<PAGE>
SUPPLEMENT TO PROSPECTUS DATED MAY 1, 1997 AS SUPPLEMENTED SEPTEMBER 2, 1997 FOR
PACIFIC SELECT EXEC, PACIFIC SELECT CHOICE, PACIFIC SELECT ESTATE PRESERVER AND
PACIFIC SELECT ESTATE PRESERVER II
LAST SURVIVOR
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICIES
AND PACIFIC SELECT ESTATE MAXIMIZER
MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE POLICIES
EACH ISSUED BY PACIFIC LIFE INSURANCE COMPANY
Capitalized terms used in this supplement are defined in the prospectuses
referred to above or the M Fund's prospectus.
INTRODUCTION
A Policy Owner may choose to allocate net premium payments to four
additional options available under the Policy (the "Investment Options") that
are funded through the Variable Accounts of the Separate Account: The Edinburgh
Overseas Equity Variable Account ("Variable Account I"), Turner Core Growth
Variable Account ("Variable Account II"), the Frontier Capital Appreciation
Variable Account ("Variable Account III"), and the Enhanced U.S. Equity Variable
Account ("Variable Account IV"). A Policy Owner also may transfer Accumulated
Value to the Variable Accounts funding these additional Variable Investment
Options. The Variable Accounts funding the additional Variable Investment
Options invest in the following corresponding portfolios ("Portfolios") of M
Fund, Inc. ("M Fund"):
Variable Account I: Edinburgh Overseas Equity Fund
Variable Account II: Turner Core Growth Fund
Variable Account III: Frontier Capital Appreciation Fund
Variable Account IV: Enhanced U.S. Equity Fund
In addition to these Investment Options, a Policy Owner may allocate all or
a portion of net premium payments and transfer Accumulated Value to the Variable
Accounts or the Fixed Account of Pacific Life Insurance Company ("Pacific Life,"
"we", "us", or "our", formerly known as Pacific Mutual Life Insurance Company)
described in the accompanying prospectus for the Policy.
Except as described below in relation to the four additional Variable
Investment Options, all features of the Policy and all operational procedures
regarding the Policy remain in effect as described in the Policy's prospectus.
INFORMATION ABOUT M FUND
M FUND, INC.
M Fund is a diversified, open-end management investment company registered
with the Securities and Exchange Commission ("SEC") under the Investment Company
Act of 1940. M Fund currently offers four separate Portfolios as Investment
Options under the Policies. Each Portfolio pursues different investment
objectives and policies. The shares of each Portfolio are purchased by us for
the corresponding Variable Account at net asset value, i.e., without sales load.
----
All dividends and capital gains distributions received from a Portfolio are
automatically reinvested in such Portfolio at net asset value, unless we, on
behalf of the Separate Account, elect otherwise. M Fund shares may be redeemed
by us at their net asset value to the extent necessary to make payments under
the Policies.
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The chart below summarizes some basic information about each Portfolio of M
Fund offered to the Separate Account. There can be no assurance that any
Portfolio will achieve its objective. More detailed information is contained in
the accompanying prospectus of M Fund, including information on the risks
associated with the investments and investment techniques of each Portfolio of
M Fund.
M FUND'S PROSPECTUS ACCOMPANIES THIS PROSPECTUS SUPPLEMENT AND SHOULD BE
READ CAREFULLY BEFORE INVESTING.
<TABLE>
<CAPTION>
Primary Investments Investment
(under normal Adviser/Portfolio
Portfolio Objective circumstances) Manager
- ---------------------- --------------------- ---------------------- ---------------------
<S> <C> <C> <C>
Edinburgh Overseas Long-term capital Common stock and M Financial Invest-
Equity Fund appreciation with common stock equi- ment Advisers, Inc.
reasonable invest- valents of foreign ("MFIA")/Edinburgh
ment risk through issuers, including Fund Managers plc.
active management smaller issuers and
and investment in issuers located in
common stock and small, emerging
common stock equi- markets
valents of foreign
issuers
Turner Core Growth Long-term capital Common stocks that MFIA/Turner
Fund appreciation through show strong earnings Investment Partners,
a diversified port- potential with Inc.
folio of common reasonable market
stocks that show prices
strong earnings
potential with
reasonable market
prices
Frontier Capital Maximum capital Common stock of com- MFIA/Frontier
Appreciation Fund appreciation through panies of all sizes, Capital Management
investment in common with emphasis on Company, Inc.
stock of companies stocks of small- to
of all sizes, with medium-capitaliza-
emphasis on stocks tion companies
of small- to medium- (i.e., companies
capitalization with market capi-
companies talization of less
than $3 billion)
Enhanced U.S. Equity Above-market total Common stocks of MFIA/Franklin
Fund return through in- companies perceived Portfolio Associates
vestment in common to provide a return LLC
stock of companies higher than that of
perceived to provide the S&P 500 at
a return higher than approximately the
that of the same level of
Standard & Poor's investment risk
500 Composite Stock
Price Index ("S&P
500") at approxi-
mately the same
level of investment
risk as the S&P 500
</TABLE>
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THE INVESTMENT ADVISER AND PORTFOLIO MANAGERS
M Financial Investment Advisers, Inc. ("MFIA") serves as Investment Adviser
to each Portfolio of M Fund. MFIA has engaged other firms, as shown in the
chart above, to serve as Portfolio Managers under the supervision of MFIA and M
Fund's Board of Directors.
We assume no responsibility for the operation of M Fund or any Portfolio
thereof, or the compliance of M Fund or the Portfolio with any applicable law.
SUMMARY OF THE POLICY
The following supplements the discussion included in the Policy's
prospectus under "SUMMARY OF THE POLICY: Charges and Deductions".
M FUND EXPENSES AFTER EXPENSE LIMITATION (as a percentage of each Fund's average
net assets).
<TABLE>
<CAPTION>
ADVISORY OTHER TOTAL
FEE EXPENSES EXPENSES
--------- --------- ---------
<S> <C> <C> <C>
Edinburgh Overseas Equity Fund 1.05% .25% 1.30%
Turner Core Growth Fund .45% .25% .70%
Frontier Capital Appreciation Fund .90% .25% 1.15%
Enhanced U.S. Equity Fund .55% .25% .80%
</TABLE>
The expenses listed for each of the M Fund Portfolios reflect current
expenses for the period January 4, 1996 (commencement of operations) through
December 31, 1996, and reflect the policy of MFIA to pay operating expenses of M
Fund (not including brokerage or other portfolio transaction expenses or
expenses of litigation, indemnification, taxes or other extraordinary expenses)
to the extent such expenses, as accrued for each Portfolio from January 4, 1996
through December 31, 1996, exceed .25% of that Portfolio's average daily net
assets on an annualized basis. In the absence of this policy, such expenses
would have exceeded the expense cap and total expenses for the period January 4,
1996 through December 31, 1996, exclusive of interest on loans, would have been
7.34% for the Edinburgh Overseas Equity Fund, 8.51% for the Turner Core Growth
Fund, 8.19% for the Frontier Capital Appreciation Fund and 12.45% for the
Enhanced U.S. Equity Fund, respectively, MFIA has extended this policy through
December 31, 1997. There can be no assurance that MFIA will continue this
policy in the future.
M Fund's expenses are assessed at the Fund level and are not direct charges
against the Variable Accounts or the Policy's Accumulated Value. These expenses
are taken into account in computing each Portfolio's net asset value, which in
turn is used to compute the corresponding Variable Account's Accumulation Unit
Value. M Fund's investment advisory fees and operating expenses are more fully
described in M Fund's prospectus, which accompanies this prospectus.
THE POLICY
All features of the Policy described in its prospectus remain intact.
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<PAGE>
The following discussion supplements the one included in the Policy's
prospectus under "CHARGES AND DEDUCTIONS - Other Charges."
OTHER CHARGES
M Fund and each of its Portfolios incur certain charges, including the
investment advisory fee, and certain operating expenses. M Fund is
governed by its Board of Directors. M Fund's expenses are not fixed or
specified under the terms of the Policy, and these expenses may vary from
year to year. The advisory fees and other expenses are more fully
described in the prospectus of M Fund.
We will exercise voting rights attributable to shares of M Fund consistent
with the discussion in the prospectus on "Voting of Fund Shares." The rights we
have as described in the prospectus under "Disregard of Voting Instructions" and
"Substitution of Investments" also apply to M Fund and its Portfolios.
REPORT TO OWNERS
We will send to each Policy Owner any annual and semiannual reports
containing financial statements for M Fund that we receive from that fund.
ILLUSTRATIONS
For the M Fund Portfolios, the investment advisory fees for the period
January 4, 1996 (commencement of operations of the Portfolios) through December
31, 1996 were equivalent to the following annual rates of the average daily net
assets of the Portfolios: 1.05% for the Edinburgh Overseas Equity Fund, 0.45%
for the Turner Core Growth Fund, 0.90% for the Frontier Capital Appreciation
Fund, and 0.55% for the Enhanced U.S. Equity Fund. Foreign taxes (annualized)
were equal to 0.22% and 0.02% of the average daily net assets of the Edinburgh
Overseas Equity Fund, and the Enhanced U.S. Equity Fund, respectively. Upon
request, we will furnish individualized illustrations reflecting allocation of
net premiums to one or more of the Variable Accounts that each invest in a
corresponding Portfolio of M Fund, which will reflect the expenses (after
payment of certain operating expenses by MFIA) of the Portfolio(s), described
above, and under "SUMMARY OF THE POLICY: Charges and Deductions".
Supplement Dated September 2, 1997
Form No. 15-20535-02
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