from each premium for taxes attributable
to premiums. For these purposes, "taxes attributable to premiums" shall
include any federal, state or local income, premium, excise, business or
any other type of tax (or component thereof) measured by or based upon the
amount of premium received by The Prudential. That charge is currently made
up of two parts. The first part is in an amount based on an average of
state and local premium taxes. The current charge for this first part is
2.5% of the premium. The second part is for federal income taxes measured
by premiums and it is currently equal to 1.25% of the premium. The
Prudential believes that this charge is a reasonable estimate of an
increase in its federal income taxes resulting from a 1990 change in the
Internal Revenue Code. It is intended to recover this increased tax.

(b) A charge for sales expenses will be deducted from premium payments made
during the first twenty Contract years. This charge, often called a sales
load, is deducted to compensate us for things like the costs The Prudential
incurs in selling the Contracts, including commissions, advertising and the
printing and distribution of prospectuses and sales literature. The charge
is expressed as a percentage of premium. The charge is equal to 30% of
premiums paid in the first Contract year up to the amount of the target
level premium (see Premiums, page 8) and 4% of premiums paid in excess of
the target level premium. For Contract years 2 through 20, the charge is
equal to 7.5% of the premiums paid in each Contract year up to the target
level premium and 4% of the premiums paid above the target level premium.
Generally, if the average age of the insureds is 59 years or more, these
charges may be reduced to comply with the requirements of certain
provisions of the Investment Company Act of 1940 and rules adopted by the
Securities and Exchange Commission.

Deductions from Portfolios

The Account purchases shares of the Series Fund at net asset value. The net
asset value of those shares reflects portfolio management fees and expenses
already deducted from the assets of the Series Fund. The fees and expenses for
the Series Fund are briefly described under The Prudential Series Fund, Inc. on
page 4 in connection with the general description of the Series Fund. More
detailed information is contained in the attached Series Fund prospectus.

<PAGE>

Daily Deduction from the Contract Fund

Each day a charge is deducted from the assets of each of the subaccounts (the
"variable investment options") in an amount equivalent to an effective annual
rate of 0.9%. This charge is intended to compensate Prudential for assuming
mortality and expense risks under the Contract. The mortality risk assumed is
that the insureds may live for shorter periods of time than The Prudential
estimated when it determined what mortality charge to make. The expense risk
assumed is that expenses incurred in issuing and administering the Contract will
be greater than The Prudential estimated in fixing its administrative charges.
The Prudential will realize a profit from this risk charge to the extent it is
not needed to provide benefits and pay expenses under the Contracts. This charge
is not assessed against amounts allocated to the fixed-rate option.

Monthly Deductions from Contract Fund

The following monthly charges are deducted proportionately from the dollar
amounts held in each of the chosen investment option[s].

a) An administrative charge based on the basic insurance amount is deducted.
The charge is intended to compensate us for things like processing claims,
keeping records and communicating with Contract owners. In the first year,
this charge consists of $5 per Contract plus $0.07 per $1,000 of basic
insurance amount. In all subsequent years, this charge will be $5 per
Contract. The Prudential reserves the right, however, to increase these
charges to $7.50 per Contract plus $0.07 per $1,000 of basic insurance
amount in the first Contract year and $7.50 per Contract plus $0.01 per
$1,000 of basic insurance amount in later years.

For example, a Contract with a basic insurance amount of $250,000 would
currently have a charge equal to $5 plus $17.50 for a total of $22.50 per
month for the first Contract year and $5 per month in all later years. The
maximum charge for this same Contract would be $7.50 plus $17.50 for a
total of $25 per month during the first Contract year. In later years, the
maximum charge would be $7.50 plus $2.50 for a total of $10 per month.

b) A cost of insurance ("COI") charge is deducted. Upon the second death of
two insureds, the amount payable to the beneficiary (assuming there is no
Contract debt) is larger than the Contract Fund--significantly larger if
both insureds died in the early years of the Contract. The cost of
insurance charges collected from all Contract owners enables The Prudential
to pay this larger death benefit. The maximum COI charge is determined by
multiplying the "net amount at risk" under a Contract (the amount by which
the Contract's insurance amount exceeds the Contract Fund) by maximum COI
rates. The maximum COI rates are based upon both insureds' current attained
age, sex, smoking status, and extra rating class, if any.

For current COI charges, we use rates that are generally lower than the
maximum if both insureds are 36 years of age or older.

c) A charge of $0.01 per $1,000 of basic insurance amount is made to
compensate The Prudential for the risk we assume by providing the Death
Benefit Guarantee feature. See Death Benefit Guarantee, page 9.

d) You may add one or more of several riders to the Contract. Some riders are
charged for separately. If you add such a rider to the basic Contract,
additional charges will be deducted.

e) If an insured is in a substandard risk classification (for example, a
person in a hazardous occupation), additional charges will be deducted.

Transaction Charges

(a) An administrative processing charge of $10 is made in connection with each
withdrawal. We reserve the right to increase this charge up to $25 for each
withdrawal.

(b) No administrative processing charge is currently being made in connection
with a decrease in basic insurance amount. We reserve the right to make
such a charge in an amount of up to $25 for each decrease.

<PAGE>

How a Contract's Cash Surrender Value Will Vary. You may surrender the Contract
for its net cash value. The Contract's cash surrender value on any date will be
the Contract Fund, defined under Charges and Expenses on page 12, reduced by any
Contract debt. See Contract Loans, page 19. The Contract Fund value changes
daily, reflecting increases or decreases in the value of the Series Fund
portfolios in which the assets of the subaccount[s] have been invested, interest
credited on any amounts allocated to the fixed-rate option, interest credited on
any loan, and by the daily asset charge for mortality and expense risks assessed
against the variable investment options. The Contract Fund value also changes to
reflect the receipt of premium payments and the monthly deductions described
under Charges and Expenses. Upon request, The Prudential will tell you the cash
surrender value of your Contract. It is possible for the cash surrender value of
a Contract to decline to zero because of unfavorable investment performance.

The tables on pages T1 through T4 of this prospectus illustrate approximately
what the cash surrender values would be for representative Contracts paying
target premium amounts (see Premiums, page 8), assuming hypothetical uniform
investment results in the Series Fund portfolios. Two of the tables assume
current charges will be made throughout the lifetime of the Contract and two
tables assume maximum charges will be made. See Illustrations of Cash Surrender
Values, Death Benefits, and Accumulated Premiums, page 17.

How a Fixed Insurance Amount Contract's Death Benefit Will Vary. As noted above,
there are two types of the Contract, a fixed insurance amount and a variable
insurance amount. The death benefit under a Contract with a variable insurance
amount varies with investment performance while the death benefit under a
Contract with a fixed insurance amount does not, unless it must be increased to
comply with the Internal Revenue Code's definition of life insurance.

Under a Contract with a fixed insurance amount, the death benefit is equal to
the basic insurance amount, reduced by any Contract debt. See Contract Loans,
page 19. If the Contract is kept in force for several years, depending on how
much premium you pay, and/or if investment performance is reasonably favorable,
the Contract Fund may grow to the point where The Prudential will increase the
insurance amount in order to ensure that the Contract will satisfy the Internal
Revenue Code's definition of life insurance. Thus, assuming no Contract debt,
the death benefit under a Contract with a fixed insurance amount will always be
the greater of: (1) the basic insurance amount; and (2) the Contract Fund before
the deduction of any monthly charges due on that date, multiplied by the
attained age factor that applies. A listing of attained age factors can be found
on the data pages of your Contract. The latter provision ensures that the
Contract will always have an insurance amount large enough to be treated as life
insurance for tax purposes under current law.

The following table illustrates at different ages how the attained age factor
affects the death benefit for different Contract Fund amounts. The table assumes
a $1,000,000 fixed insurance amount Contract was issued when the younger insured
was age 35 and there is no Contract debt.

<PAGE>

Fixed Insurance Amount
- ------------------------------------------------------------------------------------------------------------------------------
IF THEN
- -----------------------------------------------------------------------------------------------------------------------------
and the the Contract Fund
the younger Contract Fund the attained multiplied by the and the Death
insured is age is age factor is attained age factor is Benefit is
- ------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>

40 $100,000 5.7 570,000 $1,000,000
40 $200,000 5.7 1,140,000 $1,140,000*
40 $300,000 5.7 1,710,000 $1,710,000*
- ------------------------------------------------------------------------------------------------------------------------------
60 $300,000 2.8 840,000 $1,000,000
60 $400,000 2.8 1,120,000 $1,120,000*
60 $600,000 2.8 1,680,000 $1,680,000*
- ------------------------------------------------------------------------------------------------------------------------------
80 $600,000 1.5 900,000 $1,000,000
80 $700,000 1.5 1,050,000 $1,050,000*
80 $800,000 1.5 1,200,000 $1,200,000*
- ------------------------------------------------------------------------------------------------------------------------------

* Note that the death benefit has been increased to comply with the Internal Revenue Code's definition of life insurance. At this
point, any additional premium payment will increase the insurance amount by more than it increases the Contract Fund.

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

</TABLE>

This means, for example, that if the younger insured has reached the age of 60,
and the Contract Fund is $400,000, the death benefit will be $1,120,000, even
though the original basic insurance amount was $1,000,000. In this situation,
for every $1 increase in the Contract Fund, the insurance amount (and therefore
the death benefit) will be increased by $2.80. We reserve the right to refuse to
accept any premium payment that increases the insurance amount by more than it
increases the Contract Fund. If we exercise this right, it may in certain
situations result in the loss of the death benefit guarantee.

How a Variable Insurance Amount Contract's Death Benefit Will Vary. Under a
Contract with a variable insurance amount, while the Contract is in force, the
death benefit will never be less than the basic insurance amount reduced by any
Contract debt, but will also vary, immediately after it is issued, with the
investment results of the selected investment options. The insurance amount may
be further increased to ensure that the Contract will satisfy the Internal
Revenue Code's definition of life insurance. Thus, assuming no Contract debt,
the death benefit will always be the greater of: (1) the basic insurance amount
plus the Contract Fund; and (2) the Contract Fund before the deduction of any
monthly charges due on that date, multiplied by the attained age factor that
applies. A listing of attained age factors can be found on the data pages of
your Contract. The latter provision ensures that the Contract will always have
an insurance amount large enough to be treated as life insurance for tax
purposes under current law.

The following table illustrates various attained age factors and Contract Funds
and the corresponding death benefits. The table assumes a $1,000,000 variable
insurance amount Contract was issued when the younger insured was age 35 and
there is no Contract debt.

<PAGE>

Variable Insurance Amount
- ------------------------------------------------------------------------------------------------------------------------------
IF THEN
- -----------------------------------------------------------------------------------------------------------------------------
and the the Contract Fund
the younger Contract Fund the attained multiplied by the and the Death
insured is age is age factor is attained age factor is Benefit is
- ------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>

40 $100,000 5.7 570,000 $1,100,000
40 $200,000 5.7 1,140,000 $1,200,000
40 $300,000 5.7 1,710,000 $1,710,000*
- ------------------------------------------------------------------------------------------------------------------------------
60 $300,000 2.8 840,000 $1,300,000
60 $400,000 2.8 1,120,000 $1,400,000
60 $600,000 2.8 1,680,000 $1,680,000*
- ------------------------------------------------------------------------------------------------------------------------------
80 $600,000 1.5 900,000 $1,600,000
80 $700,000 1.5 1,050,000 $1,700,000
80 $800,000 1.5 1,200,000 $1,800,000
- ------------------------------------------------------------------------------------------------------------------------------
* Note that the death benefit has been increased to comply with the Internal Revenue Code's definition of life insurance. At this
point, any additional premium payment will increase the insurance amount by more than it increases the Contract Fund.

- ------------------------------------------------------------------------------------------------------------------------------
</TABLE>

This means, for example, that if the younger insured has reached the age of 60,
and the Contract Fund is $600,000, the death benefit will be $1,680,000, even
though the original basic insurance amount was $1,000,000. In this situation,
for every $1 increase in the Contract Fund, the insurance amount (and therefore
the death benefit) will be increased by $2.80. We reserve the right to refuse to
accept any premium payment that increases the insurance amount by more than it
increases the Contract Fund. If we exercise this right, it may in certain
situations result in the loss of the death benefit guarantee.

Participation in Divisible Surplus. The Contract is eligible to be credited with
part of The Prudential's divisible surplus attributable to the Contracts
("dividends"), as determined annually by The Prudential's Board of Directors.
However, we do not expect to pay any dividends to Contract owners of the
Contracts while they remain in force because favorable investment performance
will be reflected in Contract values and because we intend, if experience
indicates that current charges are greater than needed to cover expenses, to
reduce those charges further so that there will be no source of distributable
surplus attributable to these Contracts.

Surrender of a Contract. A Contract may be surrendered for its cash surrender
value while one or both of the insureds is living. To surrender a Contract, you
must deliver or mail it, together with a written request, to a Prudential Home
Office. The cash surrender value of a surrendered Contract will be determined as
of the end of the valuation period in which such a request is received in the
Home Office. Surrender of a Contract may have tax consequences. See Tax
Treatment of Contract Benefits, page 20.

Withdrawals. Under certain circumstances, you may withdraw a portion of the
Contract's cash surrender value without surrendering the Contract. The amount
that you may withdraw is limited by the requirement that the cash surrender
value after the withdrawal may not be zero or less than zero after deducting the
next monthly charges. The amount withdrawn must be at least $500. There is an
administrative processing fee for each withdrawal equal to $10. The Prudential,
however, reserves the right to increase this charge up to $25. An amount
withdrawn may not be repaid except as a premium subject to the applicable
charges. Upon request, we will tell you how much you may withdraw. Withdrawal of
the cash surrender value may have tax consequences. See Tax Treatment of
Contract Benefits, page 20.

Whenever a withdrawal is made, the insurance amount and therefore the death
benefit payable will immediately be reduced by at least the amount of the
withdrawal. For a Contract with a variable insurance amount, this will not
change the basic insurance amount. However, under a Contract with a fixed
insurance amount, the resulting reduction in insurance amount usually requires a
reduction in the basic insurance amount. No withdrawal will be permitted under a
Contract with a fixed insurance amount if it would result

<PAGE>

in a basic insurance amount of less than the minimum basic insurance amount. It
is important to note, however, that if the insurance amount is decreased at any
time during the life of the Contract, there is a possibility that the Contract
might be classified as a Modified Endowment Contract. See Tax Treatment of
Contract Benefits, page 20. Before making any withdrawal which causes a decrease
in insurance amount, you should consult with your Prudential representative.

When a withdrawal is made, the Contract Fund is reduced by the sum of the cash
withdrawn and the fee for the withdrawal. An amount equal to the reduction in
the Contract Fund will be withdrawn proportionally from the investment options
unless you direct otherwise.

Withdrawal of the cash surrender value increases the risk that the Contract Fund
may be insufficient to provide for benefits under the Contract. If such a
withdrawal is followed by unfavorable investment experience, the Contract may go
into default. Withdrawals may also affect whether a Contract is kept in force
under the Death Benefit Guarantee. This is because, for purposes of determining
whether a lapse has occurred, The Prudential treats withdrawals as a return of
premium. Therefore, withdrawals decrease the accumulated net payments. See Death
Benefit Guarantee, page 9.

Decreases in Basic Insurance Amount. As explained earlier, you may make a
withdrawal (see Withdrawals, above). You also have the additional option of
decreasing the basic insurance amount of your Contract without withdrawing any
cash surrender value. Contract owners who conclude that, because of changed
circumstances, the amount of insurance is greater than needed will thus be able
to decrease their amount of insurance protection, and the monthly deductions for
the cost of insurance, without decreasing their current cash surrender value.
The cash surrender value of the Contract on the date of the decrease will not
change, except that an administrative processing fee of up to $25 may be
deducted. If we ask you to, you must send us your Contract to be endorsed. The
Contract will be amended to show the new basic insurance amount, charges, values
in the appropriate tables and the effective date of the decrease.

The minimum permissible decrease for your Contract is shown under Contract
Limitations in the data pages of your Contract. The basic insurance amount after
the decrease may not be lower than the minimum basic insurance amount. No
reduction will be permitted if it would cause the Contract to fail to qualify as
"life insurance" for purposes of Section 7702 of the Internal Revenue Code. A
decrease will not take effect if at least one insured is not living on the
effective date.

It is important to note, however, that if the basic insurance amount is
decreased at any time during the life of the Contract, there is a possibility
that the Contract might be classified as a Modified Endowment Contract. See Tax
Treatment of Contract Benefits, page 20. Before requesting any decrease in basic
insurance amount, you should consult with your Prudential representative.

When Proceeds Are Paid. The Prudential will generally pay any death benefit,
cash surrender value, loan proceeds or withdrawal within 7 days after receipt at
a Prudential Home Office of all the documents required for such a payment. Other
than the death benefit, which is determined as of the date of the second death,
the amount will be determined as of the end of the valuation period in which the
necessary documents are received. However, The Prudential may delay payment of
proceeds from the subaccount[s] and the variable portion of the death benefit
due under the Contract if the disposal or valuation of the Account's assets is
not reasonably practicable because the New York Stock Exchange is closed for
other than a regular holiday or weekend, trading is restricted by the SEC or the
SEC declares that an emergency exists.

With respect to the amount of any cash surrender value allocated to the
fixed-rate option, The Prudential expects to pay the cash surrender value
promptly upon request. However, The Prudential has the right to delay payment of
such cash surrender value for up to 6 months (or a shorter period if required by
applicable law). The Prudential will pay interest of at least 3% a year if it
delays such a payment for more than 30 days (or a shorter period if required by
applicable law).

Illustrations of Cash Surrender Values, Death Benefits, and Accumulated
Premiums. The four tables that follow show how the death benefit and cash
surrender values change with the investment experience of the Account. They are
"hypothetical" because they are based, in part, upon several assumptions, each
of which is described below. All four tables assume, first, that a Contract with
a basic insurance amount of $1,000,000 has been bought by a 55 year old male and
a 50 year old female, both non-smokers, with no extra risks or substandard
ratings, and no extra benefit riders added to the Contract. It is assumed that
the target premium amount (see Premiums, page 8) is paid on each Contract
anniversary and that no loans are taken. The first table (page T1) assumes that
a fixed insurance amount Contract has been purchased and

<PAGE>

the second table (page T2) assumes that a variable insurance amount Contract has
been purchased. Both assume that the current charges will continue for the
indefinite future. The third and fourth tables (pages T3 and T4) are based upon
the same assumptions except that it is assumed that the maximum contractual
charges have been made from the beginning. See Charges and Expenses, page 12.

Another assumption is that the Contract Fund has been invested in equal amounts
in each of the 15 available portfolios of the Series Fund and no portion of the
Contract Fund has been allocated to the fixed-rate option. Finally, there are
four assumptions, shown separately, about the average investment performance of
the portfolios. The first is that there will be a uniform 0% gross rate of
return, that is, that the average value of the Contract Fund will uniformly be
adversely affected by very unfavorable investment performance. The other three
assumptions are that investment performance will be at a uniform gross annual
rate of 4%, 8% and 12%. These, of course, are unrealistic assumptions since
actual returns will fluctuate from year to year. Nevertheless, these assumptions
help show how the Contract values will change with investment experience.

The first column in the following tables shows the Contract year. The second
column, to provide context, shows what the aggregate amount would be if the
premiums had been invested in a savings account paying 4% compounded interest.
Of course, if that were done, there would be no life insurance protection. The
next four columns show the death benefit payable in each of the years shown for
the four different assumed investment returns. Note that a gross return (as well
as the net return) is shown at the top of each column. The gross return
represents the combined effect of income and capital appreciation of the
portfolios before any reduction is made for investment advisory fees or other
Series Fund expenses. The net return reflects an average total annual expenses
of the 15 portfolios of 0.59%, and the daily deduction from the Contract Fund of
0.9% per year. Thus, gross returns of 0%, 4%, 8% and 12% are the equivalent of
net returns of -1.49%, 2.51%, 6.51% and 10.51% respectively. The death benefits
and cash surrender values shown reflect the deduction of all expenses and
charges both from the Series Fund and under the Contract.

Note that under the variable insurance amount Contract the death benefit changes
to reflect investment returns, while under the fixed insurance amount Contract
the death benefit increases only if the Contract Fund becomes sufficiently large
that an increase in the death benefit is necessary in order to ensure that the
Contract will satisfy the Internal Revenue Code's definition of life insurance.
See Type of Insurance Amount, page 6.

Following these illustrations are two pages (pages T5 and T6) showing internal
rates of return (commonly referred to as IRRs) associated with the cash values
and death benefits shown on the preceding four pages. IRRs are often employed by
insurance companies to provide some indication of the rate of return that may be
thought of as earned upon your "investment" in the Contract (the aggregate
premiums paid) if the Contract were surrendered or if the insureds were to die.
The IRR on the death benefit is equivalent to an interest rate (after taxes) at
which an amount equal to the premiums illustrated on the preceding pages could
have been invested to arrive at the death benefit of the Contract. The IRR on
the cash surrender value is equivalent to an interest rate (after taxes) at
which an amount equal to the illustrated premiums could have been invested to
arrive at the cash surrender value of the Contract. The IRRs on page T5 are
based on the Contract values shown on pages T1 and T2. The IRRs on page T6 are
based on the Contract values shown on pages T3 and T4.

If you are considering the purchase of a variable life insurance contract from
another insurance company, you should not rely upon these tables for comparison
purposes. A comparison between two tables, each showing values for a 55 year old
man and a 50 year old woman, may be useful for a 55 year old man and a 50 year
old woman but would be inaccurate if made for insureds of other ages or sex.
Your Prudential representative can provide you with a hypothetical illustration
for your own age, sex, and rating class. You can obtain an illustration using
premium amounts and payment patterns that you wish to follow. You may use
assumed gross returns different than those shown in the tables, although
currently they may not be higher than 10%.

18
<PAGE>
<TABLE>

ILLUSTRATIONS
-------------

VARIABLE SURVIVORSHIP CONTRACT
FIXED INSURANCE AMOUNT
MALE PREFERRED ISSUE AGE 55
FEMALE PREFERRED ISSUE AGE 50
$1,000,000 DEATH BENEFIT
$12,097.50 ANNUAL PREMIUM PAYMENT
USING CURRENT CONTRACTUAL CHARGES
<CAPTION>

Death Benefit (1) Cash Surrender Value (1)
---------------------------------------------------- ----------------------------------------------------
Assuming Hypothetical Gross (and Net) Assuming Hypothetical Gross (and Net)
Premiums Annual Investment Return of Annual Investment Return of
End of Accumulated ---------------------------------------------------- ----------------------------------------------------
Policy at 4% Interest 0% Gross 4% Gross 8% Gross 12% Gross 0% Gross 4% Gross 8% Gross 12% Gross
Year Per Year (-1.49% Net) (2.51% Net) (6.51% Net) (10.51% Net) (-1.49% Net) (2.51% Net) (6.51% Net) (10.51% Net)
------ -------------- ------------ ----------- ----------- ------------ ------------ ----------- ----------- ------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 $ 12,581 $1,000,000 $1,000,000 $1,000,000 $ 1,000,000 $ 6,872 $ 7,171 $ 7,469 $ 7,768
2 $ 25,666 $1,000,000 $1,000,000 $1,000,000 $ 1,000,000 $ 17,132 $ 18,137 $ 19,167 $ 20,221
3 $ 39,274 $1,000,000 $1,000,000 $1,000,000 $ 1,000,000 $ 27,207 $ 29,347 $ 31,593 $ 33,949
4 $ 53,426 $1,000,000 $1,000,000 $1,000,000 $ 1,000,000 $ 37,092 $ 40,798 $ 44,788 $ 49,079
5 $ 68,145 $1,000,000 $1,000,000 $1,000,000 $ 1,000,000 $ 46,781 $ 52,487 $ 58,792 $ 65,748
6 $ 83,452 $1,000,000 $1,000,000 $1,000,000 $ 1,000,000 $ 56,266 $ 64,408 $ 73,646 $ 84,108
7 $ 99,372 $1,000,000 $1,000,000 $1,000,000 $ 1,000,000 $ 65,536 $ 76,555 $ 89,394 $ 104,325
8 $ 115,928 $1,000,000 $1,000,000 $1,000,000 $ 1,000,000 $ 74,578 $ 88,918 $ 106,079 $ 126,581
9 $ 133,146 $1,000,000 $1,000,000 $1,000,000 $ 1,000,000 $ 83,379 $101,486 $ 123,746 $ 151,075
10 $ 151,054 $1,000,000 $1,000,000 $1,000,000 $ 1,000,000 $ 91,920 $114,242 $ 142,442 $ 178,028
15 $ 251,925 $1,000,000 $1,000,000 $1,000,000 $ 1,000,000 $129,900 $180,130 $ 253,068 $ 359,208
20 $ 374,650 $1,000,000 $1,000,000 $1,000,000 $ 1,320,785 $156,492 $246,321 $ 397,402 $ 650,633
25 $ 523,964 $1,000,000 $1,000,000 $1,027,336 $ 1,934,269 $166,631 $309,380 $ 590,423 $1,111,649
30 $ 705,627 $1,000,000 $1,000,000 $1,263,817 $ 2,744,997 $132,085 $345,683 $ 831,458 $1,805,919
35 $ 926,648 $ 0(2)$1,000,000 $1,515,455 $ 3,824,366 $ 0(2) $313,009 $1,114,305 $2,812,034
40 $1,195,554 $ 0 $1,000,000 $1,788,052 $ 5,271,188 $ 0 $116,509 $1,441,977 $4,250,958
45 $1,522,719 $ 0 $ 0(2)$2,119,949 $ 7,333,103 $ 0 $ 0(2) $1,843,434 $6,376,611
50 $1,920,766 $ 0 $ 0 $2,512,911 $10,239,687 $ 0 $ 0 $2,416,261 $9,845,853
<FN>

(1) Assumes no Contract loan has been made.

(2) Based on a gross return of 0% the Contract would go into default in policy
year 35. Based on a gross return of 4% the Contract would go into default
in policy year 42.
</FN>
</TABLE>

THE HYPOTHETICAL INVESTMENT RATES OF RETURN SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RATES OF RETURN. ACTUAL RATES OF RETURN MAY BE MORE OR
LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER OF FACTORS INCLUDING THE
INVESTMENT ALLOCATIONS MADE BY AN OWNER, PREVAILING INTEREST RATES, AND RATES OF
INFLATION. THE DEATH BENEFIT AND CASH SURRENDER VALUE FOR A CONTRACT WOULD BE
DIFFERENT FROM THOSE SHOWN IF THE ACTUAL RATES OF RETURN AVERAGED 0%, 4%, 8%,
AND 12% OVER A PERIOD OF YEARS BUT ALSO FLUCTUATED ABOVE OR BELOW THOSE AVERAGES
FOR INDIVIDUAL CONTRACT YEARS. NO REPRESENTATIONS CAN BE MADE BY THE PRUDENTIAL
OR THE SERIES FUND THAT THESE HYPOTHETICAL RATES OF RETURN CAN BE ACHIEVED FOR
ANY ONE YEAR OR SUSTAINED OVER ANY PERIOD OF TIME.

T1
<PAGE>

<TABLE>

VARIABLE SURVIVORSHIP CONTRACT
VARIABLE INSURANCE AMOUNT
MALE PREFERRED ISSUE AGE 55
FEMALE PREFERRED ISSUE AGE 50
$1,000,000 DEATH BENEFIT
$12,097.50 ANNUAL PREMIUM PAYMENT
USING CURRENT CONTRACTUAL CHARGES
<CAPTION>

Death Benefit (1) Cash Surrender Value (1)
---------------------------------------------------- ----------------------------------------------------
Assuming Hypothetical Gross (and Net) Assuming Hypothetical Gross (and Net)
Premiums Annual Investment Return of Annual Investment Return of
End of Accumulated ---------------------------------------------------- ----------------------------------------------------
Policy at 4% Interest 0% Gross 4% Gross 8% Gross 12% Gross 0% Gross 4% Gross 8% Gross 12% Gross
Year Per Year (-1.49% Net) (2.51% Net) (6.51% Net) (10.51% Net) (-1.49% Net) (2.51% Net) (6.51% Net) (10.51% Net)
------ -------------- ------------ ----------- ----------- ------------ ------------ ----------- ----------- ------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 $ 12,581 $1,006,872 $1,007,171 $1,007,469 $1,007,768 $ 6,872 $ 7,171 $ 7,469 $ 7,768
2 $ 25,666 $1,017,131 $1,018,136 $1,019,166 $1,020,220 $ 17,131 $ 18,136 $ 19,166 $ 20,220
3 $ 39,274 $1,027,204 $1,029,344 $1,031,590 $1,033,945 $ 27,204 $ 29,344 $ 31,590 $ 33,945
4 $ 53,426 $1,037,085 $1,040,790 $1,044,779 $1,049,069 $ 37,085 $ 40,790 $ 44,779 $ 49,069
5 $ 68,145 $1,046,767 $1,052,470 $1,058,773 $1,065,727 $ 46,767 $ 52,470 $ 58,773 $ 65,727
6 $ 83,452 $1,056,239 $1,064,376 $1,073,609 $1,084,065 $ 56,239 $ 64,376 $ 73,609 $ 84,065
7 $ 99,372 $1,065,488 $1,076,499 $1,089,326 $1,104,245 $ 65,488 $ 76,499 $ 89,326 $ 104,245
8 $ 115,928 $1,074,501 $1,088,823 $1,105,963 $1,126,440 $ 74,501 $ 88,823 $105,963 $ 126,440
9 $ 133,146 $1,083,257 $1,101,334 $1,123,556 $1,150,838 $ 83,257 $101,334 $123,556 $ 150,838
10 $ 151,054 $1,091,737 $1,114,008 $1,142,141 $1,177,645 $ 91,737 $114,008 $142,141 $ 177,645
15 $ 251,925 $1,128,931 $1,178,730 $1,251,032 $1,356,234 $128,931 $178,730 $251,032 $ 356,234
20 $ 374,650 $1,152,997 $1,240,584 $1,387,831 $1,636,985 $152,997 $240,584 $387,831 $ 636,985
25 $ 523,964 $1,156,514 $1,290,209 $1,553,255 $2,075,819 $156,514 $290,209 $553,255 $1,075,819
30 $ 705,627 $1,108,104 $1,289,916 $1,718,381 $2,732,002 $108,104 $289,916 $718,381 $1,732,002
35 $ 926,648 $ 0(2)$1,176,628 $1,821,217 $3,679,113 $ 0(2) $176,628 $821,217 $2,679,113
40 $1,195,554 $ 0 $ 0(2)$1,765,394 $5,026,062 $ 0 $ 0(2) $765,394 $4,026,062
45 $1,522,719 $ 0 $ 0 $1,435,416 $6,973,757 $ 0 $ 0 $435,416 $5,973,757
50 $1,920,766 $ 0 $ 0 $ 0(2) $9,752,638 $ 0 $ 0 $ 0(2) $8,752,638
<FN>

(1) Assumes no Contract loan has been made.

(2) Based on a gross return of 0% the Contract would go into default in policy
year 35. Based on a gross return of 4% the Contract would go into default
in policy year 39. Based on a gross return of 8% the Contract would go into
default in policy year 48.
</FN>
</TABLE>

<PAGE>

<TABLE>

Death Benefit (1) Cash Surrender Value (1)
---------------------------------------------------- ----------------------------------------------------
Assuming Hypothetical Gross (and Net) Assuming Hypothetical Gross (and Net)
Premiums Annual Investment Return of Annual Investment Return of
End of Accumulated ---------------------------------------------------- ----------------------------------------------------
Policy at 4% Interest 0% Gross 4% Gross 8% Gross 12% Gross 0% Gross 4% Gross 8% Gross 12% Gross
Year Per Year (-1.49% Net) (2.51% Net) (6.51% Net) (10.51% Net) (-1.49% Net) (2.51% Net) (6.51% Net) (10.51% Net)
------ -------------- ------------ ----------- ----------- ------------ ------------ ----------- ----------- ------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 $ 12,581 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $ 6,372 $ 6,651 $ 6,930 $ 7,209
2 $ 25,666 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $ 15,963 $ 16,906 $ 17,871 $ 18,859
3 $ 39,274 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $ 25,313 $ 27,318 $ 29,422 $ 31,629
4 $ 53,426 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $ 34,402 $ 37,868 $ 41,600 $ 45,614
5 $ 68,145 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $ 43,210 $ 48,534 $ 54,421 $ 60,917
6 $ 83,452 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $ 51,711 $ 59,291 $ 67,897 $ 77,650
7 $ 99,372 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $ 59,877 $ 70,109 $ 82,043 $ 95,934
8 $ 115,928 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $ 67,675 $ 80,954 $ 96,866 $ 115,901
9 $ 133,146 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $ 75,068 $ 91,784 $112,374 $ 137,695
10 $ 151,054 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $ 82,011 $102,551 $128,566 $ 161,470
15 $ 251,925 $1,000,000 $1,000,000 $1,000,000 $1,000,000 $107,375 $152,674 $219,047 $ 316,349
20 $ 374,650 $1,000,000 $1,000,000 $1,000,000 $1,124,240 $105,479 $184,220 $320,218 $ 553,813
25 $ 523,964 $1,000,000 $1,000,000 $1,000,000 $1,564,690 $ 50,360 $170,599 $424,710 $ 899,247
30 $ 705,627 $1,000,000 $1,000,000 $1,000,000 $2,050,528 $ 0 $ 25,813 $501,710 $1,349,031
35 $ 926,648 $ 0(2)$ 0(2)$1,000,000 $2,586,234 $ 0(2) $ 0(2) $495,688 $1,901,642
40 $1,195,554 $ 0 $ 0 $1,000,000 $3,192,033 $ 0 $ 0 $187,118 $2,574,220
45 $1,522,719 $ 0 $ 0 $ 0(2) $3,952,321 $ 0 $ 0 $ 0(2) $3,436,801
50 $1,920,766 $ 0 $ 0 $ 0 $4,902,429 $ 0 $ 0 $ 0 $4,713,874
<FN>

(1) Assumes no Contract loan has been made.

(2) Based on a gross return of 0% the Contract fund would go to zero in year
27, but because the Target Premium is being paid, the Contract is kept
inforce through the Limited Death Benefit Guarantee Period of 32 years. The
Contract would be in default at the beginning of year 33. Based on a gross
return of 4% the Contract fund would go to zero in year 31, but because the
Target Premium is being paid, the Contract is kept inforce through the
Limited Death Benefit Guarantee Period of 32 years. The Contract would be
in default at the beginning of year 33. Based on a gross return of 8% the
Contract would go into default in policy year 42.

</FN> </TABLE>

<PAGE>

<TABLE>

Death Benefit (1) Cash Surrender Value (1)
---------------------------------------------------- ----------------------------------------------------
Assuming Hypothetical Gross (and Net) Assuming Hypothetical Gross (and Net)
Premiums Annual Investment Return of Annual Investment Return of
End of Accumulated ---------------------------------------------------- ----------------------------------------------------
Policy at 4% Interest 0% Gross 4% Gross 8% Gross 12% Gross 0% Gross 4% Gross 8% Gross 12% Gross
Year Per Year (-1.49% Net) (2.51% Net) (6.51% Net) (10.51% Net) (-1.49% Net) (2.51% Net) (6.51% Net) (10.51% Net)
------ ------------ ------------ ----------- ----------- ------------ ------------ ----------- ----------- ------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 $ 12,581 $1,006,372 $1,006,650 $1,006,930 $1,007,209 $ 6,372 $ 6,650 $ 6,930 $ 7,209
2 $ 25,666 $1,015,961 $1,016,904 $1,017,869 $1,018,857 $ 15,961 $ 16,904 $ 17,869 $ 18,857
3 $ 39,274 $1,025,305 $1,027,309 $1,029,413 $1,031,619 $ 25,305 $ 27,309 $ 29,413 $ 31,619
4 $ 53,426 $1,034,382 $1,037,845 $1,041,575 $1,045,587 $ 34,382 $ 37,845 $ 41,575 $ 45,587
5 $ 68,145 $1,043,168 $1,048,487 $1,054,367 $1,060,856 $ 43,168 $ 48,487 $ 54,367 $ 60,856
6 $ 83,452 $1,051,633 $1,059,201 $1,067,792 $1,077,528 $ 51,633 $ 59,201 $ 67,792 $ 77,528
7 $ 99,372 $1,059,744 $1,069,951 $1,081,854 $1,095,709 $ 59,744 $ 69,951 $ 81,854 $ 95,709
8 $ 115,928 $1,067,461 $1,080,693 $1,096,547 $1,115,512 $ 67,461 $ 80,693 $ 96,547 $ 115,512
9 $ 133,146 $1,074,742 $1,091,375 $1,111,861 $1,137,053 $ 74,742 $ 91,375 $111,861 $ 137,053
10 $ 151,054 $1,081,530 $1,101,933 $1,127,771 $1,160,449 $ 81,530 $101,933 $127,771 $ 160,449
15 $ 251,925 $1,105,045 $1,149,261 $1,214,026 $1,308,942 $105,045 $149,261 $214,026 $ 308,942
20 $ 374,650 $1,097,903 $1,171,195 $1,297,705 $1,515,977 $ 97,903 $171,195 $297,705 $ 515,977
25 $ 523,964 $1,033,811 $1,133,334 $1,344,071 $1,782,813 $ 33,811 $133,334 $344,071 $ 782,813
30 $ 705,627 $1,000,000(2) $1,000,000(2)$1,258,393 $2,059,642 $ 0(2) $ 0(2) $258,393 $1,059,642
35 $ 926,648 $ 0 $ 0 $ 0(2) $2,237,191 $ 0 $ 0 $ 0(2) $1,237,191
40 $1,195,554 $ 0 $ 0 $ 0 $2,106,485 $ 0 $ 0 $ 0 $1,106,485
45 $1,522,719 $ 0 $ 0 $ 0 $1,270,963 $ 0 $ 0 $ 0 $ 270,963
50 $1,920,766 $ 0 $ 0 $ 0 $ 0(2) $ 0 $ 0 $ 0 $ 0(2)
<FN>
(1) Assumes no Contract loan has been made.

(2) Based on a gross return of 0% the Contract fund would go to zero in year
27, but because the Target Premium is being paid, the Contract is kept
inforce through the Limited Death Benefit Guarantee Period of 30 years. The
Contract would be in default at the beginning of year 31. Based on a gross
return of 4% the Contract fund would go to zero in year 30, but because the
Target Premium is being paid, the Contract is kept inforce through the
Limited Death Benefit Guarantee Period of 30 years. The Contract would be
in default at the beginning of year 31. Based on a gross return of 8% the
Contract would go into default in policy year 34. Based on a gross return
of 12% the Contract would go into default in policy year 46.

</FN> </TABLE>

T4
<PAGE>
<TABLE>

INTERNAL RATES OF RETURN
------------------------

VARIABLE SURVIVORSHIP CONTRACT
MALE PREFERRED ISSUE AGE 55
FEMALE PREFERRED ISSUE AGE 50
$1,000,000 DEATH BENEFIT
$12,097.50 ANNUAL PREMIUM PAYMENT
USING CURRENT CONTRACTUAL CHARGES
<CAPTION>

FIXED INSURANCE AMOUNT

Internal Rates of Return on Death (1) Internal Rates of Return on Surrender (1)
---------------------------------------------------- ----------------------------------------------------
Assuming Hypothetical Gross (and Net) Assuming Hypothetical Gross (and Net)
Annual Investment Return of Annual Investment Return of
End of ---------------------------------------------------- ----------------------------------------------------
Policy 0% Gross 4% Gross 8% Gross 12% Gross 0% Gross 4% Gross 8% Gross 12% Gross
Year (-1.49% Net) (2.51% Net) (6.51% Net) (10.51% Net) (-1.49% Net) (2.51% Net) (6.51% Net) (10.51% Net)
------ ------------ ----------- ----------- ------------ ------------ ----------- ----------- ------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
5 114.17% 114.17% 114.17% 114.17% -8.45% -4.70% -0.95% 2.79%
10 37.02% 37.02% 37.02% 37.02% -5.07% -1.05% 2.94% 6.91%
15 19.51% 19.51% 19.51% 19.51% -4.31% -0.10% 4.05% 8.14%
20 12.19% 12.19% 12.19% 14.40% -4.37% 0.17% 4.51% 8.70%
25 8.29% 8.29% 8.46% 12.41% -4.98% 0.17% 4.82% 8.97%
30 5.92% 5.92% 7.17% 11.13% -7.69% -0.32% 4.91% 9.02%
35 (2) 4.36% 6.26% 10.24% (2) -1.76% 4.86% 8.95%
40 3.26% 5.59% 9.60% -9.23% 4.75% 8.83%
45 (2) 5.15% 9.17% (2) 4.67% 8.73%
50 4.82% 8.86% 4.70% 8.75%
<FN>
(2) Based on a gross return of 0%, the Contract would go into default in policy
year 35. Based on a gross return of 4%, the Contract would go into default
in policy year 42.

</FN>
</TABLE>

VARIABLE INSURANCE AMOUNT

Internal Rates of Return on Death (1) Internal Rates of Return on Surrender (1)
---------------------------------------------------- ----------------------------------------------------
Assuming Hypothetical Gross (and Net) Assuming Hypothetical Gross (and Net)
Annual Investment Return of Annual Investment Return of
End of ---------------------------------------------------- ----------------------------------------------------
Policy 0% Gross 4% Gross 8% Gross 12% Gross 0% Gross 4% Gross 8% Gross 12% Gross
Year (-1.49% Net) (2.51% Net) (6.51% Net) (10.51% Net) (-1.49% Net) (2.51% Net) (6.51% Net) (10.51% Net)
------ ------------ ----------- ----------- ------------ ------------ ----------- ----------- ------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
5 116.49% 116.77% 117.07% 117.41% -8.46% -4.71% -0.96% 2.78%
10 38.58% 38.93% 39.38% 39.92% -5.11% -1.09% 2.91% 6.88%
15 20.83% 21.29% 21.94% 22.82% -4.41% -0.19% 3.95% 8.04%
20 13.32% 13.90% 14.79% 16.08% -4.61% -0.06% 4.30% 8.52%
25 9.22% 9.91% 11.06% 12.85% -5.55% -0.32% 4.37% 8.76%
30 6.47% 7.28% 8.76% 11.10% -9.63% -1.50% 4.10% 8.81%
35 (2) 5.11% 7.07% 10.08% (2) -5.61% 3.42% 8.74%
40 (2) 5.54% 9.43% (2) 2.11% 8.63%
45 3.78% 9.01% -1.01% 8.53%
50 (2) 8.73% (2) 8.43%
<FN>

(1) Assumes no Contract loan has been made.

(2) Based on a gross return of 0%, the Contract would go into default in policy
year 35. Based on a gross return of 4%, the Contract would go into default
in policy year 39. Based on a gross return of 8%, the Contract would go
into default in policy year 48.
</FN>
</TABLE>

INTERNAL RATES OF RETURN
------------------------

VARIABLE SURVIVORSHIP CONTRACT
MALE PREFERRED ISSUE AGE 55
FEMALE PREFERRED ISSUE AGE 50
$1,000,000 DEATH BENEFIT
$12,097.50 ANNUAL PREMIUM PAYMENT
USING MAXIMUM CONTRACTUAL CHARGES
<CAPTION>

FIXED INSURANCE AMOUNT

Internal Rates of Return on Death (1) Internal Rates of Return on Surrender (1)
---------------------------------------------------- ----------------------------------------------------
Assuming Hypothetical Gross (and Net) Assuming Hypothetical Gross (and Net)
Annual Investment Return of Annual Investment Return of
End of ---------------------------------------------------- ----------------------------------------------------
Policy 0% Gross 4% Gross 8% Gross 12% Gross 0% Gross 4% Gross 8% Gross 12% Gross
Year (-1.49% Net) (2.51% Net) (6.51% Net) (10.51% Net) (-1.49% Net) (2.51% Net) (6.51% Net) (10.51% Net)
------ ------------ ----------- ----------- ------------ ------------ ----------- ----------- ------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
5 114.17% 114.17% 114.17% 114.17% -11.01% -7.26% -3.51% 0.23%
10 37.02% 37.02% 37.02% 37.02% -7.22% -3.03% 1.10% 5.18%
15 19.51% 19.51% 19.51% 19.51% -6.91% -2.20% 2.31% 6.67%
20 12.19% 12.19% 12.19% 13.12% -8.81% -2.68% 2.59% 7.35%
25 8.29% 8.29% 8.29% 11.11% -19.30% -4.76% 2.51% 7.61%
30 5.92% 5.92% 5.92% 9.67% 0.00% -31.92% 2.01% 7.51%
35 (2) (2) 4.36% 8.59% (2) (2) 0.85% 7.26%
40 3.26% 7.78% -5.47% 6.98%
45 (2) 7.21% (2) 6.76%
50 6.79% 6.68%

(2) Based on a gross return of 0%, the Contract would go into default in policy
year 33. Based on a gross return of 4%, the Contract would go into default
in policy year 33. Based on a gross return of 8%, the Contract would go
into default in policy year 42.

</TABLE>

VARIABLE INSURANCE AMOUNT

Internal Rates of Return on Death (1) Internal Rates of Return on Surrender (1)
---------------------------------------------------- ----------------------------------------------------
Assuming Hypothetical Gross (and Net) Assuming Hypothetical Gross (and Net)
Annual Investment Return of Annual Investment Return of
End of --------------------------------------------------- ----------------------------------------------------
Policy 0% Gross 4% Gross 8% Gross 12% Gross 0% Gross 4% Gross 8% Gross 12% Gross
Year (-1.49% Net) (2.51% Net) (6.51% Net) (10.51% Net) (-1.49% Net) (2.51% Net) (6.51% Net) (10.51% Net)
------ ------------ ----------- ----------- ------------ ------------ ----------- ----------- ------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
5 116.31% 116.57% 116.86% 117.17% -11.05% -7.29% -3.54% 0.20%
10 38.41% 38.74% 39.15% 39.66% -7.33% -3.14% 0.99% 5.07%
15 20.59% 21.02% 21.61% 22.43% -7.21% -2.49% 2.03% 6.40%
20 12.93% 13.45% 14.26% 15.48% -9.72% -3.43% 1.93% 6.76%
25 8.50% 9.09% 10.16% 11.91% -26.35% -7.09% 0.97% 6.70%
30 5.92%(2) 5.92%(2) 7.15% 9.69% 0.00%(2) 0.00%(2) -2.30% 6.23%
35 (2) 7.97% (2) 5.34%
40 6.22% 3.68%
45 3.35% -3.41%
50 (2) (2)
<FN>
(1) Assumes no Contract loan has been made.

(2) Based on a gross return of 0%, the Contract would go into default in policy
year 31. Based on a gross return of 4%, the Contract would go into default
in policy year 31. Based on a gross return of 8%, the Contract would go
into default in policy year 34. Based on a gross return of 12%, the
Contract would go into default in policy year 46.
</FN>
</TABLE>

T6
<PAGE>

Contract Loans. You may borrow from The Prudential an amount up to the current
"loan value" of your Contract less any existing Contract debt using the Contract
as the only security for the loan. The loan value at any time is equal to 90% of
the Contract Fund provided the Contract is not in default. A Contract in default
has no loan value.

Interest charged on a loan accrues daily. Interest is due on each Contract
anniversary or when the loan is paid back, whichever comes first. If interest is
not paid when due, it becomes part of the loan and we will charge interest on
it, too. Except in the case of preferred loans, we charge interest at an
effective annual rate of 5%.

A portion of any amount you borrow on or after the tenth Contract anniversary
may be considered a preferred loan. The maximum preferred loan amount is the
total amount you may borrow minus the total net premiums paid (net premiums
equal premiums paid less total withdrawals, if any). If the net premium amount
is less than zero, we will, for purposes of this calculation, consider is to be
zero. Only new loans borrowed after the tenth Contract anniversary may be
considered preferred loans; standard loans will not automatically be converted
into preferred loans. Preferred loans are charged interest at an effective
annual rate of 4.5%.

The term "Contract debt" means the amount of all outstanding loans plus any
interest accrued but not yet due. If at any time the Contract debt equals or
exceeds the Contract Fund, the Contract will go into default. We will notify you
of a 61-day grace period, within which time you may repay all or enough of the
loan to obtain a positive cash surrender value and thus keep the Contract in
force for a limited time.

When a loan is made, an amount equal to the loan proceeds will be transferred
out of the Account and/or the fixed-rate option, as applicable. Unless you ask
us to take the loan amount from specific investment options and we agree, the
reduction will be made in the same proportions as the value in each subaccount
and the fixed-rate option bears to the total value of the Contract. While a loan
is outstanding, the amount that was so transferred will continue to be treated
as part of the Contract Fund. It will be credited with an effective annual rate
of return of 4%. Therefore, the net cost of a standard loan is 1% and the net
cost of a preferred loan is 1/2%.

As long as Contract debt does not equal or exceed the Contract Fund, a loan will
not affect the Death Benefit Guarantee. Should the death benefit become payable
while a loan is outstanding, or should the Contract be surrendered, any Contract
debt will be deducted from the insurance amount or Contract Fund to calculate
the death benefit or the cash surrender value, as applicable. Loans from
Modified Endowment Contracts may be treated for tax purposes as distributions of
income. See Tax Treatment of Contract Benefits, page 20.

As stated above, any Contract debt will directly reduce a Contract's cash
surrender value and will be subtracted from the insurance amount to determine
the death benefit payable. In addition, even if the loan is fully repaid, it may
have an effect on future death benefits, because the investment results of the
selected investment options will apply only to the amount remaining invested
under those options. The longer the loan is outstanding, the greater the effect
is likely to be. The effect could be favorable or unfavorable. If investment
results are greater than the rate being credited upon the amount of the loan
while the loan is outstanding, values under the Contract will not increase as
rapidly as they would have if no loan had been made. If investment results are
below that rate, Contract values will be higher than they would have been had no
loan been made.

When you repay all or part of a loan, we will increase the portion of the
Contract Fund in the investment options by the amount of the loan you repay
using the investment allocation of your most recent premium payment, plus
interest credits accrued on the loan since the last transaction date. We will
not increase the portion of the Contract Fund allocated to the investment
options by loan interest that is paid before we make it part of the loan. We
reserve the right to change the manner in which we allocate loan repayments.

Sale of the Contract and Sales Commissions. Pruco Securities Corporation
("Prusec"), an indirect wholly-owned subsidiary of The Prudential, acts as the
principal underwriter of the Contract. Prusec, organized in 1971 under New
Jersey law, is registered as a broker and dealer under the Securities Exchange
Act of 1934 and is a member of the National Association of Securities Dealers,
Inc. Prusec's principal business address is 1111 Durham Avenue, South
Plainfield, New Jersey 07080. The Contract is sold by registered representatives
of Prusec who are also authorized by state insurance departments to do so. The
Contract may also be sold through other broker-dealers authorized by Prusec and
applicable law to do so.

<PAGE>

Registered representatives of such other broker-dealers may be paid on a
different basis than described below. Generally, representatives will receive a
commission of no more than 50% of the premiums received in the first year on
premiums up to the target level premium (see Premiums, page 8), no more than 4%
commission on premiums received in the first year in excess of the target level
premium, no more than 4% of premiums received in years two through ten, and no
more than 2% of premiums received thereafter. For insureds whose combined ages
exceed 170, the first year commission rate will be reduced. Representatives with
less than 4 years of service may receive compensation on a different basis.
Representatives who meet certain productivity or persistency standards may be
eligible for additional compensation.

Sales expenses in any year are not equal to the deduction for sales load in that
year. The Prudential expects to recover its total sales expenses over the
periods the Contracts are in effect. To the extent that the sales charges are
insufficient to cover total sales expenses, the sales expenses will be recovered
from The Prudential's surplus.

Tax Treatment of Contract Benefits. Each prospective purchaser is urged to
consult a qualified tax advisor. The following discussion is not intended as tax
advice, and it is not a complete statement of what the effect of federal income
taxes will be under all circumstances. Rather, it provides information about how
The Prudential believes the tax laws apply in the most commonly occurring
circumstances. There is no guarantee, however, that the current federal income
tax laws and regulations or interpretations will not change.

Treatment as Life Insurance. The Contract will be treated as "life insurance,"
as long as it satisfies certain definitional tests set forth in Sections 7702 of
the Internal Revenue Code (the "Code") and as long as the underlying investments
for the Contract satisfy diversification requirements under Section 817(h) of
the Code. (For further detail on diversification requirements, see DIVIDENDS,
DISTRIBUTIONS, AND TAXES in the attached prospectus for the Series Fund.)

The Prudential believes that it has taken adequate steps to cause the Contract
to be treated as life insurance for tax purposes. This means that (1) except as
noted below, the Contract owner should not be taxed on any part of the Contract
Fund, including additions attributable to interest, dividends or appreciation;
and (2) the death benefit should be excludible from the gross income of the
beneficiary under Section 101(a) of the Code.

However, Section 7702 of the Code which defines life insurance for tax purposes
gives the Secretary of the Treasury authority to prescribe regulations to carry
out the purposes of the Section. In this regard, proposed regulations governing
mortality charges were issued in 1991. The mortality charges assumed for risks
under the Contract do not comply with the proposed regulations. In this regard,
the proposed regulations preclude the assumption of the industry's standard
mortality table for survivorship life insurance policies and do not provide for
the use of the substandard mortality risk assumptions used for the Contract.
Consequently, if such regulations were finalized in their current form, the
Contract may not qualify as life insurance for federal tax purposes or may be
classified as a Modified Endowment Contract. None of these proposed regulations
has yet been finalized. Additional regulations under Section 7702 may also be
promulgated in the future. Moreover, in connection with the issuance of
temporary regulations under Section 817(h), the Treasury Department announced
that such regulations do not provide guidance concerning the extent to which
Contract owners may direct their investments to particular divisions of a
separate account. Such guidance will be included in regulations or rulings under
Section 817(d) relating to the definition of a variable contract.

The Prudential intends to comply with final regulations issued under sections
7702 and 817. Therefore, it reserves the right to make such changes as it deems
necessary to assure that the Contract continues to qualify as life insurance for
tax purposes. Any such changes will apply uniformly to affected Contract owners
and will be made only after advance written notice to affected Contract owners.

Pre-Death Distributions. The taxation of pre-death distributions depends on
whether the Contract is classified as a Modified Endowment Contract. The
following discussion first deals with distributions under Contracts not so
classified, and then with Modified Endowment Contracts.

1. A surrender or lapse of the Contract may have tax consequences. Upon
surrender, the owner will not be taxed on the cash surrender value except
for the amount, if any, that exceeds the gross premiums paid less the
untaxed portion of any prior withdrawals. The amount of any unpaid
Contract debt will, upon surrender or lapse, be added to the cash
surrender value and treated, for this purpose, as if it had been
received. Any loss incurred upon surrender is generally not deductible.
The tax

<PAGE>

consequences of a surrender may differ if the proceeds are received under
any income payment settlement option.

A withdrawal generally is not taxable unless it exceeds total premiums
paid to the date of withdrawal less the untaxed portion of any prior
withdrawals. However, under certain limited circumstances, in the first
15 Contract years all or a portion of a withdrawal may be taxable if the
Contract Fund exceeds the total premiums paid less the untaxed portions
of any prior withdrawals, even if total withdrawals do not exceed total
premiums paid to date.

Extra premiums for optional benefits and riders generally do not count in
computing gross premiums paid, which in turn determines the extent to
which a withdrawal might be taxed.

Loans received under the Contract will ordinarily be treated as
indebtedness of the owner and will not be considered to be distributions
subject to tax. However, if a loan is still outstanding when the Contract
is surrendered or allowed to lapse, the outstanding Contract debt will be
taxable at that time to the extent the cash surrender value exceeds gross
premiums paid less the untaxed portion of any prior withdrawals.

2. Some of the above rules are changed if the Contract is classified as a
Modified Endowment Contract under Section 7702A of the Code. It is
possible for this Contract to be classified as a Modified Endowment
Contract under at least two circumstances: premiums in excess of the
7-pay premiums allowed under Section 7702A are paid or a decrease in the
insurance amount is made (or a rider removed). Moreover, the addition of
a rider or the increase in the basic insurance amount after the Contract
date may have an impact on the Contract's status as a Modified Endowment
Contract. Contract owners contemplating any of these steps should first
consult a qualified tax advisor and their Prudential representative.

If the Contract is classified as a Modified Endowment Contract, then
pre-death distributions, including loans, assignment and pledges are
includible in income to the extent that the Contract Fund exceeds the
gross premiums paid for the Contract increased by the amount of any loans
previously includible in income and reduced by any untaxed amounts
previously received other than the amount of any loans excludible from
income. These rules may also apply to pre-death distributions, including
loans, made during the two year period prior to the Contract becoming a
Modified Endowment Contract.

In addition, pre-death distributions from such Contracts (including full
surrenders) will be subject to a penalty of 10 per cent of the amount
includible in income unless the amount is distributed on or after age
59 1/2, on account of the taxpayer's disability or as a life annuity. It
is presently unclear how the penalty tax provisions apply to Contracts
owned by nonnatural persons such as corporations.

Under certain circumstances, multiple Modified Endowment Contracts issued
during any calendar year will be treated as a single contract for
purposes of applying the above rules.

Withholding. The taxable portion of any amounts received under the Contract will
be subject to withholding to meet federal income tax obligations, if the
Contract owner fails to elect that no taxes be withheld. The Prudential will
provide the Contract owner with forms and instructions concerning the right to
elect that no taxes be withheld from the taxable portion of any payment. All
recipients may be subject to penalties under the estimated tax payment rules if
withholding and estimated tax payments are not sufficient. Contract owners who
do not provide a social security number or other taxpayer identification number
will not be permitted to elect out of withholding. Special withholding rules
apply to payments to non-resident aliens.

Other Tax Considerations. Transfer of the Contract to a new owner or assignment
of the Contract may have tax consequences depending on the circumstances. In the
case of a transfer of the Contract for valuable consideration, the death benefit
may be subject to federal income taxes under section 101(a)(2) of the Code. In
addition, a transfer of the Contract to or the designation of a beneficiary who
is either 37 1/2 years younger than the Contract owner or a grandchild of the
Contract owner may have Generation Skipping Transfer tax consequences under
Section 2601 of the Code.

In certain circumstances, deductions for interest paid or accrued on Contract
debt or on other loans that are incurred or continued to purchase or carry the
Contract may be denied under sections 163 of the Code as personal interest or
under section 264 of the Code. Contract owners should consult a tax advisor
regarding the application of these provisions to their circumstances.

<PAGE>

Business-owned life insurance is subject to additional rules. Section 264(a)(1)
of the Code generally precludes business Contract owners from deducting premium
payments. Under section 264(a)(4) of the Code, a deduction is not allowed for
any interest paid or accrued on any Contract debt on an insurance policy to the
extent the indebtedness exceeds $50,000 per officer, employee or financially
interested person. The Code also imposes an indirect tax upon additions to the
Contract Fund or the receipt of death benefits under business-owned life
insurance policies under certain circumstances by way of the corporate
alternative minimum tax.

The individual situation of each Contract owner or beneficiary will determine
the federal estate taxes and the state and local estate, inheritance and other
taxes due if the owner or insured dies.

Lapse and Reinstatement. On each Monthly date, we will determine the value of
the Contract Fund. If the Contract Fund is zero or less, the Contract is in
default unless it remains in force under the Death Benefit Guarantee. See Death
Benefit Guarantee, page 9. If the Contract debt ever grows to be equal to or
more than the Contract Fund, the Contract will be in default. Should this
happen, The Prudential will send you a notice of default setting forth the
payment necessary to keep the Contract in force for three months from the date
of default. This payment must be received at The Prudential Home Office within
the 61-day grace period after the notice of default is mailed or the Contract
will end and have no value. A Contract that lapses and ends without value with
an outstanding Contract loan may have tax consequences. See Tax Treatment of
Contract Benefits, page 20.

A Contract that ended in default may be reinstated within 5 years after the date
of default if the following conditions are met: (1) both insureds are alive or
if one insured is alive and the Contract ended without value after the death of
the other insured; (2) you must provide renewed evidence of insurability on any
insured who was living when the Contract went into default; and (3) submission
of certain payments sufficient to bring the Contract up to date and cover all
charges and deductions for the next three months. The date of reinstatement will
be the beginning of the Contract month that coincides with the or next follows
the date we approve your request. All required charges will be deducted from
your payment and the balance will be placed into your Contract Fund.

Legal Considerations Relating to Sex-Distinct Premiums and Benefits. The
Contract generally employs mortality tables that distinguish between males and
females. Thus, premiums and benefits under Contracts issued on males and females
of the same age will generally differ. However, in those states that have
adopted regulations prohibiting sex-distinct insurance rates, premiums and cost
of insurance charges will be based on male rates whether the insureds are male
or female. In addition, employers and employee organizations considering
purchase of a Contract should consult their legal advisors to determine whether
purchase of a Contract based on sex-distinct actuarial tables is consistent with
Title VII of the Civil Rights Act of 1964 or other applicable law. The
Prudential may offer the Contract with male mortality rates to such prospective
purchasers.

Other General Contract Provisions.

Assignment. This Contract may not be assigned if such assignment would violate
any federal, state or local law or regulation prohibiting sex distinct rates for
insurance. Generally, the Contract may not be assigned to an employee benefit
plan or program without The Prudential's consent. The Prudential assumes no
responsibility for the validity or sufficiency of any assignment, and we will
not be obligated to comply with any assignment unless we received a copy at one
of our Home Offices.

Beneficiary. The beneficiary is designated and named in the application by the
Contract owner. Thereafter, you may change the beneficiary, provided it is in
accordance with the terms of the Contract. Should the second insured to die do
so with no surviving beneficiary, that insured's estate will become the
beneficiary, unless someone other than the insureds owned the Contract. In that
case, we will make the Contract owner or the Contract owner's estate the
beneficiary.

Incontestability. After the Contract has been in force during the lifetime of
both insureds for 2 years from the Contract date or, with respect to any change
in the Contract that requires The Prudential's approval and could increase its
liability, after the change has been in effect during at least one insured's
lifetime for 2 years from the effective date of the change, assuming enough
premium has been paid to cover the required charges, The Prudential will not
contest its liability under the Contract in accordance with its terms.

Misstatement of Age or Sex. If an insured's stated age or sex or both are
incorrect in the Contract, The Prudential will adjust each benefit and any
amount to be paid, as required by law, to reflect the correct age

<PAGE>

and sex. Any such benefit will be based on what the most recent deductions from
the Contract Fund would have provided at that insured's correct age and sex.

Settlement Options. The Contract grants to most owners, or to the beneficiary, a
variety of optional ways of receiving Contract proceeds, other than in a lump
sum. Any Prudential representative authorized to sell this Contract can explain
these options upon request.

Simultaneous Death. If both insureds die while the Contract is in force and we
find there is lack of sufficient evidence that they died other than
simultaneously, we will assume that the older insured died first.

Suicide Exclusion. Generally, if either insured, whether sane or insane, dies by
suicide within 2 years from the Contract date, the Contract will end and The
Prudential will return the premiums paid, less any Contract debt, and less any
withdrawals. If there is a surviving insured, The Prudential will make a new
contract available to that insured. The amount of coverage, issue age, contract
date, and underwriting classification will be the same as when this Contract was
issued.

Riders. When the Contract is first issued, you may be able to obtain extra fixed
benefits which may require an additional premium. These optional insurance
benefits will be described in what is known as a "rider" to the Contract.
Charges applicable to the riders will be deducted from the Contract Fund on each
Monthly date.

One rider gives insureds the option to exchange the Contract for two new life
insurance contracts, one on the life of each insured, in the event of a divorce
or if certain changes in tax law occur. Exercise of this option may give rise to
taxable income. Another pays an additional amount if both insureds die within a
specified number of years. Another pays an additional amount if a specified
insured dies within a stated number of years. If the two insureds are not family
members (i.e. husband/wife or parent/child), charges for these single life
riders will be treated as pre-death distributions from the Contract. See Tax
Treatment of Contract Benefits, page 20. Certain restrictions may apply; they
are clearly described in the applicable rider. Any Prudential representative
authorized to sell the Contract can explain these extra benefits further.
Samples of the provisions are available from The Prudential upon written
request.

The Fixed-Rate Option. Because of exemptive and exclusionary provisions,
interests in the fixed-rate option under the Contract have not been registered
under the Securities Act of 1933 and the general account has not been registered
as an investment company under the Investment Company Act of 1940. Accordingly,
interests in the fixed-rate option are not subject to the provisions of these
Acts, and The Prudential has been advised that the staff of the Securities and
Exchange Commission has not reviewed the disclosure in this prospectus relating
to the fixed-rate option. Disclosure regarding the fixed-rate option may,
however, be subject to certain generally applicable provisions of federal
securities laws relating to the accuracy and completeness of statements made in
prospectuses.

As explained earlier, you may elect to allocate, either initially or by
transfer, all or part of the amount credited under the Contract to a fixed-rate
option, and the amount so allocated or transferred becomes part of The
Prudential's general assets. Sometimes this is referred to as The Prudential's
general account, which consists of all assets owned by The Prudential other than
those in the Account and in other separate accounts that have been or may be
established by The Prudential. Subject to applicable law, The Prudential has
sole discretion over the investment of the assets of the general account, and
Contract owners do not share in the investment experience of those assets.
Instead, The Prudential guarantees that the part of the Contract Fund allocated
to the fixed-rate option will accrue interest daily at an effective annual rate
that The Prudential declares periodically, but not less than an effective annual
rate of 4%. Currently, declared interest rates remain in effect from the date
money is allocated to the fixed-rate option until the first day of the same
month in the following year. Thereafter, a new crediting rate will be declared
each year and will remain in effect for the calendar year. The Prudential
reserves the right to change this practice. The Prudential is not obligated to
credit interest at a higher rate than an effective annual rate of 4%, although
in our sole discretion we may do so. Different crediting rates may be declared
for different portions of the Contract Fund allocated to the fixed-rate option.
On request, you will be advised of the interest rates that currently apply to
your Contract.

Transfers from the fixed-rate option may be subject to strict limits. (See
Transfers, page 11). The payment of any cash surrender value attributable to the
fixed-rate option may be delayed up to 6 months (see When Proceeds are Paid,
page 17.

<PAGE>

Voting Rights. As stated above, all of the assets held in the subaccounts of the
Account will be invested in shares of the corresponding portfolios of the Series
Fund. The Prudential is the legal owner of those shares and as such has the
right to vote on any matter voted on at Series Fund shareholders meetings.
However, The Prudential will, as required by law, vote the shares of the Series
Fund at any regular and special shareholders meetings it is required to hold in
accordance with voting instructions received from Contract owners. The Series
Fund will not hold annual shareholders meetings when not required to do so under
Maryland law or the Investment Company Act of 1940. Series Fund shares for which
no timely instructions from Contract owners are received, and any shares
attributable to general account investments of The Prudential will be voted in
the same proportion as shares in the respective portfolios for which
instructions are received. Should the applicable federal securities laws or
regulations, or their current interpretation, change so as to permit The
Prudential to vote shares of the Series Fund in its own right, it may elect to
do so.

Matters on which Contract owners may give voting instructions include the
following: (1) election of the Board of Directors of the Series Fund; (2)
ratification of the independent accountant of the Series Fund; (3) approval of
the investment advisory agreement for a portfolio of the Series Fund
corresponding to the Contract owner's selected subaccount[s]; (4) any change in
the fundamental investment policy of a portfolio corresponding to the Contract
owner's selected subaccount[s]; and (5) any other matter requiring a vote of the
shareholders of the Series Fund. With respect to approval of the investment
advisory agreement or any change in a portfolio's fundamental investment policy,
Contract owners participating in such portfolios will vote separately on the
matter, pursuant to the requirements of Rule 18f-2 under the 1940 Act.

The number of Series Fund shares for which instructions may be given by a
Contract owner is determined by dividing the portion of the value of the
Contract derived from participation in a subaccount, by the value of one share
in the corresponding portfolio of the Series Fund. The number of votes for which
each Contract owner may give The Prudential instructions will be determined as
of the record date chosen by the Board of Directors of the Series Fund. The
Prudential will furnish Contract owners with proper forms and proxies to enable
them to give these instructions. The Prudential reserves the right to modify the
manner in which the weight to be given voting instructions is calculated where
such a change is necessary to comply with current federal regulations or
interpretations of those regulations.

The Prudential may, if required by state insurance regulations, disregard voting
instructions if such instructions would require shares to be voted so as to
cause a change in the sub-classification or investment objectives of one or more
of the Series Fund's portfolios, or to approve or disapprove an investment
advisory contract for the Series Fund. In addition, The Prudential itself may
disregard voting instructions that would require changes in the investment
policy or investment advisor of one or more of the Series Fund's portfolios,
provided that The Prudential reasonably disapproves such changes in accordance
with applicable federal regulations. If The Prudential does disregard voting
instructions, it will advise Contract owners of that action and its reasons for
such action in the next annual or semi-annual report to Contract owners.

Contract owners also share with the owners of all Prudential Contracts and
policies the right to vote in elections for members of the Board of Directors of
The Prudential.

Substitution of Series Fund Shares. Although The Prudential believes it to be
unlikely, it is possible that in the judgment of its management, one or more of
the portfolios of the Series Fund may become unsuitable for investment by
Contract owners because of investment policy changes, tax law changes, or the
unavailability of shares for investment. In that event, The Prudential may seek
to substitute the shares of another portfolio or of an entirely different mutual
fund. Before this can be done, the approval of the SEC, and possibly one or more
state insurance departments, may be required. Contract owners will be notified
of such substitution.

Reports to Contract Owners. Once each year you will be sent a statement that
provides certain information pertinent to your own Contract. This statement will
detail values and transactions made and specific Contract data that apply only
to your particular Contract. Currently we intend to provide three quarterly
reports (in addition to the year-end statement) which provide abbreviated
information pertinent to your own Contract.

You will also be sent an annual report for the Account and annual and
semi-annual reports of the Series Fund showing the financial condition of the
portfolios and the investments held in each.

<PAGE>

State Regulation. The Prudential is subject to regulation and supervision by the
Department of Insurance of the State of New Jersey, which periodically examines
its operations and financial condition. It is also subject to the insurance laws
and regulations of all jurisdictions in which it is authorized to do business.

The Prudential is required to submit annual statements of its operations,
including financial statements, to the insurance departments of the various
jurisdictions in which it does business to determine solvency and compliance
with local insurance laws and regulations.

In addition to the annual statements referred to above, The Prudential is
required to file with New Jersey and other jurisdictions a separate statement
with respect to the operations of all its variable contract accounts, in a form
promulgated by the National Association of Insurance Commissioners.

Experts. The financial statements included in this prospectus for the years
ended December 31, 1994, 1993, and 1992 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. Deloitte & Touche LLP's principal business
address is Two Hilton Court, Parsippany, New Jersey 07054-0319. Actuarial
matters included in this prospectus have been examined by Andy Mirchuk, FSA,
MAAA, whose opinion is filed as an exhibit to the registration statement.

Litigation. No litigation is pending that would have a material effect upon the
Account or the Series Fund.

Additional Information. A registration statement has been filed with the SEC
under the Securities Act of 1933, relating to the offering described in this
prospectus. This prospectus does not include all of the information set forth in
the registration statement. Certain portions have been omitted pursuant to the
rules and regulations of the SEC. The omitted information may, however, be
obtained from the SEC's principal office in Washington, D.C., upon payment of a
prescribed fee.

Further information may also be obtained from The Prudential's office. The
address and telephone number are set forth on the cover of this prospectus.

Financial Statements. The consolidated financial statements of The Prudential
and subsidiaries included herein should be distinguished from the financial
statements of the Account, and should be considered only as bearing upon the
ability of The Prudential to meet its obligations under the Contracts.

<PAGE>

DIRECTORS AND OFFICERS OF THE PRUDENTIAL

The directors and certain officers of The Prudential, listed with their
principal occupations during the past 5 years, are shown below.

DIRECTORS OF THE PRUDENTIAL

FRANKLIN E. AGNEW. Director.--Business Consultant and former Senior Vice
President of H.J. Heinz. Address: One Mellon Bank Center, Suite 2120,
Pittsburgh, PA 15219.

FREDERIC K. BECKER, Director.--President of Wilentz, Goldman, and Spitzer (law
firm). Address: 90 Woodbridge Center Drive, Woodbridge, NJ 07095.

WILLIAM W. BOESCHENSTEIN, Director.--Director, Owens-Corning Fiberglas
Corporation. Address: Fiberglas Tower, Toledo, OH 43659.

LISLE C. CARTER, JR., Director.--Former Senior Vice President and General
Counsel, United Way of America. Address: 1307 Fourth Street, S.W., Washington,
DC 20024.

JAMES G. CULLEN, Director.--President, Bell Atlantic Corporation since 1993;
Prior to 1993: President, New Jersey Bell. Address: 1301 North Court House Road,
11th floor, Alexandria, VA 22201.

CAROLYNE K. DAVIS, Director.--Health Care Advisor, Ernst & Young. Address: 1200
Nineteenth Street, N.W., 4th floor, Washington, DC 20024.

ROGER A. ENRICO, Director.--Vice Chairman, Pepsi Co. Inc. since 1993; 1991 to
1993: Chairman and Chief Executive Officer, Pepsi Co. Worldwide Foods; Prior to
1991: President and Chief Executive Officer, Pepsi Co. Worldwide Beverages.
Address: 7701 Legacy Drive, Plano, TX 75024.

ALLAN D. GILMOUR, Director.--Former Vice Chairman, Ford Motor Company. Address:
Prudential Plaza, Newark, NJ 07102-3777.

WILLIAM H. GRAY, III, Director.--President and Chief Executive Officer, United
Negro College Fund, Inc. since 1991; Prior to 1991: United States Representative
for Pennsylvania's 2nd District. Address: 500 East 62nd Street, New York, NY
10021.

JON F. HANSON, Director.--Chairman, Hampshire Management Co. Address: 235 Moore
Street, Suite 200, Hackensack, NJ 07601.

CONSTANCE J. HORNER, Director.--Guest Scholar, The Brookings Institution since
1993; 1991 to 1992 Assistant to the President and Director of Presidential
Personnel, U.S. Government; Prior to 1991: Deputy Secretary, Department of
Health and Human Services. Address: 1775 Massachusetts Avenue, N.W., Washington,
DC 20036-2188.

ALLEN F. JACOBSON, Director.--Former Chairman and Chief Executive Officer,
Minnesota Mining & Manufacturing Co. Address: 30 Seventh Street East, St. Paul,
MN 55101-4901.

GARNETT L. KEITH, JR., Director and Vice Chairman.--Vice Chairman of The
Prudential. Address: Prudential Plaza, Newark, NJ 07102-3777.

BURTON G. MALKIEL, Director.--Chemical Bank Chairman's Professor of Economics,
Princeton University. Address: Princeton University, Department of Economics,
110 Fisher Hall, Prospect Avenue, Princeton, NJ 08544-1021.

JOHN R. OPEL, Director.--Prior to 1994, Chairman of the Executive Committee,
International Business Machines Corporation. Address: 590 Madison Avenue, New
York, NY 10022.

ARTHUR F. RYAN, Chairman of the Board, President, and Chief Executive Officer.
- --Chairman of the Board, President, and Chief Executive Officer, The Prudential
since 1994; Prior to 1994, President and Chief Operating Officer, Chase
Manhattan Corporation. Address: 751 Broad Street, Newark, NJ 07102-3777.

CHARLES R. SITTER, Director.--President and Director, Exxon Corporation since
1993; Prior to 1993; Director, Exxon Corporation. Address: 225 John W. Carpenter
Freeway, Irving, TX 75062.

DONALD L. STAHELI, Director.--Chairman and Chief Executive Officer, Continental
Grain Company since 1994; Prior to 1994; Chairman, Continental Grain Company.
Address: 277 Park Avenue, New York, NY 10172.

<PAGE>

RICHARD M. THOMSON, Director.--Chairman of the Board and Chief Executive
Officer, The Toronto-Dominion Bank. Address: P.O. Box 1, Toronto-Dominion
Centre, Toronto, Ontario, M5K 1A2, Canada.

P. ROY VAGELOS, M.D., Director.--Chairman, Regeneron Pharmaceuticals since 1995;
Prior to 1995, Chairman, President and Chief Executive Officer, Merck & Co.,
Inc. Address: 126 East Lincoln Avenue, Rahway, NJ 07065.

STANLEY C. VAN NESS, Director.--Attorney, Picco Mack Herbert Kennedy Jaffe
Perrella and Yoskin (law firm). Address: One State Street Square, Suite 1000,
Trenton, NJ 08607-1388.

PAUL A. VOLCKER, Director.--Chairman, James D. Wolfensohn, Inc. Address: 599
Lexington Avenue, New York, NY 10022.

JOSEPH H. WILLIAMS, Director.--Chairman of the Board, The Williams Companies
since 1994; Prior to 1994: Chairman and Chief Executive Officer, The Williams
Companies. Address: P.O. Box 2400, Tulsa, OK 74102.

OTHER EXECUTIVE OFFICERS WHO ARE NOT DIRECTORS

MARK B. GRIER, Chief Financial Officer.-- Chief Financial Officer of The
Prudential since 1995. Prior to 1995: Executive Vice President and Head of
Global Markets, Chase Manhattan Corporation.

SUSAN L. BLOUNT, Vice President and Secretary.--Vice President and Secretary of
The Prudential since 1995; Prior to 1995: Assistant General Counsel for
Prudential Residential Services Company.

MARTIN PFINSGRAFF, Vice President and Treasurer.--Vice President and Treasurer
of The Prudential since 1991; Prior to 1991: Senior Vice President, Mellon Bank.

<PAGE>

Account and Company financial statements to be filed by pre-effective amendment.

<PAGE>

Prudential Survivorship Preferred(sm)
INSURANCE CONTRACTS

THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

Prudential Plaza
Newark, New Jersey 07102-3777
Telephone: (800) 445-4571

<PAGE>

PART II

OTHER INFORMATION

<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.

UNDERTAKING WITH RESPECT TO INDEMNIFICATION

The Prudential Directors' and Officers' Liability and Corporation Reimbursement
Program, purchased by The Prudential from Aetna Casualty & Surety Company, CNA
Insurance Company, Lloyds of London, Great American Insurance Company, Reliance
Insurance Company, Corporate Officers & Directors Assurance Ltd., A.C.E.
Insurance Company, Ltd., XL Insurance Company, Ltd., and Zurich-American
Insurance Company, provides coverage for "Loss" (as defined in the policies)
arising from any claim or claims by reason of any actual or alleged act, error,
misstatement, misleading statement, omission, or breach of duty by persons in
the discharge of their duties solely in their capacities as directors or
officers of The Prudential, any of its subsidiaries, or certain investment
companies affiliated with The Prudential. Coverage is also provided to the
individual directors or officers for such Loss, for which they shall not be
indemnified. Loss essentially is the legal liability on claims against a
director or officer, including adjudicated damages, settlements and reasonable
and necessary legal fees and expenses incurred in defense of adjudicatory
proceedings and appeals therefrom. Loss does not include punitive or exemplary
damages or the multiplied portion of any multiplied damage award, criminal or
civil fines or penalties imposed by law, taxes or wages, or matters which are
insurable under the law pursuant to which the policies are construed.

There are a number of exclusions from coverage. Among the matters excluded are
Losses arising as the result of (1) claims brought about or contributed to by
the criminal or deliberate fraudulent acts of a director or officer, and (2)
claims arising from actual or alleged performance of, or failure to perform,
services as, or in any capacity similar to, an investment adviser, investment
banker, underwriter, broker or dealer, as those terms are defined in the
Securities Act of 1933, the Securities Exchange Act of 1934, the Investment
Advisers Act of 1940, the Investment Company Act of 1940, any rules or
regulations thereunder, or any similar federal, state or local statute, rule or
regulation.

The limit of coverage under the Program for both individual and corporate
reimbursement coverage is $150,000,000. The retention for corporate
reimbursement coverage is $10,000,000 per loss.

The relevant provisions of New Jersey law permitting or requiring
indemnification, New Jersey being the state of organization of The Prudential,
can be found in Section 14A:3-5 of the New Jersey Statutes Annotated. The text
of The Prudential's by-law 27, which relates to indemnification of officers and
directors, is incorporated by reference to Exhibit 1.A.(6)(b) to this
Registration Statement.

Insofar as indemnification for liabilities 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.

II-1
<PAGE>

CONTENTS OF REGISTRATION STATEMENT

This Registration Statement comprises the following papers and documents:

The facing sheet.

Cross-reference to items required by Form N-8B-2.

The prospectus consisting of 37 pages.

The undertaking to file reports.

The undertaking with respect to indemnification.

The signatures.

Written consents of the following persons:

None.

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:

A. (1) Resolution of Board of Directors of The Prudential Insurance
Company of America establishing The Prudential Variable
Appreciable Account. (Note 2)

(2) Not Applicable.

(3) Distributing Contracts:

(a) Distribution Agreement between Pruco Securities Corporation
and The Prudential Insurance Company of America. (Note 1)

(b) Proposed form of Agreement between Pruco Securities
Corporation and independent brokers with respect to the Sale
of the Contracts. (Note 1)

(4) Not Applicable.

(5) Survivorship Preferred Variable Appreciable Life Insurance
Contract: (Note 1)

(6) (a) Charter of The Prudential Insurance Company of America, as
amended February 26, 1989. (Note 1)

(b) By-laws of The Prudential Insurance Company of America, as
amended January 10, 1995. (Note 3)

(7) Not Applicable.

(8) Not Applicable.

(9) Not Applicable.

(10) (a) Application Form. (Note 1)

(b) Supplement to the Application. (Note 1)

(11) Form of Notice of Withdrawal Right. (Note 4)

(12) Memorandum describing The Prudential's issuance, transfer, and
redemption procedures for the Contracts pursuant to Rule
6e-3(T)(b)(12)(iii) and method of computing adjustments in
payments and cash surrender values upon conversion to
fixed-benefit policies pursuant to Rule 6e-3(T)(b)(13)(v)(B).
(Note 1)

(13) Available Contract Riders and Endorsements:

(a) Option to Exchange for Separate Contracts. (Note 1)

(b) Rider for Term Insurance Benefit on Life of Second Insured to
Die. (Note 1)

2. See Exhibit 1.A.(5).

3. Opinion and Consent of Clifford E. Kirsch, Esq. as to the legality of the
securities being registered. (Note 4)

4. None.

5. Not Applicable.

6. Opinion and Consent of Andy Mirchuk, FSA, MAAA, as to actuarial matters
pertaining to the securities being registered. (Note 4)

II-2

<PAGE>

7. The Prudential's representations regarding mortality and expense risks and
sales loads. (Note 4)

8. Powers of Attorney:

(a) F. Agnew, F. Becker, W. Boeschenstein
L. Carter, Jr., J. Cullen, C. Davis, R. Enrico
A. Gilmour, W. Gray, III, J. Hanson, C. Horner
A. Jacobson, G. Keith, B. Malkiel, J. Opel
A. Ryan, C. Sitter, D. Staheli, R. Thomson
P. Vagelos, S. Van Ness, P. Volcker, J. Williams (Note 2)

(b) M. Grier (Note 1)

27. Financial Data Schedule. (Note 4)

(Note 1) Filed herewith.

(Note 2) Incorporated by reference to Post-Effective Amendment No. 15 to Form
S-6, Registration No. 33-20000, filed May 1, 1995.

(Note 3) Incorporated by reference to Post-Effective Amendment No. 26 to Form
N-3, Registration No. 2-76580, filed May 1, 1995.

(Note 4) To be filed by Pre-Effective Amendment.

II-3
<PAGE>

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant, The
Prudential Variable Appreciable Account, has duly caused this Registration
Statement to be signed on its behalf by the undersigned thereunto duly
authorized, and its seal hereunto affixed and attested, all in the city of
Newark and the State of New Jersey, on this 17th day of July, 1995.

(Seal) The Prudential Variable Appreciable Account
(Registrant)

By: The Prudential Insurance Company of America
(Depositor)

Attest: /s/ THOMAS C. CASTANO By: /s/ ANDRIY MIRCHUK
----------------------------- -----------------------------
Thomas C. Castano Andriy Mirchuk
Assistant Secretary Vice President and Assistant
Actuary

Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed below by the following persons in the capacities
indicated on this 17th day of July, 1995.

Signature and Title
-------------------

/s/ *
- ------------------------------------
Arthur C. Ryan
Chairman of the Board, President and
Chief Executive Officer

/s/ *
- ------------------------------------
Garnett L. Keith, Jr.
Vice Chairman and Director

/s/ * *By: /s/ THOMAS C. CASTANO
- ------------------------------------ ----------------------------------
Mark B. Grier Thomas C. Castano
Principal Financial Officer (Attorney-in-Fact)

/s/ *
- ------------------------------------
Franklin E. Agnew
Director

/s/ *
- ------------------------------------
Frederic K. Becker
Director

/s/ *
- ------------------------------------
William W. Boeschenstein
Director

/s/ *
- ------------------------------------
Lisle C. Carter, Jr.
Director

/s/ *
- ------------------------------------
James G. Cullen
Director

/s/ *
- ------------------------------------
Carolyne K. Davis
Director

II-4
<PAGE>

/s/ *
- ------------------------------------
Roger A. Enrico
Director

/s/ * *By: /s/ THOMAS C. CASTANO
- ------------------------------------ ----------------------------------
Allan D. Gilmour Thomas C. Castano
Director (Attorney-in-Fact)

/s/ *
- ------------------------------------
William H. Gray, III
Director

/s/ *
- ------------------------------------
Jon F. Hanson
Director

/s/ *
- ------------------------------------
Constance J. Horner
Director

/s/ *
- ------------------------------------
Allen F. Jacobson
Director

/s/ *
- ------------------------------------
Burton G. Malkiel
Director

/s/ *
- ------------------------------------
John R. Opel
Director

/s/ *
- ------------------------------------
Charles R. Sitter
Director

/s/ *
- ------------------------------------
Donald L. Staheli
Director

/s/ *
- ------------------------------------
Richard M. Thomson
Director

/s/ *
- ------------------------------------
P. Roy Vagelos, M.D.
Director

/s/ *
- ------------------------------------
Stanley C. Van Ness
Director

/s/ *
- ------------------------------------
Paul A. Volcker
Director

/s/ *
- ------------------------------------
Joseph H. Williams
Director

II-5

<PAGE>

EXHIBIT INDEX

1.A.(3)(a) Distribution Agreement between Pruco Securities Page II-7
and The Prudential Insurance Company of America.

1.A.(3)(b) Proposed Form of Agreement between Pruco Securities Page II-13
Corporation and independent Brokers with respect to
the Sale of the Contracts.

1.A.(5) Survivorship Preferred Variable Appreciable Life Page II-20
Insurance Contract.

1.A.(6)(a) Charter of The Prudential Insurance Company of Page II-50
America, as amended February 26, 1989.

1.A.(10)(a) Application Form. Page II-51

1.A.(10)(b) Supplement to the Application. Page II-60

1.A.(12) Memorandum describing The Prudential's issuance, Page II-61
transfer, and redemption for the Contracts pursuant
to Rule 6e-3(T)(b)(12)(iii) and method of computing
adjustments in payments and cash surrender values
upon conversion to fixed-benefit policies pursuant
to Rule 6e-3(T)(b)(13)(v)(B).

1.A.(13)(a) Option to Exchange for Separate Contracts. Page II-71

1.A.(13)(b) Rider for Term Insurance Benefit on Life of Page II-73
Second Insured to Die.

1.A.(13)(c) Rider for Term Insurance Benefit. Page II-74

8(b) Power of Attorney: M. Grier Page II-77

II-6

Exhibit 1.A.(3)(a)

DISTRIBUTION AGREEMENT--VARIABLE LIFE INSURANCE CONTRACTS

AGREEMENT made this 1st day of February 1988, by and between The Prudential
Insurance Company of America, a New Jersey corporation ("Company"), on its own
behalf and on behalf of The Prudential Variable Life Insurance Account and The
Prudential Variable Appreciable Life Insurance Account (collectively,
"Accounts") and Pruco Securities Corporation, a New Jersey corporation
("Distributor").

WITNESSETH:

WHEREAS, the Company has established and maintains The Prudential Variable
Life Insurance Account and The Prudential Variable Appreciable Life Insurance
Account, separate investment accounts, pursuant to the laws of New Jersey for
the purpose of selling scheduled premium variable life insurance contracts and
flexible premium variable life insurance contracts (collectively, "Contracts"),
respectively, to commence after the effectiveness of respective Registration
Statements filed with the Securities and Exchange Commission on Form S-6
pursuant to the Securities Act of 1933, as amended (the "1993 Act"); and

WHEREAS, the Account will be registered as a unit investment trust under
the Investment Company Act of 1940 (the "1940 Act"); and

WHEREAS, Distributor is registered as a broker-dealer under the Securities
Exchange Act of 1934 (the "Securities Exchange Act") and is a member of the
National Association of Securities Dealers, Inc. ("NASD"); and

WHEREAS, the Company and the Distributor wish to enter into an agreement to
have the Distributor act as the Company's principal underwriter for the sale of
the Contracts through the Account;

NOW, THEREFORE, the parties agree as follows:

1. Appointment of the Distributor

The Company agrees that during the term of this Agreement it will take all
action which is required to cause the Contracts to comply as an insurance
product and a registered security with all applicable federal and state laws and
regulations. The Company appoints the Distributor and the Distributor agrees to
act as the principal

II-7

<PAGE>

underwriter for the sale of Contracts to the public, during the term of this
Agreement, in each state and other jurisdictions in which such Contracts may
lawfully be sold. Distributor shall offer the Contracts for sale and
distribution at premium rates set by the Company. Applications for the Contracts
shall be solicited only by representatives duly and appropriately licensed or
otherwise qualified for the sale of such Contracts in each state or other
jurisdiction. Company shall undertake to appoint Distributor's qualified
representatives as life insurance agents of Company. Completed applications for
Contracts shall be transmitted directly to the Company for acceptance or
rejection in accordance with underwriting rules established by the Company.
Initial premium payments under the Contracts shall be made by check payable to
the Company and shall be held at all times by Distributor or its representatives
in a fiduciary capacity and remitted promptly to the Company. Anything in this
Agreement to the contrary notwithstanding, the Company retains the ultimate
right to control the sale of the Contracts and to appoint and discharge life
insurance agents of the Company. The Distributor shall be held to the exercise
of reasonable care in carrying out the provisions of this Agreement.

2. Sales Agreements

Distribution is hereby authorized to enter into separate written
agreements, on such terms and conditions as Distributor may determine not
inconsistent with this Agreement, with one or more organizations which agree to
participate in the distribution of either or both of the Contracts. Such
organization (hereafter "Dealer") shall be both registered as a broker/dealer
under the Securities Exchange Act and a member of NASD. Dealer and its agents or
representatives soliciting applications for Contracts shall be duly and
appropriately licensed, registered or otherwise qualified for the sale of such
Contracts (and the riders and other policies offered in connection therewith)
under the insurance laws and any applicable blue-sky laws of each state or other
jurisdiction in which the Company is licensed to sell the Contracts.

Distribor shall have the responsibility for ensuring that Dealer supervises
its representatives. Dealer shall assume any legal responsibilities of Company
for the acts, commissions or defalcations of such representatives insofar as
they relate to the sale of the Contracts. Applications for Contracts solicited
by such Dealer through

II-8
<PAGE>

its agents or representatives shall be transmitted directly to the Company, and
if received by Distributor, shall be forwarded to Company. All premium payments
under the Contracts shall be made by check to Company and, if received by
Distributor, shall be held at all times in a fiduciary capacity and remitted
promptly to Company.

3. Life Insurance Licensing

Company shall be responsible for insuring that Brokers are duly qualified,
under the insurance laws of the applicable jurisdictions, to sell the Contracts.

4. Suitability

Company wishes to ensure that Contracts sold by Distributor will be issued
to purchasers for whom the Contract will be suitable. Distributor shall take
reasonable steps to ensure that the various representatives appointed by it
shall not make recommendations to an applicant to purchase a contract in the
absence of reasonable grounds to believe that the purchase of the Contract is
suitable for such applicant. While not limited to the following, a determination
of suitability shall be based on information furnished to a representative after
reasonable inquiry of such applicant concerning the applicant's insurance and
investment objectives, financial situation and needs, and the likelihood that
the applicant will continue to make the premium payments contemplated by the
Contracts.

5. Promotion Materials

Company shall have the responsibility for furnishing to Distributor and its
representatives sales promotion materials and individual sales proposals related
to the sale of the Contracts. Distributor shall not use any such materials that
have not been approved by Company.

6. Compensation

Company shall arrange for the payment of commissions directly to those
registered representatives of Distributor who are entitled thereto in connection
with the sale of the Contracts on behalf of Distributor, in the amounts and on
such terms and conditions as Company and Distributor shall determine; provided
that such terms, conditions and commissions shall be as are set forth in or

II-9
<PAGE>

as are not inconsistent with the Prospectus included as part of the Registration
Statement for the contracts and effective under the 1993 Act.

Company shall arrange for the payment of commissions directly to those
Brokers who sell Contracts under agreements entered into pursuant to paragraph
2. hereof, in amounts as may be agreed to by the Company and specified in such
written agreements.

Company shall reimburse Distributor for the costs and expenses incurred by
Distributor in furnishing or obtaining the services, materials and supplies
required by the terms of this Agreement in the initial sales efforts and the
continuing obligations hereunder.

7. Records

Distributor shall have the responsibility for maintaining the records of
representatives licensed, registered and otherwise qualified to sell the
Contracts. Distributor shall maintain such other records as are required of it
by applicable laws and regulations. The books, accounts, and records of Company,
the Account and Distributor shall be maintained so as to clearly and accurately
disclose the nature and details of the transactions. All records maintained by
the Distributor in connection with this Agreement shall be the property of the
Company and shall be returned to the Company upon termination of this Agreement,
free from all claims or retention of rights by the Distributor. The Distributor
shall keep confidential any information obtained pursuant to this Agreement and
shall disclose such information, only if the Company has authorized such
disclosure, or if such disclosure is expressly required by applicable federal or
state regulatory authorities.

8. Investigation and Proceeding

(a) Distributor and Company agree to cooperate fully in any insurance
regulatory investigation or proceeding or judicial proceeding arising in
connection with the Contracts distributed under this Agreement. Distributor and
Company further agree to cooperate fully in any Securities regulatory
investigation or proceeding with respect to Company, Distributor, their
affiliates and their agents or representatives to the extent that such
investigation or proceeding is in connection with Contracts

II-10

<PAGE>

distributed under this Agreement. The Distributor shall furnish applicable
federal and state regulatory authorities with any information or reports in
connection with its services under this Agreement which such authorities may
request in order to ascertain whether the company's operations are being
conducted in a manner consistent with any applicable law or regulations.

(b) In the case of a substantive customer complaint, Distributor and
Company will cooperate in investigating such complaint and any response to such
complaint will be sent to the other party to this Agreement for approval not
less than five business days prior to its being sent to the customer or
regulatory authority, except that if a more prompt response is required, the
proposed response shall be communicated by telephone or telegraph.

9. Termination

This Agreement shall terminate automatically upon its assignment without
the prior written consent of both parties. This Agreement may be terminated at
any time by either party on 60 days' written notice to the other party, without
the payment of any penalty. Upon termination of this Agreement all
authorizations, rights and obligations shall cease except the obligation to
settle accounts hereunder, including commissions on premiums subsequently
received for Contracts in effect at time of termination, and the agreements
contained in paragraph 8 hereof.

10. Regulation

This Agreement shall be subject to the provisions of the 1940 Act and the
Securities Exchange Act of the rules, regulations, and rulings thereunder and of
the applicable rules and regulations of the NASD, from time to time in effect,
and the terms hereof shall be interpreted and construed in accordance therewith.

11. Severability

If any provision of this Agreement shall be held or made invalid by a court
decision, statute, rule or otherwise, the remainder of this Agreement shall not
be affected thereby.

II-11
<PAGE>

12. Applicable Law

This Agreement shall be construed and enforced in accordance with and
governed by the laws of the State of Arizona.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
duly executed as of the day and year first above written.

THE PRUDENTIAL LIFE INSURANCE COMPANY
OF AMERICA

By:
--------------------------------
Second Vice President

PRUCO SECURITIES CORPORATION

By:
--------------------------------
President

II-12

Exhibit 1.A.(3)(b)

SELECTED BROKER AGREEMENT

AGREEMENT dated ___________, by and between Pruco Securities Corporation
(Distributor), a New Jersey corporation and _________ (Broker), a ___________
corporation.

WITNESSETH:

In consideration of the mutual promises contained herein, the parties
hereto agree as follows:

A. Definitions

(1) Contracts--Variable life insurance contracts and/or variable annuity
contracts described in Schedule A attached hereto which may be issued and
issued by any one of Pruco Life Insurance Company, Pruco Life Insurance
Company of New Jersey or The Prudential Insurance Company of America
(hereinafter collectively called the "Company") and for which Distributor
has been appointed the principal underwriter pursuant to Distribution
Agreements, copies of which have been furnished to Broker.

(2) Accounts--Separate accounts established and maintained by Company
pursuant to the laws of Arizona or New Jersey, as applicable, to fund the
benefits under the Contracts.

(3) The Prudential Series Fund, Inc., or the Fund--An open-end management
investment company registered under the 1940 Act, shares of which are
sold to the Accounts in connection with the sale of the Contracts.

(4) Registration Statement--The registration statements and amendments
thereto relating to the Contracts, the Accounts, and the Fund, including
financial statements and all exhibits.

(5) Prospectus--The prospectuses included within the registration Statements
referred to herein.

(6) 1933 Act--The Securities Act of 1933, as amended.

(7) 1934 Act--The Securities Exchange Act of 1934, as amended.

(8) SEC--The Securities and Exchange Commission.

B. Agreements of Distributor

(1) Pursuant to the authority delegated to it by Company, Distributor hereby
authorizes Broker during the term of this Agreement to solicit
applications for Contracts from eligible persons provided that there is
an effective Registration Statement relating to such Contracts and
provided further that Broker has been notified by Distributor that the
Contracts are qualified for sale under all applicable securities and
insurance laws of the state or jurisdiction in which the application will
be solicited. In connection with the solicitation of applications for
Contracts, Broker is hereby authorized to offer riders that are available
with the Contracts in accordance with instructions furnished by
Distributor or Company.

(2) Distributor, during the term of this Agreement, will notify Broker of the
issuance by the SEC of any stop order with respect to the Registration
Statement or any amendments thereto or the initiation of any proceedings
for that purpose or for any other purpose relating to the registration
and/or offering of the Contracts and of any other action or circumstance
that may prevent the lawful sale of the contract in any state or
jurisdiction.

II-13
<PAGE>

(3) During the term of this Agreement, Distributor shall advise Broker of any
amendment to the Registration Statement or any amendment or supplement to
any Prospectus.

C. Agreements of Broker

(1) It is understood and agreed that Broker is a registered broker/dealer
under the 1934 Act and a member of the National Association of Securities
Dealers, Inc. and that the agents or representatives of Broker who will
be soliciting applications for the Contracts also will be duly registered
representatives of Broker.

(2) Commencing at such time as Distributor and Broker shall agree upon,
Broker agrees to use its best efforts to find purchasers for the contract
acceptable to Company. In meeting its obligation to use its best efforts
to solicit applications for Contracts, Broker shall, during the term of
this Agreement, engage in the following activities:

(a) Continuously utilize training, sales and promotional materials which
have been approved by Company;

(b) Establish and implement reasonable procedures for periodic inspection
and supervision of sales practices of its agents or representatives
and submit periodic reports to Distributor as may be requested on the
results of such inspections and the compliance with such procedures.

(c) Broker shall take reasonable steps to ensure that the various
representatives appointed by it shall not make recommendations to an
applicant to purchase a Contract in the absence of reasonable grounds
to believe that the purchase of the Contract is suitable for such
applicant. While not limited to the following, a determination of
suitability shall be based on information furnished to a
representative after reasonable inquiry of such applicant concerning
the applicant's insurance and investment objectives, financial
situation and needs, and the likelihood that the applicant will
continue to make the premium payments contemplated by the Contract.

(3) All payments for Contracts collected by agents or representatives of
Broker shall be held at all times in a fiduciary capacity and shall be
remitted promptly in full together with such applications, forms and
other required documentation to an office of the company designated by
Distributor. Checks or money orders in payment of initial premiums shall
be drawn to the order of the applicable one of "Pruco Life Insurance
Company", (for contracts issued by Pruco Life Insurance Company and/or
Pruco Life Insurance Company of New Jersey) or "The Prudential Insurance
Company of America". Broker acknowledges that the Company retains the
ultimate right to control the sale of the Contracts and that the
Distributor or Company shall have the unconditional right to reject, in
whole or part, any application for the contract. In the event Company or
Distributor rejects an application, Company immediately will return all
payments directly to the purchaser and Broker will be notified of such
action. In the event that any purchaser of a Contract elects to return
such Contract pursuant to Rule 6e-2(b)(13)(viii) of the 1940 Act, the
purchaser will receive a refund of any premium payments, plus or minus
any change due to investment performance in the value of the invested
portion of such premiums; however, if applicable state law so requires,
the purchaser who exercises his short-term cancellation right will
receive a refund of all payments made, unadjusted for investment
experience prior to the cancellation. The Broker will be notified of any
such action.

(4) Broker shall act as an independent contractor, and nothing herein
contained shall constitute Broker, its agents or representatives, or any
employees thereof as employees of Company or Distributor in connection
with the solicitation of applications for Contracts. Broker, its agents
or representatives, and its employees shall not hold themselves out to be
employees of Company or Distributor in this connection or in any dealings
with the public.

II-14
<PAGE>

(5) Broker agrees that any material it develops, approves or uses for sales,
training, explanatory or other purposes in connection with the
solicitation of applications for Contracts hereunder (other than generic
advertising materials which do not make specific reference to the
Contracts) will not be used without the prior written consent of
Distributor and, where appropriate, the endorsement of Company to be
obtained by Distributor.

(6) Solicitation and other activities by Broker shall be undertaken only in
accordance with applicable laws and regulations. No agent or
representative of Broker shall solicit applications for the Contracts
until duly licensed and appointed by Company as a life insurance and
variable contract broker or agent of Company in the appropriate states or
other jurisdictions. Broker shall ensure that such agents or
representatives fulfill any training requirements necessary to be
licensed. Broker understands and acknowledges that neither it nor its
agents or representatives is authorized by Distributor or Company to give
any information or make any representation in connection with this
Agreement or the offering of the Contracts other than those contained in
the Prospectus or other solicitation material authorized in writing by
Distributor or Company.

(7) Broker shall not have authority on behalf of Distributor or Company to:
make, alter or discharge any Contract or other form; waive any
forfeiture, extend the time of paying any premium; receive any monies or
premiums due, or to become due, to Company, except as set forth in
Section C(3) of this Agreement. Broker shall not expend, nor contract for
the expenditure of the funds of Distributor, nor shall Broker possess or
exercise any authority on behalf of Broker by this Agreement.

(8) Broker shall have the responsibility for maintaining the records of its
representatives licensed, registered and otherwise qualified to sell the
Contracts. Broker shall maintain such other records as are required of it
by applicable laws and regulations. The books, accounts and records of
Company, the Account, Distributor and Broker relating to the sale of the
Contracts shall be maintained so as to clearly and accurately disclose
the nature and details of the transactions. All records maintained by the
Broker in connection with this Agreement shall be the property of the
Company and shall be returned to the Company upon termination of rights
by the Broker. Nothing in this Section C(8) shall be interpreted to
prevent the Broker from retaining copies of any such records which the
Broker, in its discretion, deems necessary or desirable to keep. The
Broker shall keep confidential any information obtained pursuant to this
Agreement and shall disclose such information, only if the Company has
authorized such disclosure, or if such disclosure is expressly required
by applicable federal or state regulatory authorities.

D. Compensation

(1) Pursuant to the Distribution Agreement between Distributor and Company,
Distributor shall cause Company to arrange for the payment of commissions
to Broker as compensation for the sale of each contract sold by an agent
or representative of Broker. The amount of such compensation shall be
based on a schedule to be determined by agreement of Company, Distributor
and Broker. Company shall identify to Broker with each such payment the
name of the agent or representative of Broker who solicited each Contract
covered by the payment.

(2) Neither Broker nor any of its agents or representatives shall have any
right to withhold or deduct any part of any premium it shall receive for
purposes of payment of commission or otherwise. Neither Broker nor any of
its agents or representatives shall have an interest in any compensation
paid by Company to Distributor, now or hereafter, in connection with the
sale of any Contracts hereunder.

E. Use of Insurance Agency Affiliate of Broker

It is understood and agreed that the registered representatives of
Broker engaged in the offer and sale of the Contracts may be employed by
(___________________________________________________), an affiliate of
Broker which is licensed as an insurance agency (hereinafter referred
to as "Insurance Agency Affiliate"), and whose shareholders, officers,
and employees are

II-15
<PAGE>

"associated persons" of Broker within the meaning of Section 3(a)(18) of
the 1934 Act. It is further understood and agreed that records relating
to sales of Contracts by such employees may be maintained by Insurance
Company Affiliate. It is further understood and agreed that commissions
payable under this agreement shall, if broker so directs, be paid to
Insurance Agency Affiliate. Broker agrees that, if the Contracts are sold
through Insurance Agency affiliate:

(1) Broker will retain full responsibility for compliance with the
requirements of the 1933 Act and the 1934 Act, and will continue to
perform all obligations set forth in Section C above.

(2) Any books and records maintained by Insurance Agency Affiliate will be
deemed, for purposes of the 1934 Act, to be books and records of Broker
and will conform to the requirements of Section 17(a) of the 1934 Act and
the rules thereunder. The manner in which the books and records of Broker
and Insurance Agency Affiliate are made and maintained will permit
supervisory personnel of Broker as well as authorized examiners of the
SEC or of another appropriate governmental agency or self-regulatory
organization to review data concerning transactions in the Contracts
effected through Insurance Agency Affiliate to the same extent as if such
transactions had been effected through Broker itself. This may be
accomplished either through maintaining one set of books and records for
Broker and Insurance Agency Affiliate or by maintaining separate sets of
books and records with adequate integration, through cross-referencing
or otherwise, between records maintained by Broker and those maintained
by Insurance Agency Affiliate.

(3) Any receipt by Insurance Agency Affiliate of commissions for the sale of
the Contracts, and any payment by Insurance Agency Affiliate of
commissions for the sale of the Contracts to its sales personnel, will be
reflected in the FOCUS reports filed by Broker pursuant to Section 17(a)
of the 1934 Act and the rules thereunder and in its fee assessment
reports filed with the National Association of Securities Dealers, Inc.

(4) All premiums derived from the sale of the Contract through Insurance
Agency Affiliate will be sent directly to the Company by Insurance Agency
Affiliate customers or will be sent by them to Broker for forwarding to
the Company. Insurance Agency Affiliate will not receive or accumulate
customer funds nor will it receive or maintain custody of customer
securities.

F. Complaints and Investigations

(1) Broker and Distributor jointly agree to cooperate fully in any insurance
regulatory investigation or proceeding or judicial proceeding arising in
connection with the Contracts marketed under this Agreement. Broker and
Distributor further agree to cooperate fully in any securities regulatory
investigation or proceeding or judicial proceeding with respect to
Broker, Distributor, their affiliates and their agents or representatives
to the extent that such investigation or proceeding is in connection with
Contract marketed under this Agreement. Broker shall furnish applicable
federal and state regulatory authorities with any information or reports
in connection with its services under this Agreement which such
authorities may request in order to ascertain whether the Company's
operations are being conducted in a manner consistent with any applicable
law or regulation.

G. Term of Agreement

(1) This Agreement shall continue in force for one year from its effective
date and thereafter shall automatically be renewed every year for a
further one year period; provided that either party may unilaterally
terminate this Agreement upon thirty (30) days' written notice to the
other party of its intention to do so.

(2) Upon termination of this Agreement, all authorizations, rights and
obligations shall cease except (a) the agreements contained in Section F
hereof; (b) the indemnity set forth in Section H hereof; and (c) the
obligation to settle accounts hereunder, including commission payments on
premiums

II-16

<PAGE>

subsequently received for Contracts in effect at the time of termination
or issued pursuant to applications received by Broker prior to
termination.

H. Indemnity

(1) Broker shall be held to the exercise of reasonable care in carrying out
the provision of this Agreement.

(2) Distributor agrees to indemnify and hold harmless Broker and each officer
or director of Broker against any losses, claims, damages or liabilities,
joint or several, to which Broker or such officer or director become
subject, under the 1933 Act or otherwise, insofar as such losses, claims,
damages or liabilities (or actions in respect thereof) arise out of or
are based upon any untrue statement or alleged untrue statement of
material fact, required to be stated therein or necessary
to make the statements therein not misleading, contained in any
Registration Statement or any post-effective amendment thereof or in the
Prospectus or any amendment or supplement to the Prospectus, or any sales
literature provided by the Company or by the Distributor.

(3) Broker agrees to indemnify and hold harmless Company and Distributor and
each of their current and former directors and officers and each person,
if any, who controls or has controlled Company or Distributor within the
meaning of the 1933 Act or the 1934 Act, against any losses, claims,
damages or liabilities to which Company or Distributor and any such
director or officer or controlling person may become subject, under the
1933 Act or otherwise, insofar as such losses, claims, damages or
liabilities (or actions in respect thereof) arise out of or are based
upon:

(a) Any unauthorized use of sales materials or any verbal or written
misrepresentations or any unlawful sales practices concerning the
Contracts by Brokers; or

(b) Claims by agents or representatives or employees of Broker for
commissions, service fees, development allowances or other
compensation or renumeration of any type;

(c) The failure of Broker, its officers, employees, or agents to comply
with the provisions of this Agreement; and Broker will reimburse
Company and Distributor and any director or officer or controlling
person of either for any legal or other expenses reasonably incurred
by Company, Distributor, or such director, officer of controlling
person in connection with investigating of defending any such loss,
claims, damage, liability or action. This indemnity agreement will be
in addition to any liability which Broker may otherwise have.

I. Assignability

This Agreement shall not be assigned by either party without the written
consent of the other.

J. Governing Law

This Agreement shall be governed by and Construed in accordance with the
laws of the State of New Jersey.

II-17

<PAGE>

In Witness Whereof, the parties hereto have caused this Agreement to be
duly executed as of the day and year first above written.

PRUCO SECURITIES CORPORATION
(Distributor)

By: ____________________________
President

________________________________
(Broker)

By:_____________________________

II-18
<PAGE>

SELECTED BROKER AGREEMENT
SCHEDULE A

The following policies are the Contracts as defined in the Agreement made
and effective ________________, 19__, between Pruco Securities Corporation
and _____________________.

THE PRUDENTIAL INSURANCE COMPANY OF AMERICA
- -------------------------------------------

VARIABLE APPRECIABLE LIFE
(Flexible Premium Variable Life Policy)

VARIABLE LIFE
(Scheduled Premium Variable Life Policy)

SURVIVORSHIP VARIABLE UNIVERSAL LIFE
(Flexible Premium Variable Life Policy)

II-19

Exhibit 1.A.(5)

The Prudential Insurance Company of America
a mutual life insurance company
Prudential Plaza, Newark, New Jersey 07102

Insured Policy Number
Insured Contract Date

Agency

Flexible Premium Survivorship Variable Life Insurance Policy. Survivorship
insurance payable only upon death of second Insured to die. Cash values reflect
premium payments, investment results, and charges. Eligible for annual dividends
as stated under Dividends.

We will promptly pay the beneficiary the death benefit described under the Death
Benefit provision of this contract if we receive due proof that both Insureds
died (but proof of the first death must be given to us when it occurs). We make
this promise subject to all the provisions of this contract.

The amount and duration of the death benefit may be fixed or variable, depending
on the payment of premiums, the investment experience of the variable investment
options, any excess interest credited to the fixed investment options, and the
charges made.

The cash value may increase or decrease daily, depending on the payment of
premiums, the investment experience of the variable investment options, any
excess interest credited to the fixed investment options, and the charges made.
There is no guaranteed minimum cash value.

If there is ever a question about this contract, just see a Prudential agent or
contact one of our offices.

Right to Cancel Contract.--You may return this contract to us within 10 days
after you receive it. All you have to do is take the contract or mail it to one
of our offices or to the representative who sold it to you. It will be canceled
and we will return your money in accordance with applicable law.

Signed for Prudential.

Secretary President

PLEASE READ YOUR POLICY CAREFULLY; it is a legal contract
between you and Prudential.

II-20
SVUL-95

<PAGE>

GUIDE TO CONTENTS

Page

Contract Data 3
Insured(s) Information; Rating Class; Basic Contract
Information; Type of Insurance Amount; Survivorship Insurance;
Minimum Initial Premium; Contract Limitations; Other Benefits;
Adjustments to Premium Payments; Adjustments to the Contract
Fund; Monthly Deductions From The Contract Fund For Other
Benefits; Investment Options; Variable Investment Options;
Fixed Investment Options; Schedule of Initial Allocation of
Invested Premium Amounts

Table Of Death Benefit Guarantee Values ............................. 4

Table Of Maximum Monthly Insurance Rates Per $1,000 .................. 4A

Table Of Attained Age Factors ....................................... 4B & 4C

Definitions ......................................................... 5

The Contract ........................................................ 5
Entire Contract; Contract Modifications; Incontestability

Ownership ........................................................... 6

Death Benefit Provisions ............................................ 6 & 7
Basic Survivorship Death Benefit; Insurance Amount; Additional
Death Benefits; Method of Payment; Suicide Exclusion; Interest
on Death Benefit; Simultaneous Death

Decrease in Basic Insurance Amount .................................. 7

Changing The Type Of Insurance Amount ............................... 8

Beneficiary ......................................................... 9

Dividends ........................................................... 9
Participation; Dividend Options

Premium Payment ..................................................... 10
Payment of Premiums; Invested Premium Amount; Allocations

Contract Fund ....................................................... 10
Coverage Amount

Default ............................................................. 11
Excess Contract Debt Default, Contract Fund Default, Notice of
Default

Death Benefit Guarantee ............................................. 11
Death Benefit Guarantee; Guarantee Values

Reinstatement ....................................................... 12

Separate Account .................................................... 13
Separate Account; Variable Investments; Separate Account
Investments

Fixed Investments ................................................... 13

II-21
<PAGE>

Page

Transfers ........................................................... 14
Class One Investments; Class Two Investments; Class Three
Investments

Surrender ........................................................... 14
Net Cash Value

Withdrawals ......................................................... 15
Effect on Contract Fund; Effect on Basic Insurance Amount

Loans ............................................................... 16
Loan Value; Contract Debt; Loan Requirements; Interest Charge;
Preferred Loans; Maximum Preferred Loan Amount; Effect on
Contract Fund

General Provisions .................................................. 17
Annual Report; Payment of Death Claim; Currency; Misstatement
of Age or Sex; Assignment; Change in Plan; Applicable Tax Law

Basis of Computation ................................................ 18
Mortality Basis and Interest Rate; Minimum Legal Values

Settlement Options .................................................. 19
Options Described; Interest Rate

Settlement Options Tables ........................................... 20

A copy of the application and any riders or endorsements
can be found at the end of the contract.

II-22
<PAGE>

CONTRACT DATA

Insured(s) Information

(1) JOHN DOE Male, Issue Age 60
(2) MARY DOE Female, Issue Age 60

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

Rating Class

Insured (1) Select Standard
Insured (2) Select Standard

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

Basic Contract Information

Policy Number xx xxx xx
Contract Date October 1, 1995
Premium Period While either Insured is living
Beneficiary See Beneficiary Provision attached

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

Type of Insurance Amount

Variable Insurance Amount

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

Survivorship Insurance

Total Survivorship Insurance $250,000.00
-----------
This amount is comprised of the
following:

Basic Insurance Amount $250,000.00

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

Minimum Initial Premium

The minimum initial premium due on the Contract Date is $663.85.

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

Contract Limitations

The minimum premium we will accept is $25.00.

CONTRACT DATA CONTINUED ON THE NEXT PAGE

Page 3 (95)

II-23

<PAGE>

CONTRACT DATA CONTINUED

The minimum basic insurance amount is $250,000.00.
The minimum decrease in basic amount is $10,000.00. (See
Decrease in Basic Insurance Amount.)

The minimum amount you may withdraw is $500.00. (See
Withdrawals.)

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

Adjustments to Premium Payments

From each premium paid we will:

Subtract a charge of up to 7.5% for any taxes attributable to
premiums. For purposes of this charge, the term "taxes attributable
to premiums" shall include: (a) any federal, state or local income
tax, (b) any premium, excise, or business tax, and (c) any other type
of tax (or component thereof) measured by or based upon the amount of
premium received by us.

Subtract a charge for sales expenses from premiums paid in the first
contract year at a rates of up to 30% of the first $5,901.25 of
premiums, and a rate of up to 4% of premiums exceeding that amount.

Subtract a charge for sales expenses from premiums paid after the
first but before the nineteenth contract year at a rate of up to
7.5% of the first $5,901.25 of premiums received by us during each
contract year, and a rate of up to 4% of premiums exceeding that
amount.

Subtract a charge for sales expenses from premiums paid during and
after the nineteenth but before the twenty-first contract year at a
rate of up to 4% of premium paid.

The remainder of the premium is the invested premium amount.

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

Adjustments to the Contract Fund

On the Contract Date the contract fund is equal to the invested premium amount
credited on that date, minus any of the charges described below which may be due
on that date.

CONTRACT DATA CONTINUED ON NEXT PAGE

Page 3A (95)

II-24

<PAGE>

CONTRACT DATA CONTINUED

On each day after the contract date, we will adjust the contract fund by:

adding any invested premium amounts.

adding any increase due to investment results in the value of the
variable investment options.

adding guaranteed interest at an effective annual rate of 4%
(0.01074598% a day) on that portion of the contract fund that is not
in a variable investment option.

adding any excess interest on that portion of the contract fund that
is not in a variable investment option.

subtracting any decrease due to investment results of the variable
investment options.

subtracting a charge against the variable investment options at a
rate of not more than .00245475% a day (0.90% a year) for mortality
and expense risks that we assume.

subtracting any withdrawals.

subtracting an administrative charge of up to $25.00 for any
withdrawals.

subtracting an administrative charge of up to $25.00 for any decrease
in basic amount.

subtracting an administrative charge of up to $25.00 for each
transfer exceeding twelve in any contract year.

And on each monthly date, we will adjust the contract fund by:

subtracting a monthly charge for the expected cost of insurance of up
to the maximum monthly rate (see Table of Maximum Monthly Insurance
Rates) multiplied by the coverage amount divided by $1,000. The
coverage amount is equal to the insurance amount (See Insurance
Amount) minus the value of the contract fund.

subtracting a monthly charge for administrative expenses of up to
$25.00 during the first contract year, and $10.00 thereafter.

CONTRACT DATA CONTINUED ON NEXT PAGE

Page 3B (95)

II-25

<PAGE>

CONTRACT DATA CONTINUED

subtracting any charge for extra rating class.

subtracting a monthly charge of up to $2.50 to guarantee the minimum
death benefit.

subtracting a monthly deduction for any other benefits.

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

CONTRACT DATA CONTINUED ON NEXT PAGE

Page 3C (95)

II-26

<PAGE>

CONTRACT DATA CONTINUED

Investment Options

A. SEPARATE ACCOUNT:

The separate account available to you is The Prudential Variable Appreciable
Account. Each investment option of this separate account invests in a specific
portfolio of Prudential Series Fund, Inc. We show the available investment
options of the account below. They invest in Series Fund portfolios with the
same names. This separate account is registered with the SEC under the
Investment Company Act of 1940.

These are Class One investments as described under Transfers.

Variable Investment Options

MONEY MARKET
BOND
COMMON STOCK
AGGRESSIVELY MANAGED FLX
CONSERVATIVE MANAGED FLX
ZERO COUPON BOND 2000
ZERO COUPON BOND 2005
HIGH DIVIDEND STOCK
HIGH YIELD BOND
NATURAL RESOURCES
STOCK INDEX
GOVERNMENT SECURITIES
GROWTH STOCK
SMALL CAPITALIZATION STOCK
GLOBAL EQUITY

B. FIXED INTEREST RATE INVESTMENT OPTION

The fixed interest rate investment option is funded by the general account of
the company. It is described in the Fixed Investments provision of this
contract. This is a Class Two investment option as described under Transfers.

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

Schedule of Initial Allocation of Invested Premium Amounts

Fixed Interest Rate 40%
Aggressively Managed Flx 60%

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

END OF CONTRACT DATA

Page 3D (95)

II-27

<PAGE>

TABLES

Table of Death Benefit Guarantee Values

These values are used to determine the death benefit guarantee as described
under Death Benefit Guarantee. The values on contract anniversaries are shown
below. On a date that falls between two anniversaries, the value will fall
between the values for those anniversaries considering the time that has passed
since the last anniversary.

The Limited Death Benefit Guarantee period is the first 21 contract years.

Limited Lifetime
Contract Death Benefit Death Benefit
Anniversary Guarantee Value Guarantee Value
----------- --------------- ----------------

Contract Date $ 0 $ 0
1st 6,138 28,738
2nd 12,521 58,626
3rd 19,159 89,708
4th 26,062 122,034
5th 33,242 155,653

6th 40,709 190,617
7th 48,475 226,980
8th 56,551 264,797
9th 64,950 304,126
10th 73,686 345,029

11th 82,770 387,568
12th 92,218 431,808
13th 102,044 477,818
14th 112,263 525,669
15th 122,891 575,433

16th 133,944 627,188
17th 145,439 681,014
18th 157,394 736,992
19th 169,827 795,209
20th 182,757 855,755

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

TABLES CONTINUED ON NEXT PAGE

Page 4 (95)

II-28

<PAGE>

TABLES CONTINUED

Limited Lifetime
Contract Death Benefit Death Benefit
Anniversary Guarantee Value Guarantee Value
----------- --------------- ----------------

21st $196,205 918,723
22nd 984,210
23rd 1,052,316
24th 1,123,147
25th 1,196,810

26th 1,273,420
27th 1,353,095
28th 1,435,956
29th 1,522,132
30th 1,611,755

31st 1,704,963
32nd 1,801,899
33rd 1,902,713
34th 2,007,559
35th 2,116,600

36th 2,230,001
37th 2,347,939
38th 2,470,594
39th 2,598,156
40th 2,730,820

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

TABLES CONTINUED ON NEXT PAGE

Page 4A (95)

II-29

<PAGE>

TABLES CONTINUED

Table of Maximum Monthly Insurance Rates per $1,000

Contract Maximum Contract Maximum
Year Monthly Rate Year Monthly Rate
-------- ------------ -------- ------------
1 .02609 21 6.22030
2 .08482 22 7.00918
3 .15580 23 7.89207
4 .24229 24 8.88429
5 .34644 25 9.95011

6 .46891 26 11.06885
7 .60950 27 12.22560
8 .76630 28 13.41973
9 .94019 29 14.65602
10 1.13526 30 15.92053

11 1.35871 31 17.28078
12 1.62243 32 18.72437
13 1.93474 33 20.32351
14 2.30162 34 22.21322
15 2.72526 35 24.72665

16 3.20162 36 28.48860
17 3.72170 37 34.52966
18 4.27772 38 44.78497
19 4.87072 39 61.99950
20 5.51275 40 83.33333

We may charge less than these rates. At least once every five years, but not
more often than once a year, we will consider the need to change the rates we
charge based on actual or anticipated mortality experience under contracts like
this one. We will change them only if we do so for all contracts like this one
dated in the same year as this one.

See the Basis of Computation for a description of the basis we use to compute
these rates.

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

TABLES CONTINUED ON NEXT PAGE

Page 4B (95)

II-30

<PAGE>

TABLES CONTINUED

Table of Attained Age Factors

These factors are used to determine your insurance amount as described under
Death Benefit Provisions. These factors apply during each contract year starting
on the contract anniversary when the younger insured's attained age is as shown.

Attained Age of Attained Age of
Younger Insured Factors Younger Insured Factors
--------------- ------- --------------- -------
60 3.22 80 1.50
61 2.70 81 1.45
62 2.60 82 1.42
63 2.50 83 1.40
64 2.40 84 1.36
65 2.32 85 1.33
66 2.30 86 1.31
67 2.20 87 1.30
68 2.10 88 1.26
69 2.03 89 1.24
70 2.00 90 1.22
71 1.91 91 1.20
72 1.90 92 1.19
73 1.80 93 1.17
74 1.74 94 1.15
75 1.70 95 1.13
76 1.65 96 1.10
77 1.61 97 1.07
78 1.60 98 1.06
79 1.52 99 1.04

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

END OF TABLES

Page 4C (95)

II-31

<PAGE>

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

DEFINITIONS

We, our and us.--The Prudential Insurance Company of
America (Prudential).

You and Your.--The owner(s) of the contract.

Insured.--A person named as an Insured on the first page.
He or she need not be the owner.

SEC.--The Securities and Exchange Commission.

Issue Date.--The contract date shown on the first page.

Anniversary or contract anniversary.--The same day and
month as the contract date in each later year.

Contract Year.--A year that starts on the contract date or
on an anniversary.

Monthly Date.--The contract date and the same day as the
contract date in each later month.

Contract Month.--A month that starts on a monthly date.

Attained Age.--An Insured's attained age at any time is the
issue age plus the length of time since the contract date.
You will find each Insured's issue age near the top of
page 3.

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

THE CONTRACT

Entire Contract This policy and any attached copy of an application,
including an application requesting a change, form the
entire contract. We assume that all statements in an
application are made to the best of the knowledge and
belief of the person(s) who make them; in the absence of
fraud, they are deemed to be representations and not
warranties. We rely on those statements when we issue the
contract and when we change it. We will not use any
statement, unless made in an application, to try to void
the contract, to contest a change, or to deny a claim.

Contract Only a Prudential officer with the rank or title of vice
Modifications president may agree to modify this contract, and then only
in writing.

Incontestability Except as we state in the next sentence, we will not
contest this contract after it has been in force during the
lifetime of both Insureds for two years from the issue
date. The exceptions are: (1) non-payment of enough premium
to pay the required charges; and (2) any change in the
contract that requires our approval and that would increase
our liability. For any such change, we will not contest the
change after it has been in effect for two years during the
lifetime of at least one of the Insureds. At the end of the
second contract year we will mail you a notice requesting
that you tell us if either Insured has died. Failure to
tell us of the death of an Insured will not avoid a
contest, if we have a basis for one, even if premium
payments continue to be made.

Page 5

II-32
<PAGE>

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

OWNERSHIP

Unless a different owner is named in the application, the
owner(s) of the contract are the Insureds jointly or the
survivor of them. If a different owner is named, we will
show that owner in an endorsement to the contract. If this
contract is owned jointly, the exercise of rights under
this contract must be made by both jointly. This ownership
arrangement will remain in effect unless you ask us to
change it.

If you wish to change the ownership of the contract, your
request must be in a form that meets our needs. The change
will take effect only when we file the request; this will
be after you send us the contract, if we require it to
issue an endorsement. Then any previous owner's interest
will end as of the date of the request, even if neither
Insured is living when we file the request.

While either of the Insureds is living, the owner(s), with
no one else's consent, is entitled to any contract benefit
and value, and to the exercise of any right and privilege
granted by the contract or by us.

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

DEATH BENEFIT PROVISIONS

Basic Survivorship We will pay a benefit to the beneficiary at the second
Death Benefit death if this contract is in force at the time of that
death; that is, if it has not been surrendered and it is
not in default past the grace period.

If the contract is not in default, the amount we will pay
will be the insurance amount determined as of the date of
the second death, increased by any dividend credits and
reduced by any contract debt.

If the contract is in default, and the second death occurs
in the grace period (described under Default), we will pay
the insurance amount increased by any dividend credits and
reduced by any contract debt and the amount needed to pay
charges through the date of death.

If the second death occurs past the grace period, no death
benefit is payable.

Insurance Amount This contract has either a variable or a fixed insurance
amount. We show the type of insurance amount that applies
to this contract under Type of Insurance Amount in the
contract data pages.

If this contract has a fixed insurance amount, the
insurance amount on any date is equal to the greater of:
(1) the basic insurance amount shown under Survivorship
Insurance, and (2) the contract fund before deduction of
any monthly charges due on that date, multiplied by the
attained age factor that applies. We show the Survivorship
Insurance and attained age factors in the contract data
pages.

If this contract has a variable insurance amount, the
insurance amount on any date is equal to the greatest of:
(1) the basic insurance amount shown under Survivorship
Insurance, (2) the basic insurance amount plus the contract
fund before deduction of any monthly charges due on that
date, and (3) the contract fund before deduction of any
monthly charges due on that date, multiplied by the
attained age factor that applies.

Page 6

II-33
<PAGE>

Additional Death This contract may provide additional benefits, which may be
Benefits payable on either the first or second death. If it does,
they will be listed on a contract data page, and a form
describing the benefit will be included in this contract.
Any such benefit will be payable only if the contract is
not in default at the time of the death.

Method of Payment You may choose to have any death benefit paid in a single
sum or under one of the optional modes of settlement shown
in the Settlement Options provision.

Suicide Exclusion If either Insured, whether sane or insane, dies by suicide
within two years from the issue date, this contract will
end and we will return the premiums paid, less any contract
debt, and less any withdrawals. If there is a surviving
Insured, we will make a new contract available on the life
of that Insured. The amount of coverage, issue age,
contract date, and Insured's underwriting classification
will be the same as when this contract was issued. We will
set the premiums for the new contract in accordance with
our regular rules in use on the contract date.

Interest on Death Any death benefit described above will be credited with
Benefit interest from the date of death according to the laws of
the jurisdiction where this contract is delivered.

Simultaneous Death If both Insureds die while this contract is in force and we
find there is a lack of sufficient evidence that they died
other than simultaneously, we will assume that the older
Insured died first.

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

DECREASE IN BASIC INSURANCE AMOUNT

You may decrease the basic insurance amount. You may do so
subject to our approval and all these conditions and the
paragraph that follows:

1. You must ask for the decrease in a form that meets our
needs.

2. The amount of the decrease must be at least equal to
the minimum decrease in basic insurance amount shown
under Contract Limitations in the contract data pages.

3. The basic insurance amount after the decrease must be
at least equal to the minimum basic insurance amount
shown under Contract Limitations in the contract data
pages.

4. If we ask you to do so, you must send us the contract
to be endorsed.

We may decline the decrease if we determine it would cause
the contract to fail to qualify as life insurance under the
applicable tax law. A decrease will take effect only if we
approve your request for it at our Home Office and will
take effect on the date we approve it. If we approve the
decrease, we will recompute the contract's charges and
values in the appropriate tables. A decrease in the basic
insurance amount may also affect the amount of any extra
benefits this contract might have. We will send you new
contract data pages showing the amount and effective date
of the decrease and the recomputed charges and values. If
an Insured is not living on the effective date, the
decrease will not take effect. We may deduct the
administrative charge (shown under Adjustments to the
Contract Fund) for the decrease.

Page 7

II-34
<PAGE>

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

CHANGING THE TYPE OF INSURANCE AMOUNT

This contract has either a variable or a fixed insurance
amount (see Insurance Amount). Subject to our approval, you
may change the type of insurance amount. If you do so, we
will adjust the basic insurance amount so that the death
benefit immediately after the change will remain the same
as the death benefit immediately before the change.

If you are changing from a variable to a fixed insurance
amount, we will increase the basic insurance amount by the
amount in your contract fund on the date the change takes
effect.

If you are changing from a fixed to a variable insurance
amount, we will reduce the basic insurance amount by the
amount in your contract fund on the date the change takes
effect. The minimum basic insurance amount after the
decrease must be at least equal to the minimum basic
insurance amount, which we show under Contract Limitations
in the contract data pages.

A change in the type of insurance amount will take effect
only if we approve your request at our Home Office. If we
approve the change, we will recompute the contract's
charges and values in the appropriate tables. The change
will take effect on the monthly date that coincides with or
next follows the date we approve your request. We will send
you new contract data pages showing the amount and
effective date of the change in basic insurance amount and
the recomputed charges and values.

You should request any change on an application for change,
which you can get from your agent or any of our offices.
The application will be made a part of the changed
contract. We may require you to send us this contract
before we make the change.

Page 8

II-35

<PAGE>

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

BENEFICIARY

You may designate or change a beneficiary. Your request
must be in a form that meets our needs. The change will
take effect only when we file the request at our Home
Office; this will be after you send the contract to us to
be endorsed, if we ask you for it. Then any previous
beneficiary's interest will end as of the date of the
request, even if neither Insured is living when we file the
request. Any beneficiary's interest is subject to the
rights of any assignee we know of.

Before we make a payment, we have the right to decide what
proof we need of the identity, age, or other facts about
any persons designated as beneficiaries. If beneficiaries
are not designated by name and we make payment(s) based on
that proof, we will not have to make the payment(s) again.

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

DIVIDENDS

Participation This contract will be eligible for a dividend on each
contract anniversary if an Insured is living. We will
decide each year what part, if any, of our surplus to
credit to this contract as a dividend. We do not expect to
credit any dividends to this contract.

Dividend Options While the contract is in force, you may choose any of the
uses we show below for any dividend. You must ask us in a
form that meets our needs.

1. Cash.--We will pay it to you in cash.

2. Increase Contract Fund.--We will use it to increase
your contract fund.

If you have not made another choice by 31 days after the
anniversary, we will use any dividend as we state under
dividend option 2.

Page 9

II-36
<PAGE>

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

PREMIUM PAYMENT

Payment of Premiums The minimum initial premium shown in the contract data
pages is due on or before the contract date. There is no
insurance under this contract until that premium is paid.
If we receive the first premium payment on or before the
contract date, we will credit it as of the contract date.
If we receive the first premium after the contract date, we
will credit an amount equal to the minimum initial premium
as of the contract date. We will credit any remainder as of
the date we receive the payment.

Subject to the limitations below, additional premiums may
be paid at any time during an Insured's lifetime as long as
the contract is not in default beyond the grace period.
Premiums may be paid at one of our offices or to one of our
authorized representatives. We will give a signed receipt
upon request. The minimum premium we will accept is shown
on a contract data page. We have the right to refuse to
accept a premium payment that would in our opinion cause
this contract to fail to qualify as life insurance under
applicable tax law. We also have the right to refuse to
accept any payment that increases the insurance amount by
more than it increases the contract fund.

Invested Premium The invested premium amount is the portion of each premium
Amount you pay that we add to the contract fund. It is equal to
the premium paid minus the adjustments to premium payments
shown on a contract data page.

Allocations You may allocate all or a part of your invested premium
amount to one or more of the investment options listed in
the contract data pages. You may choose to allocate nothing
to a particular investment option. You may not choose a
fractional percentage.

The initial allocation of invested premium amounts is shown
on a contract data page. You may change the allocation for
future invested premium amounts at any time if the contract
is not in default. To change your allocation, simply notify
us in a form that meets our needs. The change will take
effect on the date we receive your notice; we will send you
a confirmation of the transaction.

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

CONTRACT FUND

When you make your first premium payment, the invested
premium amount, less any charges due on that day, becomes
your contract fund. Amounts are added and subtracted from
the contract fund as shown under Adjustments to the
Contract Fund in the contract data pages. The amount in
your contract fund is used to pay charges under this
contract and will determine, in part, whether this contract
will remain in force or go into default. The contract fund
value is also used to determine your loan and surrender
values, the amount you may withdraw, and the insurance
amount.

Net Cash Value The net cash value at any time is the contract fund less
any contract debt.

If the contract is in default, the net cash value is zero.

Coverage Amount The coverage amount is used to determine the cost of
insurance as described under Adjustments to the Contract
Fund. It is equal to the insurance amount (see Insurance
Amount) minus the value of the contract fund.

Page 10

II-37
<PAGE>

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

DEFAULT

Excess Contract If contract debt ever grows to be equal to or more than the
Debt Default contract fund, the contract will have excess contract debt
and will be in default.

Contract Fund On each monthly date, we will determine the value of the
Default contract fund. If the contract fund value is greater than
zero and the contract has no excess contract debt, the
contract will remain in force until the next monthly date.
If the contract fund value is zero or less, the contract is
in default unless it remains in force under the Death
Benefit Guarantee.

Notice of Default If the contract is in default, we will mail you a notice
stating the amount we will need to keep the contract in
force. That amount will equal a premium which we estimate
will keep the contract in force for three months from the
date of default. We grant a 61-day grace period from the
date we mail the notice to pay this charge. The contract
will remain in force during this period. If that amount is
not paid to us by the end of the 61-day grace period, the
contract will end and have no value.

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

DEATH BENEFIT GUARANTEE

Death Benefit On each monthly date while the contract is in force, we
Guarantee will:

1. Accumulate premium payments at 4% annual interest; and

2. Accumulate any withdrawal amounts at 4% annual
interest.

We then subtract amount 2 from amount 1 and compare the
result to the values shown in or derived from the Table of
Death Benefit Guarantee Values for such monthly date. If
the result is equal to or greater than the appropriate
value and the contract has no excess contract debt, the
contract will remain in force until the next monthly date.
If the result is less than the appropriate value and any of
the events described under Default have occurred, the
contract may be in default as described under Default.

Guarantee Values We show the Limited Death Benefit Guarantee Period under
the Table of Death Benefit Guarantee Values. When the
monthly date occurs within this period, we use the values
shown in or derived from the Limited Death Benefit
Guarantee Value column to determine if the contract will
remain in force until the next monthly date. When the
monthly date occurs after this period, we use the values
shown in or derived from the Lifetime Death Benefit
Guarantee Value column to determine if the contract will
remain in force until the next monthly date.

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II-38
<PAGE>

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

REINSTATEMENT

If this contract ends without value, as described under
Default, you may reinstate it if both Insureds are alive or
if one Insured is alive and the contract ended without
value after the death of the other Insured. The following
conditions must be satisfied:

1. The contract must not have been in default for more
than 5 years.

2. You must prove to us that any Insured who was living
when the contract went into default is insurable for
the contract.

3. You must pay us a charge equal to: (a) an amount, if
any, required to bring the contract fund to zero on the
date the contract went into default, plus (b) the
deductions from the contract fund during the grace
period following the date of default, plus (c) a
premium that will be sufficient after administrative
charges to cover the deductions for three monthly dates
starting on the date of reinstatement.

4. Any contract debt (with interest to date at the rate(s)
we set for loans as we state under Loans) must be
restored or paid back. If that debt with interest would
exceed the loan value of the reinstated contract, the
excess must be paid to us before reinstatement. The
date of reinstatement will be the beginning of the
contract month that coincides with or next follows the
date we approve your request. We will deduct all
required charges from your payment and put the balance
in your contract fund.

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II-39
<PAGE>

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

SEPARATE ACCOUNT

Separate Account The words "separate account", when we use them in this
contract without qualification, mean any separate account
we establish to support variable life insurance contracts
like this one. We list the separate accounts available to
you in the contract data pages. We may establish additional
separate accounts. We will notify you within one year if we
do so.

Variable A separate account may offer one or more variable
Investments investment options. We list them in the contract data
pages. We may establish additional variable investment
options. We will notify you within one year if we do so.

Income and realized and unrealized gains and losses from
assets in each variable investment option are credited to,
or charged against, that variable investment option. This
is without regard to income, gains, or losses in other
investment options.

Separate Account We may invest the assets of different separate accounts in
Investments different ways. But we will do so only with the consent of
the SEC and, where required, of the insurance regulator of
our state of domicile and/or where this contract is
delivered.

We will always keep assets in the separate accounts with a
total value at least equal to the amount of the variable
investment options under contracts like this one. To the
extent those assets do not exceed that amount, we use them
only to support those contracts; we do not use those assets
to support any other business we conduct. We may use any
excess over that amount in any way we choose.

We will determine the value of the assets in each separate
account and any investment option daily.

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

FIXED INVESTMENTS

We list any fixed investment option available to you in the
contract data pages. We may establish additional fixed
investment options. We will notify you within one year if
we do so. You may allocate all or part of your invested
premium amount to an available fixed investment option. As
stated under Adjustments to the Contract Fund, we credit
fixed investment options with guaranteed interest and we
may credit them with excess interest.

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II-40
<PAGE>

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

TRANSFERS

You have the right to transfer amounts into or out of
investment options up to twelve times in each contract year
without charge if the contract is not in default, subject
to certain restrictions depending on an investment's class.
We may charge for additional transfers in any contract year
as we state under Adjustments to the Contract Fund. The
investment class for each investment is shown under the
Investment Options in the contract data pages. To make a
transfer, you must ask us in a form that meets our needs.
Unless otherwise restricted, the transfer will take effect
on the date we receive your notice at our Home Office.

Class One You may transfer amounts into or out of these investments.
Investments

Class Two You may transfer amounts into these investments. Transfers
Investments out of these investments may be made only with our consent.

Class Three Transfers into or out of these investments may be made only
Investments with our consent.

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

SURRENDER

You may surrender this contract for its net cash value. To
do so, you must ask us in a form that meets our needs. We
may require you to send us the contract.

We will usually pay any net cash value within seven days
after we receive your request and the contract at our Home
Office. But we have the right to postpone paying you the
part of the net cash value that is to come from any
variable investment option (provided by a separate account
registered under the Investment Company Act of 1940) if:
(1) the New York Stock Exchange is closed; or (2) the SEC
requires that trading be restricted or declares an
emergency. We have the right to postpone paying you the
remainder for up to six months. If we do so for more than
thirty days, we will pay interest at the rate of 3% a year.

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<PAGE>

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

WITHDRAWALS

You may make withdrawals from the contract subject to all
these conditions and the paragraphs that follow:

1. You must ask for the withdrawal in a form that meets
our needs.

2. The net cash value after withdrawal may not be less
than or equal to zero after deducting the next monthly
charge.

3. You may not withdraw less than the minimum amount shown
under Contract Limitations.

4. The basic insurance amount after withdrawals must be at
least equal to the minimum basic insurance amount
shown under Contract Limitations.

Any amount withdrawn may not be repaid except as a premium
subject to charges.

Effect on Contract We will reduce your contract fund on the date we approve
Fund your request by the withdrawal amount and any charge listed
under Adjustments to the Contract Fund. Unless you request
otherwise and we agree, we will take any withdrawal
proportionately from all investment options that apply to
the contract.

We may charge an administrative fee as stated under
Adjustments to the Contract Fund.

Effect on Basic If you have a variable insurance amount, withdrawals will
Insurance Amount not affect the basic insurance amount.

If you have a fixed insurance amount and the withdrawal
would cause the coverage amount (See Contract Fund) to
increase, we will reduce your basic insurance amount and,
consequently, your death benefit to offset this increase.
The reduction in the basic insurance amount will never be
more than the withdrawal amount.

If we reduce the basic insurance amount, we will recompute
the contract's charges and values in the appropriate
tables. A decrease in the basic insurance amount may also
affect the amount of any extra benefits this contract might
have. We will send you new contract data pages showing the
amount and effective date of the decrease and the
recomputed charges and values.

We will usually pay any withdrawal amount within seven days
after we receive your request and the contract at our Home
Office. But we have the right to postpone paying you the
part of the net cash value that is to come from any
variable investment option (provided by a separate account
registered under the Investment Company Act of 1940) if:
(1) the New York Stock Exchange is closed; or (2) the SEC
requires that trading be restricted or declares an
emergency. We have the right to postpone paying you the
remainder for up to six months. If we do so for more than
thirty days, we will pay interest at the rate of 3% a year.

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<PAGE>

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

LOANS

Subject to the minimum loan requirement and the
requirements of this provision, you may at any time borrow
any amount up to the current loan value less any existing
contract debt.

Loan Value If the contract is not in default, the loan value at any
time is equal to 90% of the contract fund.

If the contract is in default, it has no loan value.

Contract Debt Contract debt at any time means the loan on the contract at
that time, plus the interest we have charged that is not
yet due and that we have not yet added to the loan.

Loan Requirements For us to approve a loan, the following requirements must
be met: you must assign this contract to us as sole
security for the loan; at least one of the Insureds must be
living; and the resulting contract debt must not be more
than the loan value.

If there is already contract debt when you borrow from us,
we will add the new amount you borrow to that debt.

Interest Charge We will charge interest daily on any loan. Interest is due
on each contract anniversary, or when the loan is paid
back, whichever comes first. If interest is not paid when
due, it becomes part of the loan. Then we start to charge
interest on it, too. Except as stated below, we charge
interest at an effective annual rate of 5%.

Preferred Loan On or after the 10th contract anniversary, a portion of the
amount you may borrow will be considered a Preferred Loan
up to an amount equal to the maximum preferred loan amount
described below. Preferred Loans are charged interest at an
effective annual rate of 4 1/2%.

Maximum Preferred The maximum preferred loan amount available starting on the
Loan Amount 10th contract anniversary is (A) minus (B), where (A) is
the total amount you may borrow, and (B) is the total
premiums paid less total withdrawals, if any. If (B) is
less than zero, we will consider it to be zero.

Effect on Contract When you take a loan, the amount of the loan continues to
Fund be a part of the contract fund and is credited with
interest at the guaranteed rate of 4% a year.

We will reduce the portion of the contract fund allocated
to the investment options by the amount you borrow, and by
loan interest that becomes part of the loan because it is
not paid when due.

We will take any loan proportionately from all investment
options that apply to the contract unless you ask us
otherwise and we agree.

On each monthly date, if there is a contract loan
outstanding, we will increase the portion of the contract
fund in the investment options by interest credits accrued
on the loan since the last monthly date. When you repay all
or part of a loan, we will increase the portion of the
contract fund in the investment options by the amount of
loan you repay using the investment allocation of your most
recent premium payment, plus interest credits accrued on
the loan since the last transaction date. We will not
increase the portion of the contract fund allocated to the
investment options by loan interest that is paid before we
make it part of the loan. We reserve the right to change
the manner in which we allocate loan repayments. If we make
such a change, we will do so for all contracts like this
one. We will send you notice of any change.

Page 16

II-43
<PAGE>

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

GENERAL PROVISIONS

Annual Report Once each contract year we will send you a report. It will
show: the current death benefit; the amount of the contract
fund in each investment option; the cash surrender value;
any contract debt and the interest rate we are charging;
premiums paid, investment results, charges deducted, and
withdrawals taken since the last report. The report may
also show any other data that may be required where this
contract is delivered.

Payment of Death If we settle this contract in one sum as a death claim we
Claim will usually pay the proceeds within seven days after we
receive at our Home Office proof of death of both insureds
and any other information we need to pay the claim. But we
have the right to postpone paying the part of the proceeds
that is to come from a variable investment option if: (1)
the New York Stock Exchange is closed; or (2) the SEC
requires that trading be restricted or declares an
emergency. We have the right to postpone paying the
remainder for up to six months.

Currency Any money we pay, or that is paid to us, must be in United
States currency. Any amount we owe will be payable at our
Corporate Office.

Misstatement of If an Insured's stated age or sex or both are not correct,
Age or Sex we will change each benefit and any amount to be paid to
what the most recent deductions from the contract fund
would have provided at that Insured's correct age and sex.

Assignment We will not be deemed to know of an assignment unless we
receive it, or a copy of it, at our Home Office. We are not
obliged to see that an assignment is valid or sufficient.
This contract may not be assigned to any employee benefit
plan or program without our consent. This contract may not
be assigned if such assignment would violate any federal,
state, or local law or regulation prohibiting sex distinct
rates for insurance.

Change in Plan You may be able to have this contract changed to another
plan of life insurance. Any change may be made only if we
consent, and will be subject to conditions and charges that
are then determined.

Applicable Tax Law This contract has been designed to satisfy the definition
of life insurance for Federal income tax purposes under
Section 7702 of the Internal Revenue Code of 1986, as
amended. We reserve the right, however, to decline any
change we determine would cause this contract to fail to
qualify as life insurance under the applicable tax law.
This includes changing the basic insurance amount,
withdrawals, and changing the type of insurance amount. We
also have the right to change this contract, to require
additional premium payments, or to make distributions from
this contract to the extent necessary to continue to
qualify this contract as life insurance.

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<PAGE>

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

BASIS OF COMPUTATION

Mortality Basis and We compute maximum monthly insurance rates using:
Interest Rate

1. the Commissioners 1980 Standard Ordinary Mortality
Table;

2. the issue ages, sexes, smoker and non-smoker status,
and rating classes of the Insureds and the length of
time since the contract date;

3. age last birthday; and

4. an effective interest rate of 4% a year.

Minimum Legal The cash surrender values provided by this contract are at
Values least as large as those set by law where it is delivered.
Where required, we have given the insurance regulator a
detailed statement of how we compute values and benefits.

Page 18

II-45
<PAGE>

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

SETTLEMENT OPTIONS

Options Described You may choose to have the proceeds (that is, any death
benefit or any amount payable upon surrender of the
contract) paid in a single sum or under one of the optional
modes of settlement described below.

If the person who is to receive the proceeds of this
contract wishes to take advantage of one of these optional
modes, we will furnish, on request, details of the options
we describe below or any others we may have available at
the time the proceeds become payable.

Option 1 We will make equal payments for up to 25 years. The Option
(Instalments for 1 Table shows the minimum amounts we will pay.
a Fixed Period)

Option 2 We will make equal monthly payments for as long as the
(Life Income) person on whose life the settlement is based lives, with
payments certain for 120 months or until the sum of the
payments equals the amount put under this option. The
Option 2 Table shows the minimum amounts we will pay. But,
we must have proof of the date of birth of the person on
whose life the settlement is based. The settlement will
share in our surplus to the extent and in the way we
decide.

Option 3 (Interest We will hold an amount at interest. We will pay the
Payment) interest annually, semi-annually, quarterly, or monthly.

Option 4 We will make equal annual, semi-annual, quarterly, or
(Instalments of monthly payments for as long as the available proceeds
a Fixed Amount) provide.

Option 5 (Non- We will make payments like those of any annuity we then
Participating regularly issue that: (1) is based on United States
Income) currency; (2) is bought by a single sum; (3) does not
provide for dividends; and (4) does not normally provide
for deferral of the first payment. Each payment will be at
least equal to what we would pay under that kind of annuity
with its first payment due on its contract date. If a life
income is chosen, we must have proof of the date of birth
of any person on whose life the option is based. Option 5
cannot be chosen more than 30 days before the due date of
the first payment.

Interest Rate Payments under Options 1 and 4 will be calculated assuming
an effective interest rate of at least 3-1/2% a year. Under
Option 3 it will be at an effective rate of at least 3% a
year. We may include more interest.

Page 19

II-46

<PAGE>

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

SETTLEMENT OPTIONS TABLES

OPTION 1 TABLE

MINIMUN AMOUNT OF
MONTHLY PAYMENT FOR
EACH $1,000, THE FIRST
PAYABLE IMMEDIATELY
-----------------------
Number Monthly
of Years Payment
---------- ---------
1 $84.65
2 43.05
3 29.19
4 22.27
5 18.12

6 15.35
7 13.38
8 11.90
9 10.75
10 9.83

11 9.09
12 8.46
13 7.94
14 7.49
15 7.10

16 6.76
17 6.47
18 6.20
19 5.97
20 5.75

21 5.56
22 5.39
23 5.24
24 5.09
25 4.96

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

Multiply the monthly amount
by 2.989 for quarterly,
5.952 for semi-annual or
11.804 for annual.

OPTION 2 TABLE

MINIMUM AMOUNT OF MONTHLY PAYMENT FOR EACH $1,000, THE FIRST
PAYABLE IMMEDIATELY
<TABLE>
<CAPTION>
KIND OF LIFE INCOME KIND OF LIFE INCOME
------------------------------ ------------------------------
AGE 10-Year Instalment AGE 10-Year Instalment
LAST Certain Refund LAST Certain Refund
BIRTHDAY Male Female Male Female BIRTHDAY Male Female Male Female
-------- ----- ------ ----- ------ -------- ----- ------ ----- ------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
10 $3.18 $3.11 $3.17 $3.10 45 $4.06 $3.82 $3.99 $3.78
and under 46 4.12 3.86 4.03 3.81
11 3.19 3.12 3.18 3.11 47 4.17 3.90 4.08 3.85
12 3.20 3.13 3.19 3.12 48 4.23 3.94 4.13 3.90
13 3.21 3.14 3.20 3.13 49 4.28 3.99 4.18 3.94
14 3.22 3.15 3.21 3.14
50 4.35 4.04 4.24 3.98
15 3.24 3.16 3.23 3.15 51 4.41 4.09 4.29 4.03
16 3.25 3.17 3.24 3.16 52 4.48 4.15 4.35 4.08
17 3.27 3.19 3.25 3.18 53 4.55 4.21 4.41 4.13
18 3.28 3.20 3.27 3.19 54 4.62 4.27 4.48 4.19
19 3.30 3.21 3.28 3.20
55 4.70 4.33 4.55 4.24
20 3.31 3.22 3.30 3.21 56 4.78 4.40 4.62 4.30
21 3.33 3.24 3.32 3.23 57 4.86 4.47 4.69 4.37
22 3.35 3.25 3.33 3.24 58 4.95 4.54 4.77 4.43
23 3.36 3.26 3.35 3.25 59 5.05 4.62 4.86 4.50
24 3.38 3.28 3.37 3.27
60 5.15 4.71 4.94 4.58
25 3.40 3.30 3.39 3.29 61 5.25 4.79 5.03 4.66
26 3.42 3.31 3.41 3.30 62 5.36 4.89 5.13 4.74
27 3.45 3.33 3.43 3.32 63 5.48 4.98 5.23 4.82
28 3.47 3.35 3.45 3.34 64 5.60 5.09 5.34 4.92
29 3.49 3.37 3.47 3.35
65 5.73 5.20 5.45 5.01
30 3.52 3.39 3.49 3.37 66 5.87 5.31 5.57 5.11
31 3.54 3.41 3.52 3.39 67 6.01 5.43 5.70 5.22
32 3.57 3.43 3.54 3.41 68 6.15 5.56 5.83 5.34
33 3.60 3.45 3.57 3.44 69 6.30 5.70 5.97 5.46
34 3.63 3.47 3.60 3.46
70 6.46 5.84 6.11 5.58
35 3.66 3.50 3.63 3.48 71 6.62 5.99 6.27 5.72
36 3.69 3.52 3.66 3.50 72 6.79 6.15 6.43 5.86
37 3.72 3.55 3.69 3.53 73 6.96 6.31 6.60 6.01
38 3.76 3.58 3.72 3.56 74 7.13 6.49 6.78 6.18
39 3.80 3.61 3.75 3.58
75 7.30 6.67 6.97 6.35
40 3.84 3.64 3.79 3.61 76 7.48 6.85 7.17 6.53
41 3.88 3.67 3.82 3.64 77 7.66 7.04 7.38 6.72
42 3.92 3.70 3.86 3.67 78 7.83 7.24 7.60 6.93
43 3.97 3.74 3.90 3.71 79 8.00 7.44 7.83 7.15
44 4.01 3.78 3.94 3.74
80 8.17 7.64 8.07 7.38
and over
</TABLE>

Page 20

II-47
<PAGE>

ENDORSEMENTS
(Only we can endorse this contract)

(SVUL-95) Page 21

II-48

<PAGE>

II-49

Exhibit 1.A.(6)(a)

CHARTER
OF THE PRUDENTIAL INSURANCE COMPANY OF AMERICA

The Prudential Insurance Company of America, a corporation created as a stock
life insurance corporation by Chapter 521 of the Private Laws of the year 1873
of the State of New Jersey, the charter of which thereby granted was amended by
Chapter 40 of the Private Laws of the year 1875 and from time to time further
amended by action of directors and stockholders as authorized by the general
laws of the State of New Jersey, which corporation became a mutual life
insurance corporation by virtue of the provisions of Article Eight of Chapter
Thirty-four of Title 17 of the Revised Statues and did adopt, pursuant to the
provisions of Chapter 14 of the Laws of New Jersey of the year 1943, an amended
charter, does hereby adopt, pursuant to the provisions of Subtitle 3 of Title
17B, of the New Jersey Statues, this Amended Charter setting forth fully and
completely all of the terms and conditions of the Charter under which the
corporation shall hereafter transact business:

1. The name of the corporation shall continue to be "The Prudential Insurance
Company of America."

2. The principal office of the corporation in the State of New Jersey shall be
located at 745 Broad Street in the City of Newark, County of Essex, and the
name of the agent in and in charge of such principal office upon whom
process against the corporation may be served is Dorothy K. Light.

3. The business of the corporation shall be that of a mutual life insurance
corporation, with all the rights, privileges and powers conferred upon such
corporation by the general laws of New Jersey, and such as may from time to
time be conferred by law upon such corporations. The kinds of insurance,
reinsurance and annuities to be written by the corporation shall be "Life
insurance" as defined in Section 17B:17-3 of Subtitle 3 of Title 17B of the
New Jersey Statues, "Health insurance" as defined in Section 17B:17-4 of
said Subtitle 3, "Annuity" as defined in Section 17B:17-5 of said Subtitle
3, "Legal services insurance" as defined in and authorized by Section
17B:46C-1 of Title 17 of the New Jersey Statutes, "Reinsurance" as defined
in and authorized by Sections 17B:18-62 and 17B:18-63 of said Subtitle 3,
"Extended reinsurance" as defined in and authorized by Section 17B:18-65 of
said Subtitle 3, and such other insurance and reinsurance as may be
permitted under the laws of the State of New Jersey to be written by an
insurer authorized to do the kinds of business described in Sections
17B:17-3, 17B:17-4 and 17B:17-5 of said Subtitle 3. Independently of any
insurance or annuity contract, the corporation may provide services of the
kinds authorized for a domestic life insurance corporation by Section
17B:18-43 of said Subtitle 3, subject to the provisions of said Section, and
such as may from time to time be authorized for a domestic life insurance
corporation by the laws of New Jersey.

4. The corporation shall continue to be a mutual life insurance corporation.

5. The duration of the life of the corporation shall be unlimited.

6. The Board of Directors shall exercise all of the corporate powers of the
corporation except as otherwise provided by law and shall manage all of the
property, business and affairs of the corporation.

7. The Board of Directors shall be of the number and shall be chosen in the
manner set forth in Sections 17B:18-19 to 17B:18-28, inclusive, of Subtitle
3 of Title 17B, of the New Jersey Statues.

8. Any vacancy in the Board of Directors shall be filled in the manner provided
in Sections 17B:18-19 to 17B:18-28, inclusive, of Subtitle 3 of Title 17B,
of the New Jersey Statues.

9. The Board of Directors shall have full power from time to time to make,
alter, amend and rescind by-laws, rules and regulations for the conduct of
the business and affairs of the corporation in conformity with the
provisions of this Amended Charter, and to employ such officers and agents
as the Board of Directors in its discretion may determine for the conduct of
such business and affairs.

10. No Director or officer of the corporation shall be personally liable to the
corporation or its policyholders for damages for breach of any duty owed to
the corporation or its policyholders, except that this provision shall not
relieve any such Director or officer of liability for any act or omission
for which such relief cannot be granted under the laws of the State of New
Jersey, as they exist on the date hereof or as they may hereafter be
amended. Neither the amendment or repeal of this Article nor the adoption of
any provision of this Amended Charter which is inconsistent with this
Article shall apply to or have any effect on the liability or alleged
liability of any Director or officer of the corporation for or with respect
to any act or omission of such Director or officer occurring prior to such
amendment, repeal or adoption.

II-50

Exhibit 1.A(10)(a)
-----------------------------------------------
LOGO Life Insurance Application-Part 1
[ ] The Prudential Insurance Company of America
a mutual life insurance company
[ ] Pruco Life Insurance Company, a subsidiary
of The Prudential Life Insurance Company of
America
Corporate Offices
Newark, New Jersey

Policy number____________________

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

A. Primary Proposed Insured (Print)
1. Name--first, initial, last 2. Social Security No.
___________________________________________ ___________________

3. Marital Status [ ]Single [ ]Married [ ]Widowed [ ]Separated [ ]Divorced

4. Sex 5. Date of Birth 6. Age 7. State of Birth (Country if not US)
[ ]M{ ]F Mo.__Day___Yr.___ ___ _____________________________________

8. Mailing address Street___________________________________ Apt. # ________
City ____________ State _____ Zip_____ County __________

9. Home address, Street____________________________________ Apt. # ________
if different City _____________ State _____ Zip_____ County __________

10. Previous home Street___________________________Date last here:__________
address City _____________ State _____ Zip_____

11. Home phone number ______________________________________________________

12. Occupation _____________________________________________________________

13. Duties _________________________________________________________________

14. Current Employer _______________________________________________________

15. Life insurance in effect. Check here if None [ ].

Company Amount Year Kind Medical
issued examination?

_____________ $________ __________ [ ]indiv. [ ]group [ ]Yes [ ]No
_____________ $________ __________ [ ]indiv. [ ]group [ ]Yes [ ]No
_____________ $________ __________ [ ]indiv. [ ]group [ ]Yes [ ]No
_____________ $________ __________ [ ]indiv. [ ]group [ ]Yes [ ]No
_____________ $________ __________ [ ]indiv. [ ]group [ ]Yes [ ]No

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

B. All Other Proposed Insureds (including Applicant for Applicant's Waiver of
Premium Benefit)

Relationship Total
Name to primary Sex Date of Birth Age State of life insurance
proposed (mo/day/yr) Birth in all companies
Insured (Country
if not US)

1.___________ ____Spouse____ ____ ____________ ___ ____________ _______________

2.___________ ______________ ____ ____________ ___ ____________ _______________

3.___________ ______________ ____ ____________ ___ ____________ _______________

4.___________ ______________ ____ ____________ ___ ____________ _______________

5.___________ ______________ ____ ____________ ___ ____________ _______________

6.___________ ______________ ____ ____________ ___ ____________ _______________

7.___________ ______________ ____ ____________ ___ ____________ _______________

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ORD 88200-91 page 1

II-51

<PAGE>

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

C. Coverage

If AL/VAL is applied for, check one:
1. Kind of plan ___________ [ ]Level Death Benefit [ ]Variable Death Benefit

2. Initial face amount $_________________

3. Supplementary benefits and riders Check and complete all to be included.
For primary For other proposed
proposed Insured Insureds
Face amount Duration Face amount Duration

[ ]Living Needs Benefit $_____N/A___ ____N/A__ $____N/A___ ____N/A___

[ ]Accidental Death $___________ ____N/A__ $____N/A___ ____N/A___
Benefit
[ ]Option to Purchase $___________ ____N/A__ $____N/A___ ____N/A___
Additional Ins.

[ ]__________________ $___________ _________ $__________ __________

[ ]Applicant's Waiver of Premium
- --------------------------------------------------------------------------------

D. Beneficiaries/Ownership

1. Beneficiaries Name Relationship to primary proposed Insured Age

Primary (Class 1) __________ ______________________________________ ____

__________ _______________________________________ ____

Contingent (Class 2) ________ _______________________________________ ____

__________ _______________________________________ ____

Tertiary (Class 3) __________ _______________________________________ ____

2. Is the owner other than the primary proposed Insured?........[ ]Yes[ ]No
If yes, give name and address ___________________________________________
- --------------------------------------------------------------------------------

E. Special Requests

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

F. Payment Details

1. Within the last 12 months, has any proposed Insured had a
heart attack, stroke or cancer other than of the skin
(except for melanoma)?.........................................[ ]Yes[ ]No

2. Is a medical examination required on:
Primary Proposed Insured?...........[ ]Yes[ ]No
Spouse?.............................[ ]Yes[ ]No

3. Premium payment mode [ ]Annual [ ]Semi-annual [ ]Quarterly [ ]Monthly
[ ]Pru-matic [ ]Payroll Budget [ ]Gov't. Allotment
Check here if Abbreviated Payment Plan (APP) is desired? [ ]

4. The amount paid with this application $__________[ ]None (Must be "None"
if F1 is answered yes)
- --------------------------------------------------------------------------------

G. Changes made by the Company (Not applicable in New Mexico and West Virginia)

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page 2 ORD 88200-91

II-52

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H. Background on All Proposed Insureds.

1. a. Has either the primary proposed insured or spouse ever used tobacco or
any other nicotine products?...............................[ ]Yes[ ]No

b. If yes, give type and date last used:

Any other
nicotine
product, such
as chewing
tobacco or
nicotine gum
Cigarettes Cigars Pipe (product
(mo/yr) (mo/yr) (mo/yr) and mo/yr)
Primary Proposed Insured __________ ______ ____ _____________
Spouse __________ ______ ____ _____________

2. Has any proposed insured participated in the following activities within
the last 2 years (or does anyone plan to do so in the future):
a. operated or had any duties aboard an aircraft, glider, balloon, or
like device?.............................................. [ ]Yes[ ]No
If yes, complete Aviation Questionnaire.
b. hazardous sports, such as auto, motorcycle or powerboat competitions/
exhibitions; bobsledding; scuba or skin diving; mountain climbing;
parachuting; sky diving; snowmobile racing or any other hazardous sport
or hobby?................................................. [ ]Yes[ ]No
If yes, complete Avocation Questionnaire.

For any questions answered yes below, give the requested details in 8.

3. For any proposed Insured, would this insurance replace or cause a change
in any existing insurance or annuity in any company?......... [ ]Yes[ ]No
If yes, give insurance company, plan, amount and number(s). Enclose all
required state replacement forms.

4. Is any proposed insured applying for or requesting reinstatement or policy
change(s) of any other life or health insurance?............. [ ]Yes[ ]No
If yes, give insurance company, policy plan and amount.

5. Has any proposed insured:
o within the last five years been convicted of or
o currently been charged with
the commission of any criminal offense, other than the violation of a
motor vehicle law?........................................... [ ]Yes[ ]No
If yes, give details in 8 below.

6. Has any proposed insured (age 15 or over) in the last 3 years:
a. had a driver's license denied, suspended or revoked?...... [ ]Yes[ ]No
b. been convicted of or cited for:
(1) 3 or more moving violations of any motor vehicle law?. [ ]Yes[ ]No
(2) driving under the influence of alcohol or drugs?...... [ ]Yes[ ]No
c. been involved as a driver in 2 or more auto accidents?.... [ ]Yes[ ]No
If yes, give details including driver's license number, issuing state, and
type of violation or accident or reason for denial, suspension or
revocation.

7. Does any proposed insured plan to live or travel outside the United States
and Canada within the next 12 months?........................ [ ]Yes[ ]No
If yes, give countries, purpose and duration of trip.

8. Details of yes answers for questions 3-7
Question number and Details
proposed Insured's
name
___________________ __________________________________________________

___________________ __________________________________________________

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ORD 88200-91 page 3

II-53

<PAGE>

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

I. Signature Requirements

On this page the words "I" and "my" refer to the primary proposed insured and
applicant, if different. The words "the Company" refers to the company
checked on page 1 of this application.

Terms and Conditions

No coverage starts on any proposed insured until all required initial medical
examinations agreed to are completed, even if an amount has been paid to the
Company.

When the Company gives a Limited Insurance Agreement form (ORD 882200A-91)
dated on the same date shown below, coverage will start as written in that
Agreement. Otherwise, coverage will start on the contract date, provided:
o the Company issues a contract and I accept it; and
o the first premium is paid in full while all proposed insureds' health
remains as stated in the application.

If the Company enters any change in section G, I approve the change by
accepting the contract, unless the law requires written consent to changes.
Then, a change can be made only if I approve it in writing.

No agent can make or change a contract, or waive any of the Company's rights
or requirements.

The beneficiary named in the application is for insurance payable in either
of the following cases:
o at the death of the primary insured; and
o at the death of an insured child after the death of the primary insured if
there is no insured spouse.

The owner of the contract is the primary proposed insured or applicant if
other than the primary proposed insured unless a different owner is named in
D2 of the application. This is subject to any provisions for automatic
transfer of ownership stated in the contract.

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

Signatures

By signing below I:

o certify that to the best of my knowledge and belief the statements in this
application are complete, true and correctly recorded;

o understand that coverage could be invalidated if any information in the
application is materially misrepresented; and

o acknowledge that if I have requested the Living Needs Benefit, I have read
the disclosures in the Living Needs Benefit brochure (ORD 87246); and

o agree to the Terms and Conditions shown above and on the Important Notice
About Your Application, which I have received and read.

Signature of Primary Proposed Insured, if age 8 or over X ___________________

Signature of Applicant, if different from Primary Proposed Insured X_________
if applicant is a firm or corporation, give that company's name and have an
officer sign below.

Signature and Title of Officer or firm or corporation X _____________________

Signed at (city/state)________________________ Date ___________,19___

Witness X ___________________________________________________________________
(Licensed Writing Representative must witness where required by law.)

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

page 4 ORD 88200-91

II-54

<PAGE>

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

Authorization Release Information [ ] The Prudential Insurance Company of
Americe
[ ] Pruco Life Insurance Company

I authorize any licensed physician, medical practitioner, hospital, clinic,
other Health Care provider, insurance company or the Medical Information Bureau
or other organization or person to give any information about me or my mental
or physical health to the Company and/or its authorized agents to determine my
eligibility for life insurance coverage. The Company may disclose such
information to its reinsurers, affiliates or the Medical Information Bureau.

This authorization also applies to any member of my family proposed for
coverage in the application and is valid for 2 years after the date shown below.
A photo of this form is as valid as the original. I may have a copy of this form
upon request.

By signing below, I agree to the terms of this Authorization.

X ______________________________________________________________________________
Signature of Primary Proposed Insured (if age 15 or over) otherwise Applicant

X ______________________________________________________________________________
Signature of Spouse, if proposed for coverage

Date ___________, 19____
- --------------------------------------------------------------------------------
Tax Certification Completed by the owner.

Under penalty of perjury, I certify that:

1. My correct taxpayer identification (social security) number is: ___________

2. Check one:
[ ] I am subject to back-up withholding
[ ] I am not subject to back-up withholding for the reasons below:
a. I have not been notified that I am subject to back-up withholding as a
result of a failure to report all interest or dividends, or
b. The IRS has notified me that I am no longer subject to back-up
withholding.

Signature of Owner X ___________________________________________________________
(If Owner is a firm or corporation have an officer sign for that company, give
his or her title.)

________________________________________________ Date _________________, 19____
(Name of company if owner is firm or corporation.)

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

ORD 88200-91 page 5

II-55

<PAGE>

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

Supplementary Information

1. Business adress Street ________________________________ City _______________
State _________________________________ Zip ________________
Phone number __________________ Address since (mo/yr)_______

2. Previous employer Name ______________________________________________________
Street ________________________________ City_______________
State _________________________________ Zip ________________
Employed from (mo/yr)__________________ to _________________

3. If a consumer report is required, does the primary proposed insured want to
be interviewed?............................................... [ ]Yes [ ]No

4. Premium will be paid by:[ ]Insured[ ]Employer{ }Spouse[ ]Parent[ ]Other______

5. Total annual income: Primary Proposed Insured $_________ Spouse $__________

6. Any other sources of income? ________________________________________________

7. Is more than 50% of the primary proposed insured's support supplied by
someone else?.................................................. [ ]Yes [ ]No
If yes, give that person's:
Name ______________________ Relationship to primary proposed insured_________
Amount of life insurance in force $__________________________________________

8. If any proposed insured has changed his or her last name in the last five
years, give:
Current name ________________________ Previous name__________________________

9. Do you have any information, other than what is stated in this application,
that indicates that any proposed insured may replace or change any current
insurance or annuity in any company?............................ [ ]Yes [ ]No
If yes, give details below in "Remarks."

10. Does the primary proposed insured request that The Prudential Heritage
Account be established for the payment of this policy proceeds?.[ ]Yes [ ]No

11. Did someone other than you suggest this insurance?..............[ ]Yes [ ]No
If yes, state who and what prompted the request.____________________________

12. How well do know the primary proposed insured? (Check each applicable box)
[ ]Self [ ]Relative (state relationship)______________ [ ]Met very recently
[ ]Know slightly [ ]Know well for ____years at:[ ]Home [ ]Business [ ]Other

13. If any dependent children are proposed for coverage, are any:
a. foster children or children whose legal adoption is not
final?.......................................................[ ]Yes [ ]No
b. not living in the primary proposed insured's household?......[ ]Yes [ ]No
c. dependent on someone other than the primary proposed insured?[ ]Yes [ ]No
If yes, give details below in "Remarks."

14. Does the primary proposed insured have other children under age 18 who are
not proposed for coverage?......................................[ ]Yes [ ]No

15. Complete if the primary proposed insured is age 0 to 14.

Date of Amt. of Ins. Pending Pru/
Name birth in force Pruco app?
Father ____________ _________ $ [ ]Yes [ ]No
Brothers ____________ _________ $ [ ]Yes [ ]No
____________ _________ $ [ ]Yes [ ]No

Date of Amt. of Ins. Pending Pru/
Name birth in force Pruco app?
Mother ____________ _________ $ [ ]Yes [ ]No
Sisters ____________ _________ $ [ ]Yes [ ]No
____________ _________ $ [ ]Yes [ ]No

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

Remarks

I certify that:
o I saw the primary proposed insured on the date shown below; and
o I am not aware of any information, other than what is stated in this
application, including Remarks, that would adversely affect any proposed
insured's eligibility, acceptability or insurability.
I recommend that the Company accept the proposed insureds for coverage.

Signature of Writing Representative X________________________Date_________, 19__

Field manager, if present when application was signed X_________________________

Title of field manager _________________________________________________________

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

page 6 ORD 88200-91

II-56

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

Life Insurance Application--Part 2--Medical Information

For any questions answered yes below, give the details in 10.

1. Family record Complete for only the primary proposed insured.

Current age or Year and cause Current age or Year and cause
age at death of death age at death of death

Father ___________ _______________ Mother ____________ _____________
Brothers___________ _______________ Sisters ____________ _____________
___________ _______________ ____________ _____________

2. Doctor Information a. Name and address b. Date and reason of last
of Primary Care consultation with any
Physician doctor. Give name and
address of doctor if other
than Primary Care Physician.

Primary Proposed Insured ___________________ ____________________________

___________________ ____________________________

Spouse ___________________ ____________________________

___________________ ____________________________

AWP applicant ___________________ ____________________________

___________________ ____________________________

3. Build Height Weight Has weight changed How much and
more than 10 lbs. reason for
in the last year? change?

a. Primary Proposed Insured _____ ______ [ ]Yes [ ]No ______________
b. Spouse _____ ______ [ ]Yes [ ]No ______________
c. AWP applicant _____ ______ [ ]Yes [ ]No ______________

4. Is any proposed Insured currently being treated for or taking
medicine for any condition or disease?........................ [ ]Yes [ ]No

5. Has any proposed Insured ever been treated or diagnosed by a
health care provider for:

a. high blood pressure, chest pain or pressure, rheumatic
fever, heart murmur or any disease or disorder of the
heart, arteries or veins?.................................. [ ]Yes [ ]No

b. asthma, emphysema, tuberculosis or any disease or disorder
of the lungs, chest or throat?............................. [ ]Yes [ ]No

c. cancer, tumor, leukemia or diabetes?....................... [ ]Yes [ ]No

d. sexually transmitted disease (e.g. gonorrhea, syphilis)?... [ ]Yes [ ]No

e. convulsions, epilepsy, metal disorder or any disease or
disorder of the brain or nervous system?................... [ ]Yes [ ]No

f. disease or disorder of the:

(1) liver, gallbladder, stomach, intestines or rectum?..... [ ]Yes [ ]No

(2) kidney, bladder, genital organs or urinary tract?...... [ ]Yes [ ]No

(3) spine, joints, skull or other bones?................... [ ]Yes [ ]No

(4) blood, glands or skin?................................. [ ]Yes [ ]No

(5) ears, eyes, nose or sinuses?........................... [ ]Yes [ ]No

6. Other than as checked above, has any proposed Insured:

a. had surgery or been advised to have surgery which
was not done?.............................................. [ ]Yes [ ]No

b. been a patient in a hospital, sanitarium or other
institution?............................................... [ ]Yes [ ]No

c. had treatment or counseling for alcohol or other drug
dependency?................................................ [ ]Yes [ ]No

d. used (or is now using) any of the following substances,
except as legally prescribed by a health care provider:
valium, barbiturates, marijuana, cocaine, heroin,
methadone, amphetamines, or any other tranquilizers,
sedatives, narcotics, stimulants or hallucinogens?......... [ ]Yes [ ]No

7. Other than as checked above, has any proposed Insured in the last 5 years:

a. had electrocardiograms?.................................... [ ]Yes [ ]No

b. had X-rays for diagnosis or treatment?..................... [ ]Yes [ ]No

c. had blood, urine or other medical tests?................... [ ]Yes [ ]No

d. been attended or examined by a health care provider?....... [ ]Yes [ ]No

e. requested or received benefits, pension or payment
because of illness or injury?.............................. [ ]Yes [ ]No

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

ORD 88200-91 page 7

II-57

<PAGE>

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

Medical Information continued

8. Has any proposed Insured ever had life or health insurance:

a. declined, withdrawn or postponed?........................... [ ]Yes [ ]No

b. changed as to plan, rate or amount?........................ [ ]Yes [ ]No

c. cancelled or refused renewal or reinstatement?............. [ ]Yes [ ]No

9. Does any proposed Insured currently have any disease, disorder
or condition not checked above?............................... [ ]Yes [ ]No

10. Details of yes answers for questions 4-9

Question Illness, operation or other reason. Dates and Names, addresses
number Reason for any check-up, health care duration of and telephone
and provider's advice, treatment and illness numbers of
proposed medication health care
Insured's providers and
name hospitals

__________ ___________________________________ ___________ ________________

FOR ADDITIONAL MEDICAL DETAILS USE ANOTHER APPLICATION
- --------------------------------------------------------------------------------

To the best of my knowledge and belief the statements made in this Part 2 are
complete, true and correctly recorded. It is understood that coverage could be
invalidated if any information in the application is materially misrepresented.

_____, 19___ X______________________ X______________________________________
Date Witness Signature of Primary Proposed Insured
(if age 15 or over) otherwise Applicant

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

page 8 ORD 88200-91

II-58

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

Important Marketing Data

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

The minute or two it takes to complete this information will help us to provide
you and your clients with the most effective products and services.

Sales activity

1. What prompted this sales call? (Check one)

(a) [ ]Existing Personal Client (b) [ ]Existing Business Client
(c) [ ]Referred Lead (d) [ ]Cold call
(e) [ ]Direct Mail (f) [ ]Other

2. What was the primary objective of the call? (Check one)

(a) [ ]Personal Sales/Service (b) [ ]Business Sales/Service

3. What product/service was the basis of the initial contact for this sale?
(Check one)

(a) [ ]Life (b) [ ]P&C (c) [ ]Individual Health (d) [ ]Disability
(e) [ ]Annuity (f) [ ]Mutual Fund (g) [ ]Business Life Insurance
(h) [ ]Small Group (i) [ ]Group (j) [ ]Pension (k) [ ]Payroll Budget Plan
(l) [ ]Other

4. What Sales Services did you use? (Check appropriate boxes)

(a) [ ]FACTOR (b) [ ]Previews (c) [ ]Other CPI (d) [ ]FSPG (e) [ ]BSPG
(f) [ ]FNA II (g) [ ]Other

5. Was an RMO Marketing Staff member or Functional Specialist involved in the
sale?.......................................................... [ ]Yes [ ]No
If yes, who?_________________________________________________________________

6. If the sales interview(s) was conducted in a language other than English,
specify the language used below:

(a) [ ]Spanish (b) [ ]Korean (c) [ ]Chinese (d) [ ]Other____________
(specify)

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

Business Insurance

1. Is the application for Business Insurance?.................... [ ]Yes [ ]No
If yes, complete 2 through 7

2. Is firm: (a) [ ]Sole Proprietorship? (b) [ ]Partnership? (c) [ ]Corporation?

3a. Nature of business__________________________________________________________

b. Approximate number of employees ___________________

4. Is proposed Insured: (a) [ ]Owner of firm? (show ____%) (b) [ ]Employee?

5. What is the purpose of this business insurance?

(a) [ ]Business Continuation (b) [ ]Key Person Idemnification
(c) [ ]Retirement (d) [ ]Executive Compensation/Section 162
(e) [ ]Loan Security (f) [ ]Other

6. Is this a Split Dollar sale?................................. [ ]Yes [ ]No

7. Amount of business insurance in force and applied for in all companies on
each officer or member of the firm.

Name Age Position In force Applied for

____________________ _____ ___________ $________ $____________

____________________ _____ ___________ _________ _____________

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

ORD 88200-91 page 9

II-59

Exhibit 1.A.(10)(b)
-----------------------------------------------
Supplement to the Application
[ ] The Prudential Insurance Company of America
[ ] Pruco Life Insurance Company
A Subsidiary of The Prudential Insurance
Company of America

No.____________________________________________

A Supplment to the Application for a variable contract in which_________________
___________________________ is named as the proposed Insured.

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

I BELIEVE THIS CONTRACT MEETS MY INSURANCE NEEDS AND FINANCIAL OBJECTIVES. I
ACKNOWLEDGE RECEIPT OF A CURRENT PROSPECTUS FOR THE CONTRACT. I UNDERSTAND
THAT THE CONTRACT'S VALUE AND DEATH BENEFIT MAY VARY DEPENDING ON THE CONTRACT'S
INVESTMENT EXPERIENCE.............................................. [ ]Yes [ ]No

An illustration of values is available upon request.

Date Signature of Applicant

___________, 19___ _________________________________________________

ORD 86218-90

II-60

Exhibit 1.A.(12)

Description of The Prudential's Issuance, Transfer
and Redemption Procedures for
Survivorship Variable Life Insurance Contracts
Pursuant to Rule 6e-3(T)(b)(12)(iii)

and

Method of Computing Adjustments in
Payments and Cash Surrender Values Upon
Conversion to Fixed Benefit Policies
Pursuant to Rule 6e-3(T)(b)(13)(v)(B)
-------------------------------------

This document sets forth the administrative procedures that will be followed by
The Prudential Insurance Company of America ("The Prudential") in connection
with the issuance of its Survivorship Variable Life Insurance Contract
("Contract"), the transfer of assets held thereunder, and the redemption by
contract owners of their interests in said Contracts. The document also explains
the method that The Prudential will follow in making a cash adjustment when a
Contract is exchanged for a fixed benefit insurance contract pursuant to Rule
6e3(T)(b)(13)(v)(B).

I. Procedures Relating to Issuance and Purchase of the Contracts

A. Premiums Schedules and Underwriting Standards

The Contract has Flexible Premiums--no premiums are required to be paid by a
certain date except for minimum initial premium required to start the Contract.
The minimum initial premium for the Contract, and the charges from the Contract
Fund to reflect the cost of insurance, will not be the same for all owners.
Insurance is based on the principle of pooling and distribution of mortality
risks, which assumes that each owner is charged a cost commensurate with the
Insureds' mortality risk as actuarially determined utilizing factors such as
age, sex (in

II-61

<PAGE>

most cases), smoking status, health and occupation. Uniform
premiums or charges for all Insureds would discriminate unfairly in favor of
those Insureds representing greater risks. However, for a given face amount of
insurance, Contracts issued on a combination of two insureds in a given risk
classification will have the same minimum initial premium and charges.

The underwriting standards and premium processing practices followed by The
Prudential are similar to those followed in connection with the offer and sale
of fixed-benefit life insurance, modified where necessary to meet the
requirements of the federal securities laws.

B. Application and Initial Premium Processing

Upon receipt of a completed application form from a prospective owner, The
Prudential will follow certain insurance underwriting (i.e., evaluation of risk)
procedures designed to determine whether the proposed Insureds are insurable.
The process may involve such verification procedures as medical examinations and
may require that further information be provided by the proposed Insured before
a determination can be made. A Contract cannot be issued, i.e., physically
issued through The Prudential's computerized issue system, until this
underwriting procedure has been completed.

These processing procedures are designed to provide immediate benefits to every
prospective owner who pays the minimum initial premium at the time the
application is submitted. Since a Contract cannot be issued until after the
underwriting process has been completed, we will provide immediate insurance
coverage through use of a Limited Insurance Agreement. This coverage is for the
total death benefit applied for, up to the maximum described by the Limited
Insurance Agreement.

The Contract Date marks the date on which benefits begin to vary in accordance
with the investment performance of the selected investment option(s). It is also
the date as of which the insurance ages of the proposed Insureds are determined.
It represents the first day of the Contract year and therefore determines the
Contract anniversary and also the Monthly Dates. It also represents the
commencement of the suicide and contestable periods for purposes of the
Contract.

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<PAGE>

If the minimum initial premium is paid with the application and no medical
examination is required, the Contract Date will ordinarily be the date of the
application. If an unusual delay is encountered (for example, if a request for
further information is not met promptly), the Contract Date will be 21 days
prior to the date on which the Contract is physically issued. If an examination
is required, the Contract Date will ordinarily be the date the examination is
completed, subject to the same qualification as that noted above.

If the minimum initial premium is not paid with the application, the Contract
Date will be the Contract Date stated in the Contract, which will generally be
the date the initial premium is received from the owner and the Contract is
delivered.

There is one principal variation from the foregoing procedure. If permitted by
the insurance laws of the state in which the Contract is issued, the Contract
may be back dated up to six months, provided that the backdating results in a
lower insurance age for the Insured. In any event, the Contract may not be
backdated before the product introduction date. The values under the Contract
and the amount(s) deposited into the selected investment option(s) will be
calculated upon the assumptions that the Contract has been issued on the
Contract Date and all scheduled premiums had been received on their due dates.
If the initial premium paid is in excess of the minimum initial premium, the
excess (after the front-end deductions) will be credited to the Contract and
placed in the selected investment option(s) on the date of receipt.

In general, (1) the invested portion of the minimum initial premium will be
placed in the Contract Fund and allocated to the selected investment options as
of the Contract Date; and (2) the invested portion of any premium in excess of
the minimum initial premium will be placed in the Contract Fund and allocated to
the selected investment options as of the later of the Contract Date and the
date received.

C. Premium Processing

Whenever a premium is received, The Prudential will subtract the front-end
charges. What is left will be invested in the selected investment option(s) on
the date received (or, if that is not a business day, on the next business day).

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<PAGE>

D. Reinstatement

The Contract may be reinstated within five years after default if (a) both
insureds are alive or if one insured is alive and the contract ended without
value after the death of the other insured (this period will be longer if
required by state law). The Contract will not be reinstated if it was
surrendered for its cash surrender value. A Contract will be reinstated upon
receipt by The Prudential of a written application for reinstatement, production
of evidence of insurability satisfactory to The Prudential and payment of at
least (a) the amount required to bring the Contract Fund to zero on the date the
Contract went into default, plus (b) the deductions from the contract fund
during the grace period following the date of default, plus (c) a premium that
would be sufficient, after front-end charges, to cover the deductions from the
contract fund for three monthly dates starting on the date of reinstatement. In
addition, any contract debt (with interest to date) must be restored or paid
back. If debt with interest exceeds the value of a loan that we would otherwise
permit on the reinstated contract, the excess must be paid back to The
Prudential before reinstatement.

Except for any such loan repayments, The Prudential will treat the amount paid
upon reinstatement as a premium. It will deduct the front-end charges plus any
deductions from the contract fund that would have been made during the grace
period. The contract fund of the reinstated Contract will, immediately upon
reinstatement, be equal to this net premium payment.

The reinstatement will take effect as of the beginning of the contract month
that coincides with or next follows the date The Prudential approves the request
for reinstatement.

There is an alternative to this reinstatement procedure that applies only if
reinstatement is requested within three months after the contract went into
default. In such a case evidence of insurability may not be required and the
amount of the required payment will be an amount The Prudential estimates will
keep the contract inforce for three months from the date of default.

E. Repayment of Loan

A loan made under the Contract may be repaid with an amount equal to the monies
borrowed plus interest which accrues daily at a

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<PAGE>

fixed annual rate which depends on whether the loan is a "regular loan" or
"preferred loan." A regular loan is available at any time and can equal up to
the loan value (90% of the Contract Fund). The effective annual rate that we
charge on regular loans is 5%. A preferred loan is available starting on the
tenth contract anniversary, and can equal up to the maximum amount that may
still be borrowed (loan value less existing loans) less cost basis (subject to a
minimum of zero, premiums paid less total withdrawals). The effective annual
rate that we charge on preferred loans is 4.5%. A regular loan remains a regular
loan--it will not automatically rollover when a preferred loan is available.
However, any capitalization of interest on a regular loan will be treated as a
preferred loan IF the conditions for a preferred loan are met.

When a loan is made, The Prudential will transfer an amount equal to the
contract loan from the investment option(s). While a loan is outstanding, the
amount of contract fund attributable to the outstanding contract loans, whether
they are regular loans or preferred loans, will be credited with interest at an
annual rate of 4%. The Prudential thus will realize the difference between that
rate and the fixed loan interest rate(s), which will be used to cover the loan
investment expenses, income taxes, if any, and processing costs.

Upon repayment of Contract debt, the loan portion of the payment (i.e., not the
interest) will be added to the investment option(s) using the investment
allocation currently in effect for premium payments, as selected by the contract
owner. The Prudential reserves the right to change the manner in which it
allocates loan repayments, and will notify all contract owners of any such
change.

II. Transfers

Currently, fifteen subaccounts are available for investment by contract owners
of The Prudential Variable Appreciable Account ("Account"), each of which is
invested in shares of a corresponding portfolio of The Prudential Series Fund,
Inc. ("Fund"), which is registered under the 1940 Act as an open-end diversified
management investment company. In addition, a fixed-rate option is available.
Provided the Contract is not in default, the owner may, up to twelve times in
each contract year, transfer amounts from one subaccount to another subaccount
or to the fixed-rate option without charge. Additional transfers are

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<PAGE>

subject to an administrative charge deducted from the Contract Fund of up to
$25. The Prudential currently would charge $25. All or a portion of the amount
credited to a subaccount may be transferred.

In addition, the entire amount of the contract fund may be transferred to the
fixed-rate option during the first two contract years, or at any time
thereafter. Contract owners who wish to convert their variable contract to a
fixed-benefit contract in this manner must request a complete transfer of funds
to the fixed-rate option and should also change their allocation instructions
regarding any future premiums.

Transfers among subaccounts will take effect at the end of the valuation period
during which a proper written request or authorized telephone request is
received at a Prudential Home Office. The request may be in terms of dollars,
such as a request to transfer $10,000 from one account to another, or may be in
terms of a percentage reallocation among subaccounts. In the latter case, as
with premium reallocations, the percentages must be in whole numbers.

Transfers out of the fixed rate options may be made only with The Prudential's
consent. Currently there are no restrictions on transfers from the fixed rate
option, but The Prudential reserves the right to limit such transfers on a
nondiscriminatory basis.

III. "Redemption" Procedures: Surrender and Related Transactions

A. Surrender for Cash Surrender Value If either or both insureds under a
Contract are alive, The Prudential will pay, within seven days, the Contract's
cash surrender value as of the date of receipt at its Home Office of the
Contract, a signed request for surrender, and any tax withholding information
required under federal or state law. The Prudential reserves the right to
postpone payment that part of the cash surrender value that is to come from any
variable investment option (provided by a separate account registered under the
Investment Company Act of 1940) if; (1) the New York Stock Exchange is closed;
or (2) the SEC requires that trading be restricted or declares an emergency. The
Prudential reserves the right to postpone paying the remainder for up to six
months. If this is done for more than thirty days, The Prudential will pay
interest at the rate of 3% a year.

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<PAGE>

The Contract's cash surrender value is the contract fund, minus any contract
debt.

In lieu of the payment of the cash surrender value in a single sum upon
surrender of a Contract, an election may be made by the owner to apply all or a
portion of the proceeds under one of the fixed benefit settlement options
described in the Contract. The fixed-benefit settlement options are subject to
the restrictions and limitations set forth in the Contract.

B. Withdrawals from the Contract Fund

A withdrawal from the Contract Fund may be made only if the following conditions
are satisfied. First, The Prudential must receive a request for the withdrawal
in a form that meets its need. Second, the net cash value after withdrawal may
not be less than or equal to zero after deducting the next monthly charge.
Third, the amount withdrawn must be at least $500. There is a fee of up to $25
for each withdrawal. We currently charge $10 for each withdrawal. An amount
withdrawn may not be repaid except as a premium subject to the Contract charges.

Whenever a withdrawal is made, the death benefit payable will immediately be
reduced by at least the amount of the withdrawal. This will not change the Basic
Insurance Amount (minimum face amount specified in the Contract) under a
Contract with a Variable Insurance Amount. However, under a Contract with a
Fixed Insurance Amount, the resulting reduction in death benefit may require a
reduction in the face amount. No withdrawal will be permitted under a Contract
with a Fixed Insurance Amount if it would result in a Basic Insurance Amount
less than the minimum face amount of $250,000.

The contract fund is reduced by the sum of the cash withdrawn and the fee for
the withdrawal. An amount equal to the reduction in the contract fund will be
withdrawn from the investment options.

C. Death Claims

The Prudential will pay a death benefit to the beneficiary at the second death
if the Contract is in force at the time of that death. The proceeds will be paid
within seven days after receipt at our Home Office of proof of death of both
Insureds and all

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<PAGE>

other requirements necessary to make payment. State Insurance laws impose
various requirements, such as receipt of a tax waiver, before payment of the
death benefit may be made. The Prudential reserves the right to postpone payment
of that part of the proceeds that is to come from any variable investment option
(provided by a separate account registered under the Investment Company Act of
1940) if; (1) the New York Stock Exchange is closed; or (2) the SEC requires
that trading be restricted or declares an emergency. The Prudential reserves the
right to postpone paying the remainder for up to six months.

In addition, payment of the death benefit is subject to the provisions of the
Contract regarding suicide and incontestability. In the event The Prudential
should contest the validity of a death claim, an amount up to the portion of the
Contract fund in the variable investment options will be withdrawn, if
appropriate, and held in The Prudential's general account.

The following describes the death benefit if the Contract is not in default past
its days of grace. The death benefit will be the insurance amount increased by
any dividend credits and reduced by any contract debt and the amount needed to
pay charges through the date of death. There may be an additional amount payable
from an extra benefit added to the Contract by rider on either the first or the
second death.

On any date, the insurance amount under a Contract with a Fixed Insurance Amount
is the greater of (1) the Basic Insurance Amount (face amount specified on the
contract), and (2) the contract fund before deduction of any monthly charges due
on that date, multiplied by attained age factors. These factors vary by the
younger insured's attained age and are shown in the Contract.

On any date, the insurance amount under a Contract with a Variable Insurance
Amount is the greatest of (1) the Basic Insurance Amount, (2) The Basic
Insurance Amount plus the contract fund before deduction of any monthly charges
due on that date, and (3) the contract fund before deduction of any monthly
charges due on that date, multiplied by attained age factors shown on the
contract data pages. These factors vary by the younger insured's attained age
and are shown in the Contract.

The proceeds payable on death also will generally include interest (at a rate
determined by The Prudential from time to

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time) from the date that the death benefit is computed (the date of death) until
the date of payment. However, state insurance laws may impose additional or
different requirements.

The Prudential will make payment of the death benefit out of its general
account, and will transfer assets, if appropriate, from the Account to the
general account in an amount up to the contract fund.

In lieu of payment of the death benefit in a single sum, an election may be made
to apply all or a portion of the proceeds under one of the fixed benefit
settlement options described in the Contract or, with the approval of The
Prudential, a combination of options. The election may be made by the owner
during the Insured's lifetime, or, at death, by the beneficiary. An option in
effect at death may not be changed to another form of benefit after death. The
fixed benefit settlement options are subject to the restrictions and limitations
set forth in the Contract.

D. Default and Options on Lapse

The Contract can go into default if either (1) the contract debt ever grows to
be equal to or more than the contract fund, or (2) on any Monthly Date, the
contract fund is less than zero UNLESS it remains in force under the Death
Benefit Guarantee. Monthly Dates occur on the Contract Date and in each later
month on the same day of the month as the Contract Date. The Death Benefit
Guarantee will hold if premiums (less withdrawals) accumulated at 4% are greater
than or equal to accumulated premium values that we show in the Contract
(Limited Death Benefit Guarantee Values and Lifetime Death Benefit Guarantee
Values).

The Contract provides for a grace period commencing on the Monthly Date on which
the Contract goes into default and extending at least 61 days after the mailing
date of the notice of default. The insurance coverage continues in force during
the grace period, but if the second Insured dies during the grace period, any
charges due to the date of the second death are deducted from the amount payable
to the beneficiary.

E. Loans

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The Contract provides that an owner may take out a loan at any time a loan value
is available providing (1) The Contract is assigned to The Prudential as the
only security for the loan, (2) at least one of the Insureds must be living, and
(3) the resulting contract debt must not be more than the loan value (90% of the
contract fund). Disbursement of the amount of the loan will be made within seven
days of receipt of the form at The Prudential's Home Office.

The investment options will be debited in the amount of the loan on the date the
loan is approved. The percentage of the loan withdrawn from each investment
option will normally be equal to the percentage of the value of such assets held
in the investment option unless otherwise requested. An owner may borrow up to
the Contract's full loan value. The loan provision is described in the
prospectus.

A loan does not affect premiums or charges. When a loan is made, the contract
fund is not reduced, but the value of the assets relating to the Contract held
in the investment option(s) is reduced. Accordingly, the daily changes in the
cash surrender value will be different from what they would have been had no
loan been taken. Cash surrender values and the death benefit are thus
permanently affected by any Contract debt, whether or not repaid.

The guaranteed minimum death benefit is not affected by Contract debt. However,
on settlement the amount of any Contract debt is subtracted from the insurance
proceeds. If Contract debt ever becomes equal to or more than the Contract Fund,
all the Contract's benefits will end 61 days after notice is mailed to the owner
and any known assignee, unless payment of an amount sufficient to end the
default is made within that period.

IV. Cash Adjustment Upon Exchange of Contract

As described previously, so long as the Contract is not in default, the Owner
may transfer all amounts in the variable investment options into the fixed-rate
option. This option is provided in lieu of the option to exchange to a
comparable fixed benefit life insurance contract.

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EXHIBIT 1.A.(13)(a)

OPTION TO EXCHANGE FOR SEPARATE CONTRACTS

Right to Exchange While both Insureds are living and neither has
reached his or her 75th birthday, you may exchange this
contract for two new contracts of life insurance, one on
the life of each Insured, if the unlimited marital
deduction allowed under Internal Revenue Code Section 2056
is no longer available to the Insureds.

Exchange Date The exchange date will be the date you ask for in your
request, provided it is within 31 days of the date we
receive your request at our Home Office.

Conditions Your right to make this exchange is subject to these
conditions:

1. You must ask for the exchange in a form that meets
our needs.

2. You must repay any contract debt under this contract.

3. You must surrender this contract to us.

4. We must receive your request and this contract at our
Home Office while this contract is in force.

5. You must prove to us that each Insured is insurable
for the new contract.

The new contracts will not take effect unless any premiums
due for them and the charge for the exchange, if any,
(which we describe under Charge or Allowance) are paid
while both persons to be insured are living. This must be
done within 31 days after the earlier of the date of your
request and the date to which premiums for this contract
are paid. If the new contracts take effect, they will take
effect on the exchange date and this contract will end just
before the exchange date.

Contract Date The new contract will have the same contract date as this
one.

Contract For each Insured the new contract will be on the Life
Specifications Paid Up at Age 85 plan. We will set the issue ages and the
premiums for the new contracts in accordance with our
regular rules in use on the contract date.

Each new contract must have the same basic (face) amount.
It can be any amount from $10,000 up to 50% of the basic
insurance amount of this contract. There will be no extra
benefit.

Charge or Allowance We will make a charge for the exchange if, on the exchange
date, the sum of the tabular cash values for the new
contracts is more than the contract fund value for this
contract. The charge will be 105% of the difference
between these amounts.

If, on the exchange date, the contract fund value for this
contract is more than the sum of the tabular cash values
for the new ones, we will send you the difference.

Contestability or We will endorse each new contract to state that the
Suicide for New period for the Incontestability provision and in the
Contracts Suicide Exclusion will start on the exchange date, not on
the issue date. The endorsement will also state how we will
compute the amount to be paid under each new contract if we
have a legal basis for contesting it or if death results
from suicide in the stated period.

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<PAGE>

To compute the amount to be paid under either new contract
if we have a legal basis for contesting it or if death
results from suicide in the stated period, here is what we
will do. We will identify the part of the tabular cash
value of the new contract that came from this contract on
the exchange date. We will add to that one-half the amount
of the charge, if any, for the exchange and any premiums
paid on the new contract. And we will subtract any
dividends credited to the new contract on and after the
exchange date. Then we will increase the total by any
existing dividend credits and reduce it by any contract
debt. The new cash value of the new contract might be more
than the amount so determined. If so, we will pay that
value instead. If the Insured is living, we will make this
computation as of the date the new contract is ended.
Otherwise we will do so as of the date of his or her death.

Other Exchanges You may be able to exchange this contract other than in
accordance with the requirements we state in this rider.
But this may be done only if we consent, and will be
subject to conditions and charges that are then determined.

Rider attached to and made part of this contract on the
Contract Date

The Prudential Insurance Company of America,

By A B C

Secretary

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EXHIBIT 1.A.(13)(b)

RIDER FOR TERM INSURANCE BENEFIT ON LIFE OF
SECOND INSURED TO DIE

This benefit is part of this contract only if it is
included in the list of other benefits on the contract data
pages. As part of the contract, it is subject to all the
provisions of the contract.

Benefit We will pay an amount under this rider if we receive due
proof that the death of the second Insured to die occurred
in the term period for the rider and while this contract is
in force. We will pay this amount to the beneficiary for
insurance payable upon the death of the second Insured to
die. But our payment is subject to all the provisions of
the rider and of the rest of this contract.

We show the amount of term insurance under this benefit and
the term period on a contract data page. The term period
starts on the contract date. The anniversary at the end of
the term period is part of that period.

Rider Charges The charge for this rider is shown under Adjustments to
the Contract Fund.

Termination This rider will end on the earliest of:

1. the end of its term period;

2. the end of the grace period if the contract is in
default and the premium required to bring it out of
default has not been paid; and

3. the date the contract ends for any other reason.

Rider attached to and made part of this contract on the
Contract Date

The Prudential Insurance Company of America,

By A B C

Secretary

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EXHIBIT 1.A.(13)(c)

RIDER FOR TERM INSURANCE BENEFIT

This rider is a part of this contract only if it is listed
on a contract data page. As a part of the contract, it is
subject to all the provisions of the contract.

Insured When we use the word Insured in this rider we mean the
Insured identified on a contract data page as being
covered under this rider.

Benefit We will pay an amount under this rider if we receive due
proof that the Insured died: (1) in the term period for the
rider; and (2) while this contract is in force. We will pay
this amount to the beneficiary for insurance payable upon
the Insured's death. But our payment is subject to all the
provisions of the rider and of the rest of this contract.

Term Insurance From time to time we will set the rates for term insurance
Rates to be provided under this rider. The rates will be the
same for all riders like this one that are in the same
rating class as this one. We will base the rates on the
Insured's issue age and sex and the length of time since
the contract date.

The rate for each contract year will not be more than the
rate that would apply if we were to use:

1. the Commissioners 1980 Standard Ordinary Mortality
Table;

2. the risk classification for the Insured;

3. age last birthday;

4. an effective interest rate of 4% a year; and

5. a charge of $.48 for each $1,000 of term insurance.

If you ask for the rates that apply, we will furnish them.

Benefit Charges The charge for this benefit is shown under Adjustments to
the Contract Fund. We may charge less for this benefit,
but we may not charge more.

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<PAGE>

CONVERSION TO A NEW CONTRACT OF LIFE INSURANCE

Right to Convert You may convert this rider to a new contract of life
insurance on the Insured's life. You will not have to prove
that the Insured is insurable. When we use the phrase new
contract in this provision, we mean the contract to which
the rider may be converted.

Conditions Your right to make this conversion is subject to these
conditions: (1) You must ask for it in a form that meets
our needs, (2) You must send this contract to us to be
endorsed, (3) We must receive your request and this
contract at our Home Office while the rider is in force and
not later than the second to occur of (a) the fifth
contract anniversary; and (b) the contract anniversary on
which the Insured's attained age is 65.

The new contract will not take effect unless the premium
for it is paid while the Insured is living and within 31
days after its contract date. If the premium is paid as we
state, it will be deemed that: (1) the new contract took
effect on its contract date; and (2) this rider ended just
before that contract date. With respect to the part of the
last premium that was used to pay for the converted amount
of term insurance, we will return any of such part that is
more than was needed to pay premiums to the contract date
of the new contract.

Contract Date The contract date of the new contract will be the date you
ask for except as we state in the next two sentences. It
may not be after the monthly date following the last date
charges for this benefit were deducted from the contract
fund at the time of your request. And it may not be more
than 31 days before the date we receive your request at our
Home Office.

Contract The new contract will be in the same rating class as this
Specifications contract. We will set the issue age and the new premium
for the new contract in accordance with our regular rules
in use on the contract date.

Except as we state in the next sentence, the new contract
may be any life or endowment plan that we would regularly
issue on its contract date for the same rating class as
this contract, and the amount, issue age and sex as this
rider. It cannot be any of these: (1) a single premium
contract; or (2) a contract that insures anyone in addition
to the Insured; or (3) a contract that includes or provides
for term insurance other than extended insurance; or (4) a
contract with premiums that increase after a stated time,
if its first premium is less than 80% of any later premium.

You may choose any basic (face) amount between $10,000 and
the amount of term insurance under this rider. If that
basic amount is not available for the plan you choose, we
will let you know what plans are available. If the basic
amount you want is not available on any regularly issued
plan, we will issue a new contract for as low as $10,000 on
the Life Paid-Up at Age 85 plan if you ask us to do so.

The new contract may not have other benefits.

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<PAGE>

Changes You may be able to have this rider changed to a new
contract of life insurance other than in accordance with
the requirements for conversion that we state above. But
any change may be made only if we consent, and will be
subject to conditions and charges that are then determined.

TERMINATION

This rider will end on the earliest of:

1. the end of its term period;

2. the end of the grace period if the contract is in
default and the premium required to bring it out of
default has not been paid;

3. the end of the last day before the contract date of any
other contract (a) for which the rider is converted, or
(b) to which the rider is changed; and

4. the date the contract ends for any other reason.

If you ask us in writing we will cancel the rider as of the
first monthly date on or after we receive your request.
Charges for this benefit deducted from the contract fund on
or after such monthly date will be reduced accordingly.

Rider attached to and made part of this contract on the
Contract Date

The Prudential Insurance Company of America,

By A B C

Secretary

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Exhibit 8(b)

POWER OF ATTORNEY

Know all men by these presents:

That I, Mark B. Grier, of New York , New York, Principal Financial Officer
of The Prudential Insurance Company of America, do hereby make, constitute and
appoint as my true and lawful attorneys in fact DOROTHY K. LIGHT, ROSANNE J.
BARUH, THOMAS C. CASTANO, MARY L. CAVANAUGH, THOMAS A. EARLY, TIMOTHY P. HARRIS,
COLLEEN P. KELLY, THOMAS J. LOFTUS, BERNARD V. PETERSON, MARY JO REICH, PETER T.
SCOTT, ANDREW M. SHAINBERG, GEORGE S. SHIVELY and CHARLES C. SPRAGUE or any of
them severally for me and in my name, place and stead to sign, where applicable:
Annual Reports on Form 10-K, registration statements on the appropriate forms
prescribed by the Securities and Exchange Commission, and any other periodic
documents and reports required under the Investment Company Act of 1940, the
Securities Act of 1933 and all amendments thereto executed on behalf of The
Prudential Insurance Company of America and filed with the Securities and
Exchange Commission for the following:

The Prudential Variable Contract Account-2 and group variable annuity
contracts, to extent they represent participating interests in said
Account;

The Prudential Variable Contract Account-10 and group annuity contracts, to
extent they represent participating interests in said Account;

The Prudential Variable Contract Account-11 and group annuity contracts, to
extent they represent participating interests in said Account;

The Prudential Variable Contract Account-24 and group annuity contracts, to
extent they represent participating interests in said Account;

The Prudential Variable Contract Real Property Account and individual
variable life insurance and annuity contracts, to the extent they represent
participating interests in said Account;

Prudential's Investment Plan Account and Systematic Investment Plan
Contracts, to the extent they represent participating interests in said
Account, and shares of the Common Stock of Prudential's Gibraltar Fund;

Prudential's Annuity Plan Account and Variable Annuity Contracts, to the
extent they represent participating interests in said Account, and shares
of the Common Stock of Prudential's Gibraltar Fund;

Prudential's Annuity Plan Account-2 and Variable Annuity Contracts, to the
extent they represent participating interests in said Account, and shares
of the Common Stock of Prudential's Gibraltar Fund;

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<PAGE>

Group variable retirement annuity contracts, to the extent they represent
participating interests in Prudential's Variable Contract Account--
Investment Fund;

The Prudential Individual Variable Contract Account and Individual Variable
Annuity Contracts, to the extent they represent participating interests in
said Account;

The Prudential Qualified Individual Variable Contract Account and
Individual Variable Annuity Contracts, to the extent they represent
participating interests in said Account;

The Prudential Variable Appreciable Account and Variable Appreciable Life
Insurance Contracts, to the extent they represent participating interests
in said Account; and

The Prudential Variable Life Insurance Account and Variable Life Insurance
Contracts, to the extent they represent participating interests in said
Account.

IN WITNESS WHEREOF, I have hereunto set my hand this 9th day of June, 1995.

Mark B. Grier
-----------------------
Signature

State of New Jersey )
) SS
County of Essex )

On this 9th day of June, 1995, before me personally appeared Mark
B. Grier, to me known to me to be the person mentioned and described in and
who executed the foregoing instrument and duly acknowledged to me that (s)he
executed the same.

My commission expires:
July 26, 1999

Ann L. Wellbrock
------------------------
Notary Public

II-78