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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
as filed with the Commission on December 5, 1997
Registration No. _________
Form S-6
REGISTRATION STATEMENT UNDER THE SECURITIES
ACT OF 1933 OF SECURITIES OF
UNIT INVESTMENT TRUSTS REGISTERED
ON FORM N-8B-2
A. Exact name of Trust: Massachusetts Mutual Variable Life Separate Account I
B. Name of Depositor: Massachusetts Mutual Life Insurance Company
C. Complete address of 1295 State Street
Depositor's principal Springfield, MA 01111
executive offices:
APPROXIMATE DATE OF PROPOSED PUBLIC OFFERING: As soon as possible after the
effective date of this Registration Statement.
Pursuant to Rule 24-f-2 of the Investment Company Act of 1940, the Registrant
hereby declares that an indefinite amount of its securities is being registered
under the Securities Act of 1933.
Registrant hereby amends this Registration Statement on such date or dates as
may be necessary to delay its effective date until Registrant shall file a
further amendment which specifically states that this Registration Statement
shall become effective in accordance with Section 8(a) of the Securities Act of
1933 or until this Registration Statement shall become effective on such date as
the Commission, acting pursuant to said section, may determine.
- ------------------------------
STATEMENT PURSUANT TO RULE 24F-2
The Registrant registers an indefinite number or amount of its variable life
insurance contracts under the Securities Act of 1933 pursuant to Rule 24F-2
under the Investment Company Act of 1940. The Rule 24F-2 notice for Registrant's
fiscal year ending December 31, 1996 was filed on February 28, 1997.
1
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CROSS REFERENCE TO ITEMS REQUIRED
BY FORM N-8B-2
<TABLE>
<CAPTION>
Item No. of
Form N-8B-2 Caption
- ----------- -------
<S> <C>
1 Cover Page; Definition of Terms; The Separate Account
2 Cover Page; MassMutual and the Separate Account
3 Cover Page; MassMutual and the Separate Account
4 Sales and Other Agreements
5 MassMutual and the Separate Account
6 MassMutual and the Separate Account
7 Not Applicable
8 Appendix F. Financial Statement
9 Legal Proceedings
10 Cover Page; Introduction; Detailed Information about the Policy;
Transfers; Surrender Charges; Withdrawals; Death Benefit; Voting
Rights; Free Look Provision
11 MassMutual and the Separate Account
12 MassMutual and the Separate Account; Sales and Other Agreements
13 MassMutual and the Separate Account; Charges and Deductions
14 Introduction; MassMutual and the Separate Account; Detailed
Information About the Policy; The Investment Advisors and
Portfolio Managers; MassMutual and the Separate Account;
Surrender Charges; Other Charges; Sales and Other Agreements
15 Introduction; Detailed Information About the Policy; Exhibit 11
16 Introduction; MassMutual and the Separate Account
17 Introduction; Account Value and Net Surrender Value; Withdrawal
Fee; Exhibit 11
18 MassMutual and the Separate Account
19 Records and Reports
</TABLE>
2
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CROSS REFERENCE TO ITEMS REQUIRED
BY FORM N-8B-2
<TABLE>
<CAPTION>
Item No. of
Form N-8B-2 Caption
- ----------- -------
<S> <C>
20 Not Applicable
21 Introduction; Policy Loan Privilege
22 Assignment
23 Bonding Arrangement
24 Detailed Information About the Policy; MassMutual and the
Separate Account
25 MassMutual and the Separate Account
26 MassMutual; The Investment Advisers
27 Detailed Information About the Policy; MassMutual and the
Separate Account
28 Appendix C; Directors and Executive Officers of MassMutual
29 MassMutual and the Separate Account
30 Not Applicable
31 Not Applicable
32 Not Applicable
33 Not Applicable
34 Not Applicable
35 Detailed Information about the Policy; Sales and Other
Agreements
36 Not Applicable
37 Not Applicable
38 Sales and Other Agreements
39 Sales and Other Agreements
40 Sales and Other Agreements
</TABLE>
3
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CROSS REFERENCE TO ITEMS REQUIRED
BY FORM N-8B-2
<TABLE>
<CAPTION>
Item No. of
Form N-8B-2 Caption
- ----------- -------
<S> <C>
41 Sales and Other Agreements
42 Not Applicable
43 Sales and Other Agreements
44 Detailed Information About the Policy; MassMutual and the
Separate Account; Charges for Federal Taxes;
45 Not Applicable
46 Account Values; MassMutual and the Separate Account
47 MassMutual and the Separate Account
48 MassMutual and the Separate Account
49 Detailed Information About the Policy
50 MassMutual and the Separate Account
51 Cover Page; Detailed Information About the Policy; Additional
Information
52 MassMutual and the Separate Account; Reservation of Rights
53 Federal Income Tax Considerations
54 Not Applicable
55 Not Applicable
56 Not Applicable
57 Not Applicable
58 Not Applicable
59 Appendix F (to be filed)
</TABLE>
4
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SURVIVORSHIP FLEXIBLE PREMIUM ADJUSTABLE VARIABLE LIFE INSURANCE POLICIES*
ISSUED BY MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
This Prospectus describes a survivorship flexible premium adjustable variable
life insurance policy (the "Policy") offered by Massachusetts Mutual Life
Insurance Company ("MassMutual"). The Policy, for as long as it remains in
force, provides lifetime insurance protection on the two Insureds named in the
Policy, and pays a Death Benefit at the death of the last surviving Insured (the
"second death"). The minimum Initial Face Amount which may be purchased is
$500,000 currently. The Policy is designed to provide flexibility of premium
payments and Death Benefits by permitting the Owner, subject to certain
restrictions, to vary the frequency and amount of Premium Payments and to
increase or decrease the Death Benefit payable under the Policy. This
flexibility allows an Owner to provide for changing insurance needs under a
single insurance policy. A Policy also may be surrendered for its Net Surrender
Value.
The Owner may allocate Net Premiums and Account Value among the divisions (the
"Divisions") of the designated segment of MassMutual Variable Life Separate
Account I (the "Separate Account") and a Guaranteed Principal Account (the
"GPA"). The assets of each Division will be used to purchase, at net asset
value, shares of a designated investment fund. Currently, the available funds
include the following funds of MML Series Investment Fund (the "MML Trust") and
Oppenheimer Variable Account Funds (the "Oppenheimer Trust"):
MML Trust: Oppenheimer Trust:
---------- ------------------
MML Equity Fund Oppenheimer Capital Appreciation Fund
MML Money Market Fund Oppenheimer Global Securities Fund
MML Managed Bond Fund Oppenheimer Growth Fund
MML Blend Fund Oppenheimer Strategic Bond Fund
MML Equity Index Fund
The Owner bears the investment risk of any Account Value allocated to the
Separate Account. The Death Benefit may, and the Net Surrender Value will, vary
depending on the investment performance of the Divisions. While there is no
guaranteed minimum Net Surrender Value for funds invested in the Separate
Account, a Policy's Death Benefit will never be less than the Face Amount less
any Policy Debt and any unpaid premiums. Furthermore, the Policy will not
terminate if there are sufficient funds available to pay the Monthly Charges or
if the Safety Test has been met during a Guarantee Period.
All Policies are serviced through MassMutual's Administrative Office, located at
1295 State Street, Springfield, Massachusetts 01111-0001. The telephone number
is (413) 788-8411.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE. THIS PROSPECTUS IS VALID ONLY WHEN ACCOMPANIED BY THE
PROSPECTUSES FOR MML TRUST INVESTMENT FUND* AND OPPENHEIMER VARIABLE ACCOUNT
FUNDS.
THIS PROSPECTUS SHOULD BE READ AND RETAINED FOR FURTHER REFERENCE.
THE PURPOSE OF THE POLICY WE ARE OFFERING IS TO PROVIDE INSURANCE PROTECTION. WE
DO NOT CLAIM THE POLICY IS IN ANY WAY SIMILAR TO OR COMPARABLE WITH A MUTUAL
FUND'S SYSTEMATIC INVESTMENT PLAN. REPLACING EXISTING INSURANCE WITH THE POLICY
DESCRIBED IN THIS PROSPECTUS MAY NOT BE TO YOUR ADVANTAGE.
SUBJECT TO COMPLETION DECEMBER 5, 1997
INFORMATION CONTAINED HEREIN IS SUBJECT TO COMPLETION OR AMENDMENT. A
REGISTRATION STATEMENT RELATING TO THESE SECURITIES HAS BEEN FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION. THESE SECURITIES MAY NOT BE SOLD NOR MAY
OFFERS TO BUY BE ACCEPTED PRIOR TO THE TIME THE REGISTRATION STATEMENT BECOMES
EFFECTIVE. THIS PROSPECTUS SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE
SOLICITATION OF AN OFFER TO BUY, NOR SHALL THERE BE ANY SALES OF THESE
SECURITIES IN ANY STATE IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE
UNLAWFUL PRIOR TO THE REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF
ANY STATE.
This Prospectus does not constitute an offer or solicitation to acquire any
interest or participation in the survivorship flexible premium adjustable
variable life insurance policies offered by this Prospectus in any jurisdiction
to anyone to whom it is unlawful to make such an offer or solicitation in such
jurisdiction.
*Title may vary in some jurisdictions
<PAGE>
Table of Contents
I. INTRODUCTION 3
II. DETAILED DESCRIPTION OF THE POLICY
Availability of Policy 4
Death Benefit 4
Premiums 5
Transfers 7
Policy Termination and Reinstatement 7
Charges and Deductions 7
Deductions from Premiums 8
Monthly Charges Against the Account Value 8
Daily Charges Against the Separate Account 9
Surrender Charges 9
Other Charges 9
Account Value and Net Surrender Value 9
Policy Loan Privilege 10
Free Look Provision 11
Policy Rewrite Provision 11
The Guaranteed Principal Account 11
When We Pay Proceeds 12
Federal Income Tax Considerations 13
Your Voting Rights 15
Reservation of Rights 15
Additional Benefits You Can Get by Rider 15
Payment Options 16
Beneficiary 16
Assignment 17
Limits on Our Right to Challenge the Policy 17
Error of Age or Sex 17
Suicide 17
Sales and Other Agreements 17
Commission Schedule 17
Service Agreement 18
Bonding Arrangement 18
Legal Proceedings 18
Experts 18
III. ADDITIONAL INFORMATION
MassMutual 18
Records and Reports 19
The Separate Account 19
MML Trust and Oppenheimer Trust 19
The Investment Advisers 21
Appendix A
Definition of Terms 23
Appendix B
Examples of Death Benefit Option Changes 25
Appendix C
Rates of Return 26
Appendix D
Illustration of Death Benefits, Net Surrender Values, and
Accumulated Premiums 30
Appendix D
Rates of Return 26
Appendix E
Directors of MassMutual 43
Executive Vice Presidents 43
Appendix F
Financials (to be filed) 45
2
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I. INTRODUCTION
Note: Please refer to Appendix A, Glossary for definitions of the terms
contained in this Prospectus.
You should consult Your Policy for further understanding of its term and
conditions and for any state-specific provisions and variances that may apply to
Your Policy.
The Policy is a life insurance contract providing a Death Benefit, an Account
Value, surrender rights, policy loan privileges, and other features
traditionally associated with life insurance. The Policy is a "survivorship"
policy because it provides life insurance on two insured lives and pays a death
benefit at the time of the second death.
The Policy is a "flexible premium" policy because there is no fixed schedule of
premium payments. Although the Owner may establish a schedule of premium
payments ("Planned Premium Payments"), failure to make a Planned Premium Payment
will not necessarily cause a Policy to terminate nor will making the Planned
Premium payments guarantee a Policy will remain in force. The flexibility of
premium payment timing and amount allows an Owner to match premium payments to
income flows or other financial decisions.
The Policy is "adjustable" because the Owner may choose to increase or decrease
the Death Benefit and to change the Death Benefit Option under the Policy. The
Policy is "variable" because the Death Benefit may, and the Net Surrender Value
will, vary in relation to the investment experience of the Divisions of the
Separate Account to which an Owner has allocated Net Premiums. Additionally, the
GPA's crediting interest rate may be adjusted periodically, although it will not
drop below 3%.
The following diagram summarizes the elements of this Policy, and how the Policy
works.
HOW THE POLICY WORKS
Premium Payment
Premium Loads are deducted from each
Premium Payment
(graphic arrow to "Net Premium")
Net Premium
Net Premium and Account Value are
allocated among the Divisions of the
Separate Account and the GPA
(graphic arrow to "Account Value")
Investment Earnings
Investment earnings of the Divisions of
the Separate Account less fund investment
management fees and separate account fees are
credited/ debited daily
Interest is credited on values in the
Guaranteed Principal Account
(graphic arrow to "Account Value")
-------------------------------------------
Account Value
The Account Value is allocated among
the following investment choices:
Guaranteed Principal Account
MML Money Market Division
MML Managed Bond Division
Oppenheimer Strategic Bond Division
MML Blend Division
MML Equity Index Division
MML Equity Division
Oppenheimer Growth Division
Oppenheimer Capital Appreciation Division
Oppenheimer Global Securities Division
-------------------------------------------
(graphic arrows to "Death Benefit", "Account Value Charge",
"Owner Access to Account Value" and "Policy Surrender")
Account Value Charges
Monthly deductions for administrative,
Insurance, and rider expenses are
deducted each month
Owner Access to Account Value
You may access Account Values through
loans and withdrawals
Death Benefit
A choice of 3 Death Benefit Options is available.
The Option chosen may be changed at a later date
Policy Surrender
In the first 10 years of coverage a
surrender charge will be deducted
from the Account Value
3
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II. DETAILED DESCRIPTION OF THE POLICY
Availability of the Policy
Individuals wishing to purchase a Policy must send a completed application to
MassMutual's Administrative Office. Under our current rules, which can be
changed at our sole discretion, the minimum Initial Face Amount of a Policy is
$500,000. The Policy can be issued for two Insureds where the older Insured is
between the ages 18 and 90 inclusive, and the younger Insured is between the
ages 18 and 85 inclusive. Before issuing a Policy, MassMutual will require
satisfactory evidence of insurability, which usually will include a medical
examination.
The Policy is available to individuals who are purchasing a Policy in connection
with employee benefit plans that qualify for tax benefits under the Internal
Revenue Code (the "qualified market") and to other individuals (the
"nonqualified market").
Unisex Policies issued in states requiring "unisex" policies (currently only
Montana) provide policy values which do not vary by the sexes of the Insureds.
In addition, Policies issued in conjunction with employee benefit plans provide
policy values that do not vary by sex. Thus, references in the Prospectus to
sex-distinct policy values that vary by sex are not applicable to Policies
issued in Montana or issued in conjunction with employee benefit plans.
Illustrations showing the effect of these unisex rates on premiums, Net
Surrender Values and Death Benefits are available from MassMutual on request.
Death Benefit
As long as the Policy remains in force, MassMutual will, upon due proof of the
deaths of both Insureds, pay the Death Benefit of the Policy to the named
Beneficiary. Although MassMutual normally will pay the Death Benefit within
seven days of receiving satisfactory proof of the Insureds' deaths, the Company
may delay payments under certain circumstances. All or part of the Death Benefit
can be paid in cash or under one or more of the payment options set forth in the
Policy.
Minimum Death Benefit. In order to qualify as life insurance pursuant to I.R.C.
Section 7702, the Policy has a Minimum Death Benefit. The Minimum Death Benefit
is determined using one of two allowable Death Benefit Compliance Tests. The
applicable Test is chosen at the time of application and cannot be changed after
the Policy is issued. Under one of the tests, the Cash Value Test, the Minimum
Death Benefit is equal to an applicable percentage of the Account Value. The
applicable percentage depends on the sexes (male, female, unisex), tobacco
classifications, and Attained Ages of both Insureds. Under the other test, the
Guideline Premium Test, the Minimum Death Benefit also is equal to an applicable
percentage of the Account Value, but the percentage varies only by the Attained
Age of the younger Insured. The applicable percentages are set forth in the
Policy.
Death Benefit Options. The Death Benefit is the amount of the benefit provided
under the Death Benefit Option in effect on the date of the second death, less
any outstanding Policy Debt and less any unpaid premium. The Owner may choose
one of three Death Benefit Options: Option 1 (a level amount option) or Options
2 or 3 (variable amount options). The Death Benefit Option is chosen in the
application and subsequently may be changed subject to certain restrictions
described in Changes in the Death Benefit Option.
Options 1, 2 and 3 provide the following benefit.
Option 1 - Under Option 1, the benefit provided is the greater of: (a) the Face
Amount on the date of the second death; and (b) the Minimum Death Benefit on the
date of the second death.
Option 2 - Under Option 2, the benefit provided is the greater of: (a) the Face
Amount plus the Account Value on the date of the second death; and (b) the
Minimum Death Benefit on the date of the second death.
Option 3 - Under Option 3, the benefit provided is the greater of : (a) the Face
Amount plus the Premiums paid less any Premiums refunded (See Premium
Limitations) under the Policy to the date of the second death; and (b) the
Minimum Death Benefit on the date of the second death.
The following examples illustrate how changes in the Account Value and the
amount of premiums paid may affect the Death Benefits under Options 1, 2, and 3.
Example I
Under Option 1, the Death Benefit will remain at the Face Amount, in this
example $1,000,000, unless the Minimum Death Benefit exceeds the Face Amount.
Assume the Owner has selected Option 1 with a Face Amount of $1,000,000. The
Account Value is $50,000. The Death Benefit in this case is $1,000,000. The
Minimum Death Benefit is $219,000. If the Account Value increases to $80,000,
the Minimum Death Benefit increases to $350,400, but the Death Benefit remains
at $1,000,000. If the Account Value decreases to $30,000, the Minimum Death
Benefit decreases to $131,400, and the Death Benefit still remains at
$1,000,000.
<PAGE>
Example II
Under Option 2, the Death Benefit will be the Face Amount plus the Account Value
unless the Minimum Death Benefit exceeds the sum of the Face Amount plus the
Account Value.
Assume the Owner has selected Option 2 with a Face Amount of $1,000,000. The
Account Value is $50,000, and the Minimum Death Benefit is $219,000. The Death
Benefit in this case is $1,050,000 (Face Amount plus Account Value). If the
Account Value increases to $80,000, the Minimum Death Benefit will increase to
$350,400, and the Death Benefit will increase to $1,080,000. If the Account
Value decreases to $30,000, the Minimum Death Benefit will decrease to $131,400,
and the Death Benefit will decrease to $1,030,000.
Example III
Under Option 3, the Death Benefit will be the Face Amount plus the Premiums paid
under the Policy, less any Premium refunds, unless the Minimum Death Benefit
exceeds the sum of the Face Amount plus the Premiums paid.
Assume the Owner has selected Option 3 with a Face Amount of $1,000,000. The
Account Value is $50,000, the Minimum Death Benefit is $219,000 and Premiums
paid under the Policy to-date total $40,000. The Death Benefit in this case is
$1,040,000. If an additional $30,000 of Premium is paid into the Policy and the
Account Value increases to $80,000, the Minimum Death Benefit will increase to
$350,400, and the Death Benefit will increase to $1,070,000.
Changes in Death Benefit Option. After the first Policy Year, the Owner may
change the Death Benefit Option. Any changes of Death Benefit Option may require
a written application and satisfactory evidence of insurability. The effective
date of any change will be the Monthly Charge Date on or which next follows the
date MassMutual approves the change. A change in the Death Benefit Option will
not in and of itself result in an immediate change in the amount of a Policy's
Death Benefit. The Policy Face Amount will be increased or decreased to give the
same Death Benefit under the new Death Benefit Option.
A change in Death Benefit Option will not be allowed if it would result in a
Face Amount of less than $500,000 after the change, if the older insured is
older than Attained Age 85, or if only one of the Insureds is alive.
An increase or decrease in Face Amount resulting from a change in the Death
Benefit Option will affect the Monthly Charges, as they depend in part on the
Face Amount. The charge for certain additional benefits also may be affected.
The Surrender Charge, however, will not be affected by an increase or decrease
in Face Amount resulting from a change in the Death Benefit Option.
For examples of Death Benefit Option changes and their impacts on the contract,
see Appendix B.
Changes in Face Amount. The Owner may request an increase or decrease in the
Face Amount subject to certain requirements. Any request for an increase or
decrease must be submitted in writing to MassMutual's Administrative Office. It
will become effective on the Monthly Charge Date on or which next follows
MassMutual's acceptance of the request.
Increases in Face Amount. For an increase in the Face Amount, MassMutual
requires a written application and satisfactory evidence of insurability. An
increase may not be less than $50,000, and no increase will be permitted after
the younger Insured reaches Attained Age 85, or, if earlier, the older Insured
reaches Attained Age 90.
Decreases in Face Amount. Decreases in coverage are allowed after the first
Policy Year by written request. A decrease will not be permitted if the Face
Amount would fall below $500,000.
A decrease may result in the deduction of Surrender Charges from the Account
Value. (For a discussion of the Surrender Charges associated with a decrease,
see Surrender Charges.) Any Surrender Charges applicable to a decrease will be
deducted from the Division(s) of the Separate Account and from the GPA in
proportion to the non-loaned values in each.
A decrease will reduce the Face Amount in the following order: (a) the Face
Amount provided by the most recent increase; (b) the Face Amounts provided by
the next most recent increases successively; and finally (c) the Initial Face
Amount. As a result, a decrease in Face Amount will affect the Monthly Charges
deducted from the Account Value.
A decrease may result in the Policy becoming a "modified endowment contract".
(See Policy Proceeds, Premiums and Loans.)
Premiums
Subject to certain limitations, the Owner has flexibility in determining the
frequency and amount of premium payments.
Premium Flexibility. Unlike traditional insurance policies, this Policy frees
the Owner from required premium payments and a rigid premium schedule. Instead,
MassMutual requires an Owner to pay only a minimum initial premium at the time
of application or at any time before delivery of the Policy. After the first
premium has been paid, subject to certain limitations, premiums may be paid in
any amount and at any interval.
5
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The minimum initial premium depends on the planned frequency of premium
payments, and the Issue Ages, sexes, and rating classes of the Insureds, as well
as the initial Death Benefit Option and Initial Face Amount of the Policy.
Planned Annual Premium. When applying for a Policy, the Owner will select a
planned annual premium and payment frequency (annual, semiannual, quarterly, or
monthly check service). The planned premium at the payment frequency chosen is
shown on the schedule page of the Policy. MassMutual will send premium notices
for the planned premium according to the amount and frequency selected. The
Owner may change the amount and frequency of planned premiums at any time by
sending written notice to MassMutual's Administrative Office.
An Owner may elect to pay premiums by means of a pre-authorized check procedure.
Under this procedure, premium payments are deducted automatically on a monthly
basis from a designated bank account. An Owner does not receive a "bill" for
these payments, and confirmation of these payments is provided in the Policy's
quarterly statement.
There is no penalty if the planned premium is not paid, nor does payment of this
amount guarantee coverage for any period of time. Instead, the duration of the
Policy depends on maintaining a sufficient Account Value, or meeting the Safety
Test ( See Policy Termination section.). Even if planned premiums are paid, if
the Safety Test is not met, the Policy terminates when the Account Value becomes
insufficient to pay the Monthly Charges and the grace period expires without
sufficient payment.
Premium Limitations. After the first premium is paid, the minimum premium
payment is $20. If the Cash Value Test has been chosen as the Death Benefit
Compliance Test, the maximum premium that may be paid in any Policy Year without
evidence of insurability is the greatest of: (a) the premium that will not
increase the net amount at risk under the Policy; (b) twice the Policy's Expense
Premium plus $100; and (c) the annual premium paid in the preceding Policy year.
If the Guideline Premium Test has been chosen, the maximum premium is equal to
the lesser of the maximum premium as determined above and the Guideline Premium
Test premium limitation. We have the right to refund any premium amount that
exceeds these limitations. Premium payments should be sent either to
MassMutual's Administrative Office or to the address indicated on the billing
notice.
Allocation of Net Premium Payments. The Net Premium equals the premium paid less
the Premium Expense Charge. (See Deductions from Premiums.) At the time of
Application, the Owner indicates how Net Premiums are to be allocated among the
Divisions of the Separate Account and the GPA. The allocation percentages must
be in whole numbers and the sum of the allocation percentages must equal 100%.
The allocation percentages may be changed without charge at any time by
providing written notice to MassMutual's Administrative Office. The maximum
number of different Divisions that may be used during the life of the Policy is
16.
Any Initial Net Premium received with an application will be deposited to
MassMutual's General Account and earn interest at the rate set by MassMutual
from the Policy Date to the date the Policy is issued. Once the Policy has been
issued, the Net Premium plus interest earnings, less any Monthly Charges will be
allocated either in accordance with the allocation percentages in the
Application, or to the Money Market Division of the Separate Account. If under
the Free Look Provision, the Owner receives: (i) any premium paid for this
Policy plus (ii) interest credited to this Policy under the Guaranteed Principal
Account, plus or minus (iii) an amount reflecting the investment experience of
the investment divisions of the Separate Account under this Policy to the date
the Policy is received by us, minus (iv) any amounts withdrawn and any Policy
Debt, this amount will be allocated to the GPA and the Divisions of the Separate
Account based on the allocation percentages in the Application. If under the
Free Look Provision, the Owner receives the total of all premiums paid for the
Policy, reduced by any amounts borrowed or withdrawn, this amount will be
allocated to the Money Market Division of the Separate Account.
If the Initial Net Premium plus interest earnings, less any Monthly Charges is
allocated to the Money Market Division of the Separate Account, Subsequent Net
Premiums received during the Free Look Period also will be allocated to the
Money Market Division of the Separate Account on the Valuation Date on or next
following the date We receive the Subsequent Net Premiums in good order at our
Administrative Office, or at the address indicated on the billing notice. At the
end of the Free Look Period, the Money Market account balance will be
transferred to the GPA and the Separate Accounts in accordance with the
allocation percentages in the Application.
If the Initial Net Premium plus interest earnings, less any Monthly Charges is
allocated in accordance with the allocation percentages in the Application,
Subsequent Net Premiums will be deposited on the Valuation Date on or next
following the date We receive the Subsequent Net Premiums in good order at our
Administrative Office, or at the address indicated on the billing notice.
Transfers from one Division to another will be credited on the Valuation Date
the Transfer Request is received in good order.
6
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Transfers
By written request, the Owner may transfer all or part of the Account Value of a
Division of the Separate Account to any other Division or to the GPA. Although
MassMutual currently imposes no limitation on the right of the Owner to make
transfers, we reserve the right to limit transfers to no more than one every 90
days in connection with compliance with Section 404(c) of ERISA. Any limitation
would not apply to a transfer of all funds in the Separate Account to the GPA or
to automated transfers made in connection with any program MassMutual has in
place.
Transfers of values from the GPA to the Separate Account are limited to one each
Policy Year. Any transfer from the GPA cannot exceed 25% of the Fixed Account
Value (less any Policy Debt) at the time of the transfer. If 25% of the Fixed
Account Value has been transferred from the GPA each year for three consecutive
Policy Years, and no value has been transferred into the GPA, nor premiums
allocated to the GPA, during this time, the remainder of the Fixed Account Value
(less any Policy Debt) may be transferred, in one transaction, out of the GPA in
the succeeding Policy Year.
Any transfer is effective on the Valuation Date on or next following the date we
receive a written request in good order at our Administrative Office. There are
no charges for transfers.
Policy Termination and Reinstatement
Policy Termination. This Policy will not terminate for failure to pay premiums
since premium payments, other than the Initial Premium Payment, are not
specifically required. Rather, if in the first three Policy Years the Account
Value less any Policy Debt is not enough to cover the Monthly Charges on a
Monthly Charge Date, or if in subsequent Policy Years the Net Surrender Value is
not enough to cover the Monthly Charges on a Monthly Charge Date, the Policy
will enter a 61-day grace period unless the Safety Test has been met.
At the beginning of the grace period, MassMutual will mail a notice to the
Owner's last known address stating the amount of premium needed to cover the
shortfall. During the grace period, the Policy remains in force. If the required
premium is not paid within 61 days after the Monthly Charge Date (or, if later,
within 30 days after we mail the written notice), the Policy terminates without
value.
If the Account Value less Policy Debt in the first three Policy Years or the Net
Surrender Value in subsequent years is insufficient to pay the Monthly Charges
on a particular Monthly Charge Date and the Safety Test (as described below) has
been met on that date, the Monthly Charges for that Date will be reduced to an
amount equal to the Account Value less any Policy Debt.
The Safety Test can be met only during the Guarantee Period. There are two
Guarantee Periods. The Guarantee Period is the lesser of 5 years or to the
younger Insured's age 90. On any day during the Guarantee Period, the Safety
Test is met if the premiums paid less amounts withdrawn accumulated with
interest to that day, equals or exceeds the Guarantee premium accumulated with
interest to that date. The effective annual rate of interest used to accumulate
these amounts is 3%. The Guarantee Periods available and the Safety Test may
vary depending on the contract state of Your Policy. Consult Your Policy for the
Guarantee Periods available to You.
Reinstatement. For a period of five years after a Policy terminates, the Owner
can request that We reinstate the Policy provided neither Insured has died since
the Policy termination. However, the Policy cannot be reinstated if it has been
surrendered for its Net Surrender Value. Please note a termination or
reinstatement may cause the Policy to become a modified endowment contract. (See
Modified Endowment Contracts.)
Before We will reinstate the Policy, We must receive the following:
(a) Evidence of insurability satisfactory to MassMutual;
(b) A premium payment sufficient to keep the policy in force for three months
following reinstatement;
(c) Where applicable, a signed acknowledgement the Policy has become a modified
endowment contract.
If We reinstate the Policy, the Face Amount for the reinstated Policy will be
the same as it would have been if the Policy had not terminated. The premium
payment will be allocated based on the allocation requested at the time of
reinstatement effective on the Monthly Charge Date on which the Policy is
reinstated. The Account Value at the time of reinstatement will be the net
amount of the premium paid at the time of reinstatement, less any Monthly
Charges taken at that time.
Charges and Deductions
Charges will be deducted in connection with the Policy to compensate MassMutual
for: (a) providing the insurance benefits under the Policy (including any
riders); (b) administering the Policy; (c) assuming certain risks in connection
with the Policy (including any riders); and (d) expenses incurred in selling and
distributing the Policy. A summary of the charges is as follows.
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<TABLE>
<CAPTION>
CURRENT RATE GUARANTEED RATE
<S> <C> <C>
Premium Load Coverage Years 1-10:13% of premium up to All Coverage Years: 13% of premium up to
Expense Premium; 3% of premium over Expense Expense Premium; 3% of premium over
Premium Expense Premium
Coverage Years 11+: 3% of all premium
Administrative Charge Policy Years 1-10: $12 per month per policy All Coverage Years: $12 per month per
policy
Policy Years 11+: $6 per month per policy
Face Amount Charge Coverage Years 1-10: $0.13 per month per Coverage Years 1-10: $0.13 per month per
$1,000 of Face Amount $1,000 of Face Amount
Coverage Years 11+: $0.0 Coverage Years 11+: $0.0
Insurance Charges Based on MassMutual's For standard risks, rates are based on
expectations as to future mortality 1980 Commissioners Standard Ordinary (CSO)
and expense experience Mortality Tables.
Mortality and Expense Risk Charge All Policy Years: 0.25% on an annual basis All Policy Years: 0.90% on an annual basis
of daily net asset value of the Separate of daily net asset value of the Separate
Account Account
Loan Rate Expense Charge Policy Years 1-10: 0.50% of loaned amount All Policy Years: 2.0% of loaned amount
Policy Years 11+: 0.25% of loaned amount
Withdrawal Fee $25 $25
Surrender Charges See Surrender Charges section of this
Prospectus
</TABLE>
Deductions from Premiums
A premium load is deducted from each premium payment made prior to the
allocation of the payment to the Divisions of the Separate Account and the GPA.
The premium load distinguishes between premium payments up to Expense Premium,
and premium payments over Expense Premium. The Expense Premium is based on the
issue ages, sexes, and risk classifications of the Insureds, and the Death
Benefit Option in effect at the time of any premium payment.
Premiums are allocated to the Initial Face Amount and any subsequent increases
based on the ratio of the Expense Premium for each segment to the total of the
Expense Premiums for all segments.
Monthly Charges Against the Account Value
Charges will be deducted from the Account Value on each Monthly Charge Date. The
Monthly Charges consist of: (a) an Administrative Charge; (b) a Face Amount
Charge; (c) an Insurance Charge; and (d) a rider charge for any additional
benefits provided by rider. The Monthly Charges will be deducted from the
Division(s) of the Separate Account and the GPA in proportion to the non-loaned
values of the Policy in the Division(s) and the GPA.
Administrative Charge and Face Amount Charge. The monthly Administrative Charge
and Face Amount Charge reimburse MassMutual for expenses incurred in issuing and
administering the Policy, and for such activities as processing claims,
maintaining records and communicating with Owners.
<PAGE>
Insurance Charges. The monthly Insurance Charge for a Policy is equal to the
"amount at risk" under the Policy, multiplied by the monthly Insurance Charge
rate for that Policy month. The insurance amount is determined on the first day
of each Policy month and is the amount by which the Death Benefit (discounted at
the monthly equivalent of 3% per year) exceeds the Account Value.
Insurance rates will be based on the sexes, Issue Ages, and risk classes of the
Insureds, and the Year of Coverage. MassMutual currently places Insureds into
the following three standard rate classes: Select-Preferred Nontobacco,
Preferred Nontobacco, and Preferred Tobacco; as well as substandard rate classes
involving higher mortality risks. In an otherwise identical Policy, the monthly
insurance rate is higher for tobacco users than for those who do not use tobacco
and higher for Preferred Nontobacco Insureds than for Select-Preferred
Nontobacco Insureds.
Rider Charge. The monthly rider charge will include charges for any additional
benefits provided by rider.
Daily Charges Against the Separate Account
Mortality and Expense Risk Charge. MassMutual assesses a daily charge against
the net asset value of the Separate Account for mortality and expense risks.
This charge is not deducted from the assets in the GPA.
The mortality risk we assume is that the group of lives insured under our
Policies may, on average, live for shorter periods of time than we estimated.
The expense risk we assume is that our costs of issuing and administering
Policies may be more than we estimated.
If not all the money MassMutual collects from this charge is needed to cover
death benefits and expenses, it will be our gain and will be used for any proper
purpose, including payment of sales commissions. Conversely, even if the money
we collect is insufficient, we will provide for all Death Benefits and expenses.
Investment Management Fee and Other Expenses. Because the Divisions of the
Separate Account purchase shares of either MML Trust or Oppenheimer Trust, the
value of Accumulation Units of the Divisions will reflect the investment
management fee and other expenses incurred by MML Trust and Oppenheimer Trust.
The Prospectuses of MML Trust and Oppenheimer Trust contain additional
information concerning such fees and expenses.
Surrender Charges
During the first 10 Years of Coverage for the Initial Face Amount and during the
first 10 Years of Coverage for any increase in Face Amount, MassMutual will
impose a Surrender Charge against the Account Value if the Owner surrenders the
Policy or decreases the Face Amount under the Policy. The Surrender Charge in
the first year of coverage is the lesser of 100% of the Expense Premium or $50
per thousand of Face Amount. The Surrender Charge is decreased by 10% of the
first year Surrender Charge in each of the next nine years of coverage, and is
zero in the eleventh year. Surrender Charges are calculated separately for the
Initial Face Amount and for each increase in the Face Amount.
Surrender Charge Upon Decrease in Selected Face Amount. Elected decreases in
Face Amount--that is, decreases resulting from other than a Withdrawal or a
change in the Death Benefit Option-- result in canceling all or a part of
previously issued Face Amount segments. A partial Surrender Charge is assessed
and deducted from the Account Value. The partial Surrender Charge is equal to
the Surrender Charge associated with each canceled Face Amount segment. If the
partial Surrender Charge for a decreased or cancelled Face Amount segment would
be greater than the Account Value of the Policy, the partial Surrender Charge
for that decrease is set equal to the Account Value on the date of the
surrender.
The Surrender Charge after the decrease equals the Surrender Charge prior to the
decrease less the partial Surrender Charge taken.
Other Charges
Withdrawal Fee. For each Withdrawal, a charge of $25 will be deducted from the
amount withdrawn.
Loan Interest Rate Expense Charge. This charge reimburses MassMutual for
expenses incurred in administering loans. This charge is not designed to make a
profit.
Account Value And Net Surrender Value
Account Value. The Account Value of the Policy is the sum of all Net Premium
payments adjusted by periodic charges and credits and by Withdrawals. Following
the Free Look Period, this amount is allocated among the Separate
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<PAGE>
Account Divisions and the GPA according to the net premium allocation requested
at the time of Application (See Allocation of Net Premium Payments section for
more details).
Investment Return. The investment return of a Policy is based on:
(a) The Account Value held for the Policy in each Division of the Separate
Account;
(b) The investment experience of each Division as measured by its actual net
rate or return; and
(c) The interest credited on Account Values held in the GPA.
The investment experience of a Division reflects increases and decreases in the
net asset value of the shares of the underlying Fund, any dividend or capital
gains distributions declared by the Fund, and any charges assessed against
assets of the Division. The investment experience is determined each day the net
asset value of the underlying Fund is determined -- that is, on each Valuation
Date. The actual net rate of return for a Division measures the net investment
experience from the end of one Valuation Date to the end of the next Valuation
Date.
Net Surrender Value. The Policy may be fully surrendered for its Net Surrender
Value at any time while at least one Insured is living. The Net Surrender Value
is equal to the Account Value less any applicable Surrender Charges and less any
Policy Debt.
An Owner may surrender the Policy by sending a written request together with the
Policy to MassMutual's Administrative Office. The proceeds will be determined as
of the end of the Valuation Date on which the request for surrender is received
in good order.
Withdrawals. After the first Policy Year, the Owner may, subject to certain
restrictions, withdraw up to 75% of the Net Surrender Value. For each
Withdrawal, a fee of $25 is deducted from the amount withdrawn. The minimum
amount of a partial Withdrawal is $100 (before deducting the Withdrawal fee). We
reserve the right to prohibit Withdrawals that would result in a reduction of
the Face Amount to less than $500,000.
The Withdrawal amount will be made on a pro-rata basis from the Divisions of the
Separate account and the GPA based on the non-loaned Account Value of the
Divisions of the Separate Account and the GPA on the date of the Withdrawal. The
Withdrawal amount attributable to a Division of the Separate Account or to the
GPA may not exceed the non-loaned Account Value of the Division or GPA. If Death
Benefit Option 1 or 3 is in effect, MassMutual will reduce the Face Amount by
the amount of the Withdrawal unless satisfactory evidence of insurability is
provided. A Surrender Charge is not assessed for a Withdrawal.
Policy Loan Privilege
General. After the first Policy Year, the Owner may obtain a loan from the
Policy as long as the Account Value exceeds the total of any Surrender Charges.
The Policy must be assigned to MassMutual as collateral for the loan. The
maximum amount that can be borrowed at any time is 90% of the Policy's Account
Value less any Surrender Charge. This is reduced by any outstanding Policy Debt,
which includes accrued interest.
Source of Loan. The Policy loan amount requested is taken from Divisions of the
Separate Account and the GPA in proportion to the Account Value of each Division
and the GPA (excluding any outstanding loans) on the date of the loan. Loaned
amounts are taken from the Divisions by liquidating units and the resulting
dollar amounts are transferred to the loaned portion of the GPA. We may delay
the granting of any loan taken from the GPA for up to six months. We also may
delay the granting of any loan from the Divisions of the Separate Account during
any period that: (i) the New York Stock Exchange is closed (other than customary
weekend and holiday closings); (ii) trading is restricted; (iii) the SEC
determines a state of emergency exists; or (iv) the Securities and Exchange
Commission permits MassMutual to delay payment for the protection of our Owners.
Whenever total Policy Debt (which includes accrued interest) equals or exceeds
the Account Value less Surrender Charges, MassMutual will send a notice to the
Owner. This notice will state the amount necessary to bring the Policy Debt back
within the limit. If we do not receive payment of that amount plus a premium
payment sufficient to keep the policy in force for three months, within 31 days
after the date we mailed the notice, and if Policy Debt exceeds the Account
Value less any Surrender Charges at the end of those 31 days, the Policy
terminates without value.
Loan Interest Charged. At time of Application, the Owner may select a loan
interest rate of 5% or (in all jurisdictions except Arkansas) an adjustable loan
rate. Each year MassMutual will set the adjustable rate that will apply for the
next Policy Year. The maximum loan rate is based on the Monthly Average
Corporate yield on seasoned corporate bonds as published by Moody's Investors
Service, Inc., or, if it is no longer published, a substantially similar
average. The maximum rate is the published monthly average for the calendar
month ending two months before the Policy Year begins, or 4%, whichever is
higher. If the maximum limit is not at least 1/2% higher than the rate in effect
for the previous year, we will not increase the rate. If the maximum limit is at
least 1/2% lower than the rate in effect for the previous year, we will decrease
the rate.
10
<PAGE>
Interest on Policy loans accrues daily and becomes part of the Policy Debt as it
accrues. It is due on each Policy Anniversary. If not paid when due, the
interest will be added to the loan and, as part of the loan, will bear interest
at the same rate. Any interest capitalized on a Policy Anniversary will be
treated the same as a new loan and will be taken from the Divisions and the GPA
in proportion to the non-loaned Account Value in each.
Repayment. All or part of any Policy Debt may be repaid at any time while at
least one of the Insureds is living and while the Policy is in force. Any loan
repayment first will be allocated to the GPA until the Owner has repaid all loan
amounts that originated from the GPA. Any additional loan repayments will be
allocated according to the premium allocation factors in effect. Loan repayments
must be clearly identified as such; otherwise they will be considered premium
payments.
Any outstanding Policy Debt will be deducted from the proceeds payable at the
second death or the surrender of the Policy.
Interest on Loaned Value. Any loaned amount is held in the GPA and earns
interest at a rate determined by MassMutual, equal to the greater of 3% and the
Policy loan rate less the Loan Interest Rate Expense Charge. This Charge is 2%
on a guaranteed basis and 0.50% in Policy Years one through 10 and 0.25% in
Policy Years 11 and later on a current basis.
Effect of Loan. A Policy loan affects the Policy since the Death Benefit and Net
Surrender Value under a Policy are reduced by the amount of the loan. Repayment
of the loan increases the Death Benefit and Net Surrender Value under the Policy
by the amount of the repayment. Taking a Policy loan could have tax
consequences. (See Policy Proceeds, Premiums and Loans.)
As long as a loan is outstanding, a portion of the Policy Account Value equal to
the loan is held in the GPA. This amount is not affected by the Separate
Account's investment performance. The Account Value may be impacted since the
portion of the Account Value equal to the Policy loan is credited with an
interest rate declared by MassMutual rather than a rate of return reflecting the
investment performance of the Division(s) of the Separate Account from which the
loan was taken.
Free Look Provision
The Owner may cancel the Policy within 10 days after the Owner receives it, or
10 days after MassMutual mails or delivers a written notice of withdrawal right
to the Owner, or within 45 days after the date of the Part 1 of Application for
the Policy, whichever is latest.
The Owner should mail or deliver the Policy and Policy delivery receipt either
to MassMutual's Administrative Office or to the agent who sold the Policy or to
one of our agency offices. If the Policy is canceled in this fashion, a refund
will be made to the Owner. The refund may be equal to the sum of: (i) any
premium paid for this Policy; plus (ii) interest credited to this Policy under
the Guaranteed Principal Account; plus or minus (iii) an amount reflecting the
investment experience of the investment divisions of the Separate Account under
this Policy to the date the Policy is received by us; minus (iv) any amounts
withdrawn and any Policy Debt. Or, the refund may be equal to the total of all
premiums paid for the Policy, reduced by any amounts borrowed or withdrawn.
Check Your contract to determine which refund is applicable under Your Policy.
Policy Rewrite Provision
Existing second-to-die policies issued by MassMutual may be rewritten to a
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy within
the first six months after the Policy Issue Date of the existing policy,
provided the Survivorship Flexible Premium Adjustable Variable Life Insurance
Policy is available for sale in Your state (the state in which the original
contract is issued) by the end of this six month period. Rewrites are not
available in all states.
The new Policy must be issued in the same state in which the original policy was
issued. We will apply all premiums paid under the old contract toward the new
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy. We will
credit interest from the date of the original premium payment for the original
policy to the Issue Date of the rewrite based on the GPA rate during this period
of time.
The Policy Date of the Policy and Issue Ages of the Insureds will be the same as
those of the original policy. No new evidence of insurability will be required
for the rewrite of the base policy, provided the Death Benefit under the two
policies is identical and the Policy is issued with the same risk
classifications of the Insureds. Only riders available for attachment to the
Survivorship Flexible Premium Adjustable Variable Life Policy can be attached to
the new Policy. If the Owner wishes to add available riders to the new policy
which were not attached to the original policy, evidence of insurability may be
required. The Survivorship Flexible Premium Adjustable Variable Life Policy must
meet the minimum policy requirements in effect at the time of the rewrite.
The Guaranteed Principal Account
An Owner may allocate some or all of the Net Premiums and transfer some or all
of the Account Value in the Divisions of the Separate Account, to the Guaranteed
11
<PAGE>
Principal Account ("GPA"). Because of exemptive and exclusionary provisions,
interests in MassMutual's General Account (which include interests in the
Guaranteed Principal Account) are not registered under the Securities Act of
1933 and the General Account is not registered as an investment company under
the Investment Company Act of 1940. Accordingly, neither the General Account nor
any interests therein are subject to the provisions of these Acts, and
MassMutual has been advised that the staff of the Securities and Exchange
Commission has not reviewed the disclosures in the Prospectus relating to the
General Account. Disclosures regarding the General Account may, however, be
subject to certain generally applicable provisions of the federal securities
laws relating to the accuracy and completeness of statements made in
prospectuses.
Amounts allocated to the Guaranteed Principal Account become part of the General
Account of MassMutual, which consists of all assets owned by MassMutual other
than those in the Separate Account and other separate accounts of MassMutual.
Subject to applicable law, MassMutual has sole discretion over the investment of
the assets of its General Account.
MassMutual guarantees those amounts allocated to the GPA in excess of any Policy
Debt (which includes accrued interest) will accrue interest daily at an
effective annual rate at least equal to 3%. For amounts in the GPA equal to any
Policy Debt, the guaranteed minimum interest rate is an effective annual rate of
3% or, if greater, the Policy loan rate less the Loan Interest Rate Expense
Charge. This charge will not be greater than 2% per year. Such interest will be
paid regardless of the actual investment experience of the GPA. Although
MassMutual is not obligated to credit interest at a rate higher than the
guaranteed minimum, it may declare a higher rate applicable for such periods as
it deems appropriate.
When We Pay Proceeds
If the Policy has not terminated, payment of the Net Surrender Value is made
within 14 days, and payment of loan proceeds or the Death Benefit are made
within seven days after we receive all required documents in a form satisfactory
to us at our Administrative Office. But we can delay payment of the Net
Surrender Value or any Withdrawal from the Separate Account or any loan proceeds
attributable to the Separate Account during any period when: (i) it is not
reasonably practicable to determine the amount because the New York Stock
Exchange is closed (other than customary week-end and holiday closings), or (ii)
trading is restricted by the SEC, or (iii) the SEC declares an emergency exists;
or (iv) the SEC, by order, permits us to delay payment in order to protect our
Owners.
We may delay paying any Net Surrender Value, any Withdrawal, or any loan
proceeds based on the GPA for up to six months from the date the request is
received at our Administrative Office.
We can delay payment of the entire Death Benefit if payment is contested. We
investigate all death claims arising within the two-year contestable period.
Upon receiving the information from a completed investigation, we generally make
a determination within five days as to whether the claim should be authorized
for payment. Payments are made promptly after authorization.
If payment of a Net Surrender or Withdrawal is delayed for 30 days or more, we
add interest to the date of payment at the same rate it is paid under the
interest payment option. Interest is paid on the Death Benefit from the date of
death to the date of payment.
Federal Income Tax Considerations
Policy Proceeds, Premiums and Loans MassMutual believes the Policy meets the
statutory definition of life insurance under Code Section 7702 and hence
receives the same tax treatment as that accorded to fixed benefit life
insurance. Thus, the Death Benefit under the Policy is generally excludible from
the gross income of the Beneficiary under Section 101(a)(1) of the Code. As an
exception to this general rule, where a Policy has been transferred for value,
only the portion of the Death Benefit that is equal to the total consideration
paid for the Policy may be excluded from gross income. The Owner is not deemed
to be in constructive receipt of the cash values, including increments thereon,
under the Policy until a full surrender or partial withdrawal is made (unless
the Policy is a "modified endowment contract," as discussed below).
Decreases in Face Amount and Withdrawals may be taxable depending on the
circumstances. Code Section 7702(f)(7) provides that where a reduction of future
benefits occurs during the first 15 years after a Policy is issued and where
there is a cash distribution associated with that reduction, the Owner may be
taxed on all or a part of the amount distributed. Where the provisions of Code
Section 7702(f) do not cause a taxable event, a withdrawal is taxable only to
the extent it exceeds the Owner's unrecovered premiums. After 15 years, such
cash distributions are not subject to federal income tax, except to the extent
they exceed the total amount of premiums paid but not previously recovered.
MassMutual suggests you consult with your tax adviser in advance of a proposed
decrease in Face Amount or Withdrawal as to the portion, if any, which would be
subject to federal income tax.
A change of the Owner or the Insured(s) or an exchange or assignment of the
Policy may have tax consequences depending on the circumstances.
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<PAGE>
MassMutual also believes that under current law any loan received under the
Policy will be treated as Policy Debt of an Owner, and that no part of any loan
under a Policy will constitute income to the Owner unless the Policy has become
a "modified endowment contract." If the Policy is a modified endowment contract
under Code Section 7702A, loans will be fully taxable to the extent of any
income in the Policy and could be subject to an additional 10 percent tax. In
general, income in the policy is defined as the excess of the Account Value
(both loaned and unloaned) over previously unrecovered premiums paid. See the
discussion on modified endowment contracts below. Under the "personal" interest
limitation provisions of the Tax Reform Act of 1986, interest on Policy loans
used for personal purposes, which otherwise meet the requirements of Code
Section 264, will no longer be tax-deductible. However, other rules may apply to
allow all or part of the interest expense as a deduction if the loan proceeds
are used for "trade or business" or "investment" purposes. See your tax adviser
for further guidance.
If the Policy is owned by a business or corporation, the 1986 Act may impose
additional restrictions. The Act limits the interest deduction available for
loans against a business-owned Policy. It imposes an indirect tax on the gain in
corporate-owned life insurance policies by way of the corporate alternative
minimum tax for those corporations subject to the alternative minimum tax. The
corporate alternative minimum tax also could apply to a portion of the amount by
which Death Benefits received exceed the Policy's date-of-death Net Surrender
Value.
Federal estate and gift and state and local estate and other tax consequences of
ownership or receipt of Policy proceeds depend on the circumstances of each
Owner or Beneficiary.
MassMutual cannot make any guarantee regarding the future tax treatment of any
Policy. For complete information on the impact of changes with respect to the
Policy and federal and state tax considerations, a qualified tax adviser should
be consulted.
The ultimate effect of federal income taxes on values under this Policy and on
the economic benefit to the Owner or Beneficiary depends on MassMutual's tax
status and on the tax status of the individual concerned. The discussion
contained herein is general in nature and is not an exhaustive discussion of all
tax questions that might arise under the Policy, and is not intended as tax
advice. Moreover, no representation is made as to the likelihood of continuation
of current federal income tax laws and Treasury Regulations or of the current
interpretations of the Internal Revenue Service. MassMutual reserves the right
to make changes in the Policy to assure that it continues to qualify as life
insurance for tax purposes. For complete information on federal and state tax
law considerations, You should consult a qualified tax adviser. No attempt is
made herein to consider any applicable state or other tax laws.
Charges for Federal Taxes. MassMutual currently does not make any charge against
the Separate Account for federal income taxes. We may make such a charge
eventually in order to provide for the future federal income tax liability of
the Separate Account.
Upon a full surrender of a Policy for its Net Surrender Value, the Owner may
recognize ordinary income for federal income tax purposes. Ordinary income is
computed to be the amount by which the Account Value, unreduced by any
outstanding Policy Debt but less any Surrender Charges assessed, exceeds the
premiums paid but not previously recovered and any other consideration paid for
the Policy.
Modified Endowment Contracts. Contrary to the rules described above, loans,
collateral assignments, and other amounts distributed under a "modified
endowment contract" are taxable to the extent of any accumulated income in the
Policy. In general, the amount that may be subject to taxation is the excess of
the Account Value (both loaned and unloaned) over the previously unrecovered
premiums paid. Death benefits paid under a modified endowment contract, however,
are not taxed any differently than death benefits payable under other life
insurance contracts.
A Policy is a modified endowment contract if it satisfies the definition of life
insurance in the Internal Revenue Code but fails the additional "7-pay test." A
Policy fails this test if the accumulated amount paid under the contract at any
time during the first seven contract years exceeds the total premiums that would
have been payable under a policy providing guaranteed benefits upon the payment
of seven level annual premiums. Also, a Policy that would otherwise satisfy the
7-pay test will be taxed as a modified endowment contract if it is received in
exchange for a modified endowment contract.
Certain changes will require a Policy to be retested to determine whether it has
become a modified endowment contract. For example, a reduction in death benefits
during the first seven contract years will cause the Policy to be retested as if
it originally had been issued with the reduced death benefit. If the premiums
actually paid into the Policy exceed the limits under the 7-pay test for a
policy with the reduced death benefit, the Policy will become a modified
endowment contract. This classification change is effective retroactively to the
Policy Year in which the actual premiums paid exceed the new 7-pay limits.
In addition, a "material change" occurring at any time while the Policy is in
force will require the Policy to be re-tested to determine whether it continues
to meet the 7-pay test. A material change starts a new 7-pay test period. The
term "material change" includes many increases in death benefits. A material
change does not include an increase in death benefit attributable to the payment
of premiums necessary to fund the lowest level of death benefit payable
13
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during the first seven contract years, or which is attributable to the crediting
of interest with respect to such premiums.
Since the Policy provides for flexible premium payments, the Company has
instituted procedures to monitor whether increases in death benefits or
additional premium payments cause either the start of a new seven-year test
period or the taxation of distributions and loans.
If any amount is taxable as a distribution of income under a modified endowment
contract, it also will be subject to a 10% penalty tax. Limited exceptions from
the additional penalty tax are available for individual Owners. The penalty tax
will not apply to distributions: (i) made on or after the date the taxpayer
attains age 59 1/2; or (ii) attributable to the taxpayer's becoming disabled; or
(iii) part of a series of substantially equal periodic payments (made at least
annually) made for the life or life expectancy of the taxpayer. For complete
information about modified endowment contract status, a qualified tax adviser
should be consulted.
Once a Policy fails the 7-pay test, loans and distributions occurring in the
year of failure and thereafter become subject to the rules for modified
endowment contracts. In addition, a recapture provision applies to loans and
distributions received in anticipation of failing the 7-pay test. Any
distribution or loan made within two years prior to failing the 7-pay test is
considered to have been made in anticipation of the failure.
Under certain circumstances, a loan, collateral assignment, or other
distribution under a modified endowment contract may be taxable even though it
exceeds the amount of income accumulated in the Policy. For purposes of
determining the amount of income received from a modified endowment contract,
the law requires the aggregation of all modified endowment contracts issued to
the same Owner by an insurer and its affiliates within the same calendar year.
Therefore, loans, collateral assignments, and distributions from any one such
Policy are taxable to the extent of the income accumulated in all the Policies
required to be aggregated.
Qualified Plans. The Policy may be used in conjunction with certain
tax-qualified employee benefit plans. Since the rules governing such use are
complex, a purchaser should not use the Policy in conjunction with any such
qualified plan until a competent tax adviser has been consulted. The Policy may
not be used in conjunction with an Individual Retirement Account (IRA).
Diversification Standards. To comply with final regulations under Code Section
817(h) ("Final Regulations"), each Fund of the Trusts is required to diversify
its investments. The Final Regulations generally require that on the last day of
each quarter of a calendar year no more than 55% of the value of a Fund's assets
is represented by any one investment, no more than 70% is represented by any two
investments, no more than 80% is represented by any three investments, and no
more than 90% is represented by any four investments. A "look-through" rule
applies to treat a pro rata portion of each asset of a Fund as an asset of the
Separate Account. All securities of the same issuer are treated as a single
investment. However, each government agency or instrumentality is treated as a
separate issuer.
With respect to variable life insurance contracts, the general diversification
requirements are modified if any of the assets of the Separate Account are
direct obligations of the United States Treasury. In this case, there is no
limit on the investment that may be made in United States Treasury securities,
and for purposes of determining whether assets other than United States Treasury
securities are adequately diversified, the generally applicable percentage
limitations are increased based on the value of the Separate Account's
investment in United States Treasury securities. Notwithstanding this
modification of the general diversification requirements, the Funds of the
Trusts will be structured to comply with the general diversification standards
because they serve as an investment vehicle for certain variable annuity
contracts which must comply with the general standards.
In connection with the issuance of the temporary regulations prior to the Final
Regulations, the Treasury announced that such temporary regulations did not
provide guidance concerning the extent to which Owners may direct their
investments to particular Divisions of a separate account. Regulations in this
regard were not issued in connection with the Final Regulations, however. It is
not clear, at this time, what future regulations might provide. It is possible,
if future regulations are issued, the Policy may need to be modified to comply
with such regulations. For these reasons, MassMutual reserves the right to
modify the Policy, as necessary, to prevent the Owner from being considered the
owner of the assets of the Separate Account.
MassMutual intends to comply with the Final Regulations to assure the Policy
continues to qualify as life insurance for federal income tax purposes.
Your Voting Rights
As long as the Separate Account continues to operate as a unit investment trust
under the Investment Company Act of 1940, the Owner is entitled to give
MassMutual instructions as to how shares of the Funds held in the Separate
Account (or other securities held in lieu of such shares) deemed attributable to
the Policy shall be voted at meetings of shareholders of the Funds of the
Trusts. Those persons entitled to give voting instructions are determined as of
the record date for the meeting.
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The number of shares of the Funds held in the Separate Account deemed
attributable to the Policy during the lifetimes of the Insureds are determined
by dividing the Policy's Account Value held in each Division of the Separate
Account, if any, by $100. Fractional votes are counted.
Owners receive proxy material and a form on which Owner instructions may be
given. Shares of the Funds held by the Separate Account for which no effective
Owner instructions have been received are voted for or against any proposition
in the same proportion as the shares for which instructions have been received.
Reservation of Rights
We reserve the right to take certain actions in connection with our operations
and the operations of the Separate Account. These actions will be taken in
accordance with applicable laws (including obtaining any required approval of
the Securities and Exchange Commission). If necessary, we will seek approval by
Owners.
Specifically, we reserve the right to:
.. Create new Divisions of the Separate Account;
.. Create new Separate Accounts;
.. Combine any two or more Separate Accounts;
.. Make available additional Divisions of the Separate Account investing in
additional investment companies;
.. Invest the assets of the Separate Account in securities other than shares
of the Funds as a substitute for such shares already purchased or as the
securities to be purchased in the future;
.. Operate the Separate Account as a management investment company under the
Investment Company Act of 1940 or in any other form permitted by law; and
.. De-register the Separate Account under the Investment Company Act of 1940
in the event such registration is no longer required;
.. Substitute one or more Funds for other funds with similar investment
objectives;
.. Delete Funds.
MassMutual also reserves the right to change the name of the Separate Account.
We have reserved all rights to the name MassMutual Life Insurance Company or any
part of it. We may allow the Separate Account and other entities to use our name
or part of it, but we also may withdraw this right.
Additional Benefits You Can Get by Rider
At the Owner's request, the Policy can include additional benefits we approve
based on our standards and limits for issuing insurance and classifying risks.
An additional benefit is provided by rider and is subject to the terms of both
the rider and the Policy. The cost of any rider is deducted as part of the
Monthly Charges. Subject to state availability, the following riders are
available.
Policy Split Option Rider. This rider allows the Owner, while both Insureds are
living, to exchange the Policy for two new fixed premium permanent life
policies, or for two flexible premium adjustable life, one on the life of each
Insured, without evidence of insurability. This right will be available for the
six-month period beginning on:
.. The date six months after the effective date of a final decree of divorce,
issued by a court of competent jurisdiction, ending the Insureds' marriage
to each other, if the decree first becomes effective at least one year
after the Policy Issue Date, and remains in effect during the entire six-
month period after it first becomes effective.
.. The date either Section 2056 of the Internal Revenue Code (I.R.C.) is
nullified or amended to eliminate or reduce by at least 50% the Insureds'
federal estate tax marital deduction; or the maximum federal estate tax
rate given in I.R.C. Section 2001 is reduced to half the rate in effect on
the Policy Issue Date of this Policy.
.. If this Policy Owner is a corporation or partnership, the effective date
the corporation or partnership dissolves.
The new policies must meet the policy requirements in effect at the time of the
exchange. The face amount of each new policy will be one-half the face Amount of
this Policy at the time of the split. The policy date of each new policy will be
the date of exchange. The issue age of each Insured will be the age of each
Insured on the birthday nearest the policy date. This rider may be attached to
the Policy at the time of issue as long as at least one of the Insureds is
younger than age 80 and as long as the insurance risk class of neither Insured
is uninsurable.
Estate Protection Rider. This rider may be attached to the Policy at the time of
issue. It provides an additional Death Benefit during the first four Policy
Years if both Insureds die during this period. The Owner selects the Face Amount
of the rider subject to a minimum of $25,000 and a maximum of 125% of the
Policy's Initial Face Amount.
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Payment Options
The Policy proceeds (the Death Benefit or the Net Surrender Value) can be paid
in cash, or if elected, all or part of these proceeds can be placed under one or
more of the following payment options. The minimum amount that can be applied
under a payment option is $2,000. If the periodic payment under any option is
less than $20, we reserve the right to make payments at less-frequent intervals.
None of these benefits depends on the performance of the Separate Account or the
GPA. For additional information concerning these options, see the Policy. The
following payment options are currently available.
<TABLE>
<CAPTION>
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<S> <C>
Installments for a Specified Period Equal monthly payments will be made for any period selected, up to 30 years. The amount of
each payment depends on the total amount applied, the period selected, and the monthly
income rates We are using when the first payment is due.
- ------------------------------------------------------------------------------------------------------------------------------------
Life Income Equal monthly payments will be based on the life of a named person. Payments will continue
for the lifetime of that person. Income with or without a minimum payment period may be
elected.
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Interest We will hold any amount applied under this option. Interest on the amount will be paid at
an effective annual rate determined by us. This rate will not be less than 3%.
- ------------------------------------------------------------------------------------------------------------------------------------
Installments of Specified Amount Each payment will be made for an agreed fixed amount. The total amount paid during the
first year must be at least 6% of the total amount applied. Interest will be credited
each month on the unpaid balance and added to it. This interest will be an effective
annual rate determined by us, but not less than 3%. Payments continue until the balance
we hold is reduced to an amount less than the agree fixed amount. The last payment will
be for the balance only.
- ------------------------------------------------------------------------------------------------------------------------------------
Life Income with Payments Guaranteed Equal monthly payments will be based on the life of a named person. Payments will be
for Amount Applied made until the total amount paid equals the amount applied, and as long thereafter as
the named person lives.
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Joint Lifetime Income with Reduced Monthly payments will be based on the lives of two named persons. Payments at the
Payments to Survivor initial level will continue while both are living, or for 10 years if longer.
When one dies (but not before the 10 years has elapsed), payments are reduced by one-
third and will continue at that level for the lifetime of the other. After the 10 years
has elapsed, payments stop when both named persons have died.
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</TABLE>
Withdrawal Rights Under Payment Options. If provided in the payment option
election, all or part of the unpaid balance under the Fixed Amount or Interest
Payment Option may be withdrawn or applied under any other option. No part of
the payments under the Fixed Time Payment Option or payments which are based on
a named person's life may not be withdrawn.
Beneficiary
A Beneficiary is any person named on our records to receive insurance proceeds
at the second death. The Beneficiary is named in the application for the Policy.
There may be different classes of beneficiaries, such as primary and secondary.
These classes set the order of payment. There may be more than one Beneficiary
in a class.
Any Beneficiary may be named an Irrevocable Beneficiary. An Irrevocable
Beneficiary is one whose consent is needed to change that Beneficiary. The
consent of any Irrevocable Beneficiary is needed to exercise any Policy right
except the
rights to change the frequency of Planned Premiums and Reinstate the Policy
after termination.
The Owner may change the Beneficiary during either Insured's lifetime by writing
to our Administrative Office. Generally, the change will take effect as of the
date of the request. If no Beneficiary is living at the second death, unless
provided otherwise, the Death Benefit is paid to the Owner or, if deceased, to
the Owner's estate.
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Assignment
The Policy may be assigned as collateral for a loan or other obligation. For any
assignment to be binding on MassMutual, however, We must receive a signed copy
of it at our Administrative Office. We are not responsible for the validity of
any assignment.
Limits on Our Right to Challenge the Policy
Except for any policy change or reinstatement requiring evidence of
insurability, we cannot contest the validity of the policy:
. with respect to any material misrepresentation in the application
regarding the insurability of Insured No. 1, once the policy has been in
force during the lifetime of Insured No. 1 for two years after the its
Issue Date; or
. with respect to any material misrepresentation in the application
regarding the insurability of Insured No. 2, once the policy has been in
force during the lifetime of Insured No. 2 for two years after the its
Issue Date.
For any policy change or reinstatement requiring evidence of insurability, we
cannot contest the validity of the change or reinstatement with respect to each
Insured after the change has been in effect for two years during the lifetime of
that Insured.
Error of Age or Sex
If either Insured's age or sex is misstated in the Policy application, the Death
Benefit payable under the Policy will be adjusted based on what the Policy would
provide according to the most recent Monthly Charge for the correct date of
birth and correct sex.
Suicide
Suicide within two years of the Policy Date is not covered by the Policy. If
either Insured dies by suicide, while sane or insane, within two years from the
Issue Date or Reinstatement Date, the policy will terminate. We will refund the
amount of all premiums paid, less any Withdrawals and Policy Debt. If either
Insured, while sane or insane, dies by suicide within two years after the
effective date of any increase in the Face Amount, the increase will terminate
and We will refund the Monthly Charges for that increase. However, if a refund
was payable as the result of suicide during the first two years following the
Issue Date or the Reinstatement Date of the Policy, there is no additional
refund for any Face Amount increase.
Sales And Other Agreements
MML Distributors, LLC ("MML Distributors"), 1414 Main Street, Springfield, MA
01144-1013, is the principal underwriter of the Policy pursuant to an
Underwriting and Servicing Agreement to which MML Distributors, MassMutual and
the Separate Account are parties. MML Investors Services, Inc. ("MMLISI"), also
located at 1414 Main Street, Springfield, MA 01144-1013, serves as the
co-underwriter of the Policy Both MML Distributors and MMLISI are registered
with the Securities and Exchange Commission (the "SEC") as broker-dealers under
the Securities Exchange Act of 1934 and are members of the National Association
of Securities Dealers, Inc. (the "NASD").
MML Distributors may enter into selling agreements with other broker-dealers
which are registered with the SEC and are members of the NASD ("selling
brokers"). MassMutual sells the Policy through agents who are licensed by state
insurance officials to sell the Policy. These agents also are registered
representatives of selling brokers or of MMLISI. The Policy is offered in all
states where MassMutual is authorized to sell variable life insurance.
When an application for the Policy is completed, it is submitted to MassMutual.
MassMutual performs suitability and insurance underwriting and determines
whether to accept or reject the application for the Policy and the Insureds'
risk classifications. If the application is not accepted, MassMutual will refund
any premium paid.
Pursuant to the Underwriting and Servicing Agreement, both MML Distributors and
MMLISI will receive compensation for their activities as underwriters of the
Policy.
MML Distributors does business under different variations of its name; including
the name MML Distributors, L.L.C. in the states of Illinois, Michigan, Oklahoma,
South Dakota and Washington; and the name MML Distributors, Limited Liability
Company in the states of Maine, Ohio and West Virginia.
Commission Schedule
Writing agents will receive commissions based on a commission schedule and
rules. Some commissions are paid as a percentage of the premium paid in each
Policy Year. Commissions also are paid as a percentage of the average monthly
Account Value in each Policy Year. The maximum commission percentages are as
follow
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<TABLE>
<CAPTION>
Premium-based Commissions
- --------------------------------------------------------------
<S> <C>
Policy Year 1 50% of premium paid up to the
Expense Premium
3% of premium paid over the Expense
Premium
Policy Years 2-10 3% of all premium paid
Policy Years 11 No premium-based commission paid
and beyond
- --------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
Asset-based Commissions
- --------------------------------------------------------------
<S> <C>
Policy Years 11 0.20% of the average monthly
and beyond Account Value in each Policy Year
- --------------------------------------------------------------
</TABLE>
Agents under financing agreements with a general agent of MassMutual may be
compensated differently. Agents who meet certain productivity and persistency
standards in selling MassMutual policies are eligible for additional
compensation.
General agents and brokers receive commissions based on different schedules and
rules.
Bonding Arrangement
An insurance company blanket bond is maintained providing $50,000,000 coverage
for officers and employees of MassMutual and C.M. Life (subject to a $350,000
deductible) and $50,000,000 for MassMutual's general agents and agents (also
subject to a $350,000 deductible).
Legal Proceedings
We are not currently involved in any legal proceedings which would have a
material impact on the Policy.
Experts
The audited financial statements of MassMutual included in this Prospectus have
been included herein in reliance on the reports of Coopers & Lybrand L.L.P.,
Springfield, Massachusetts 01101, independent accountants, given on the
authority of that firm as experts in accounting and auditing.
Actuarial matters in the Prospectus have been examined by Craig Waddington, FSA,
MAAA. An opinion on actuarial matters is filed as an exhibit to the registration
statements We filed with the SEC.
III. ADDITIONAL INFORMATION
MassMutual
MassMutual is a mutual life insurance company chartered in 1851 under the laws
of Massachusetts. Its Home Office is located in Springfield, Massachusetts.
MassMutual is licensed to transact life, accident, and health business in all
fifty states of the United States, the District of Columbia, Puerto Rico, and
certain provinces of Canada. As of December 31, 1996, MassMutual had total
contingency reserves in excess of $2.6 billion and consolidated assets of $55.8
billion.
MassMutual's Tax Status. MassMutual is taxed as a life insurance company under
Subchapter L of the Internal Revenue Code of 1986 (the "Code"). The Segment and
the Separate Account are not separate entities from MassMutual and its
operations form a part of MassMutual.
Investment income and realized capital gains on the assets of the Segment are
reinvested and taken into account in determining Account Value. The investment
income and realized capital gains are applied automatically to increase book
reserves associated with the Policy. Under existing federal income tax law, the
Segment's investment income, including net capital gains, is not taxed to
MassMutual to the extent it is applied to increase reserves associated with the
Policy. The reserve items taken into account at the close of the taxable year
for purposes of determining net increases and net decreases must be adjusted for
tax purposes by subtracting any amount attributable to appreciation in the value
of assets and by adding any amount attributable to depreciation. MassMutual's
basis in the Policy's share of the assets underlying the Segment will be
adjusted for appreciation or depreciation, to the extent the reserves are
adjusted. Thus, corporate-level capital gains and losses, and the tax effect
thereof, are eliminated.
Due to MassMutual's current tax status, no charge is made to the Segment for
MassMutual's federal income taxes that may be attributable to the Segment.
Periodically, MassMutual reviews the question of a charge to the Segment for
MassMutual's federal income taxes. A charge may be made for any federal income
taxes incurred by MassMutual and attributable to the Segment. Depending on the
method of calculating interest on Policy values allocated to the Guaranteed
Principal Account (see preceding section), a charge may be imposed for the
Policy's share of MassMutual's federal income taxes attributable to that
account.
Under current laws, MassMutual may incur state or local taxes (in addition to
premium taxes) in several states. At present, these taxes are not significant.
If there is a material change in applicable state or local tax laws, MassMutual
18
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reserves the right to charge the Separate Account for taxes, if any,
attributable to the Separate Account.
Records and Reports
All records and accounts relating to the Separate Account and the GPA are
maintained by MassMutual. Each year within the 30 days following the Policy
Anniversary, MassMutual will mail You a report showing the Account Value at the
beginning of the previous Policy Year, all premiums paid since that time, all
additions to and deductions from the Account Value during the year, and the
Account Value, Death Benefit, Net Surrender Value and Policy Debt as of the last
Policy Anniversary. This report contains any additional information required by
any applicable law or regulation.
The Separate Account
The Separate Account was established on February 2, 1995, as a separate
investment account of MassMutual by MassMutual's Board of Directors in
accordance with the laws of the State of Massachusetts. The Separate Account is
registered with the Securities and Exchange Commission as a unit investment
trust pursuant to the provisions of the Investment Company Act of 1940, and
meets the definition of a "separate account" in that statute. Registration does
not involve supervision of the management or investment practices of either the
Separate Account or of MassMutual. A separate segment for the Policies (the
"Segment") was established on November 12, 1997 and was divided into nine
Divisions. Each Division invests in a corresponding series of shares of a
designated Fund of either MML Trust or Oppenheimer Trust. MassMutual may
establish additional divisions within the Separate Account in the future, which
may invest in other investment funds, including those of MML Trust or
Oppenheimer Trust, or in any other investment fund MassMutual deems to be
appropriate.
MassMutual owns the assets in the Separate Account and is required to maintain
sufficient assets in the Separate Account to meet anticipated obligations of the
Policies funded by the Separate Account. The income, gains, or losses, realized
or unrealized, of the Separate Account are credited to or charged against the
assets held in the Separate Account without regard to the other income, gains,
or losses of MassMutual. Assets in the Separate Account attributable to the
reserves and other liabilities under the Policies are not chargeable with
liabilities arising from any other business conducted by MassMutual. MassMutual
may transfer to its General Account, however, any assets which exceed
anticipated obligations of the Separate Account. All obligations arising under
the Policy are general corporate obligations of MassMutual. MassMutual may
accumulate in the Separate Account proceeds from various Policy charges and
investment results applicable to those assets.
MML Trust and Oppenheimer Trust
The MML Trust is a no-load, open-end, management investment company registered
under the Investment Company Act of 1940. The Oppenheimer Trust is an open-end,
diversified, management investment company registered under the Investment
Company Act of 1940.
Both the MML Trust and the Oppenheimer Trust provide an investment vehicle for
the separate investment accounts of variable life and variable annuity contracts
offered by companies such as MassMutual. Shares of the MML Trust and the
Oppenheimer Trust are not offered to the general public.
The assets of certain variable annuity separate accounts for which MassMutual or
an affiliate is the depositor are invested in shares of the MML Trust's and
Oppenheimer Trust's Funds. Because these separate accounts are invested in the
same underlying Funds, it is possible material irreconcilable conflicts could
arise between Policy Owners and owners of the variable annuity contracts.
Possible conflicts could arise if: (i) state insurance regulators should
disapprove or require changes in investment policies, investment advisers or
principal underwriters or if MassMutual should be permitted to act contrary to
actions approved by holders of the Policies under rules of the Securities and
Exchange Commission; (ii) adverse tax treatment of the Policies or the variable
annuity contracts would result from utilizing the same underlying funds; (iii)
different investment strategies would be more suitable for the variable annuity
contracts than for the Policies; or (iv) state insurance laws or regulations or
other applicable laws would prohibit the funding of both the Separate Account
and other investment accounts by the same Funds. The Board of Trustees of each
Trust will follow monitoring procedures which have been developed to determine
whether material conflicts have arisen. If it is determined a conflict exists,
the Trustees will notify MassMutual and OppenheimerFunds and appropriate action
will be taken to eliminate such irreconcilable conflicts.
MassMutual purchases the shares of each Fund for the corresponding Division at
net asset value. All dividends and capital gain distributions received from a
Fund are automatically reinvested in that Fund at net asset value, unless
MassMutual, on behalf of the Separate Account, elects otherwise. Shares of the
MML Trust and the Oppenheimer Trust will be redeemed by MassMutual at their net
asset values to the extent necessary to make payments under the Policies.
Following is a chart illustrating the risk profiles of the investment options
available, and a summary of the
19
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investment objectives of each Fund. Please note there can be no assurance any
Fund will achieve its objectives. More detailed information concerning these
investment objectives is contained in the accompanying prospectuses of the MML
Trust and Oppenheimer Trust, including information on the risks associated with
the investments, the investment techniques of each of the Funds, and the
deduction of expenses applicable to each of the Funds.
INVESTMENT PREFERENCE CHART
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Oppenheimer Global Securities Fund
Oppenheimer Capital Appreciation Fund
Oppenheimer Growth Fund
MML Equity Fund
MML Equity Index Fund
MML Blend Fund
Oppenheimer Strategic Bond Fund
MML Managed Bond Fund
MML Money Market Fund
Guaranteed Principal Account
- --------------------------------------------------------------------------------
Conservative Less Conservative Moderate Aggressive More Aggressive
Conservative: Investment goal is preservation of principal, while incurring
little or no risk.
Less Conservative: Investment goal is primarily preservation of principal, with
some desire for growth.
Moderate: Investment goal is growth, while seeking some preservation of
principal.
Aggressive: Investment goal is growth, with more tolerance for risk.
More Aggressive: Investment goal is significant growth over the long-term, with
short-term fluctuations in value expected.
20
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MML Money Market Fund
MML Money Market Fund seeks to achieve high current income, while preserving
capital, and liquidity. This Fund invests in short-term debt instruments,
including but not limited to commercial paper, certificates of deposit, bankers'
acceptances, and obligations of the United States government, its agencies and
instrumentalities.
MML Managed Bond Fund
MML Managed Bond Fund seeks to achieve as high a total rate of return on an
annual basis as is considered consistent with the preservation of capital
values. This Fund invests primarily in publicly issued, readily marketable,
fixed income securities of maturities MassMutual deems appropriate from time to
time in light of market conditions and prospects.
Oppenheimer Strategic Bond Fund
Oppenheimer Strategic Bond Fund seeks a high level of current income principally
derived from interest on debt securities; and seeks to enhance such income by
writing covered call options on debt securities. The Fund invests principally
in: (i) foreign government and corporate debt securities; (ii) U.S. Government
securities; and (iii) lower-rated, high-risk high-yield debt securities. This
Fund's investments may be considered speculative.
For information concerning the risks associated with this Fund's investments,
please refer to the accompanying prospectus for the Oppenheimer Trust.
MML Blend Fund
MML Blend Fund seeks to achieve as high a level of total rate of return over an
extended period of time as is considered consistent with prudent investment risk
and the preservation of capital values. This Fund invests in a portfolio of
common stocks and other equity-type securities, bonds and other debt securities
with maturities generally exceeding one year, and money market instruments and
other debt securities with maturities generally not exceeding one year.
MML Equity Index Fund
MML Equity Index Fund seeks to provide investment results that correspond to the
price and yield performance of the publicly traded common stocks in the
aggregate, as represented by the Standard & Poor's 500 Composite Stock Price
Index. ("Standard & Poor's 500" and "S&P 500(R)" are trademarks of The
McGraw-Hill Companies, Inc. and have been licensed for use. The Fund is not
sponsored, endorsed, sold or promoted by Standard & Poor's or the McGraw-Hill
Companies, Inc.)
MML Equity Fund
MML Equity Fund seeks to achieve a superior total rate of return over an
extended period of time from both capital appreciation and current income. A
secondary objective is the preservation of capital when business and economic
conditions indicate investing for defensive purposes is appropriate. The assets
of this Fund are expected to be invested primarily in common stocks and other
equity-type securities.
Oppenheimer Growth Fund
Oppenheimer Growth Fund seeks to achieve capital appreciation by investing in
securities of well-known established companies. Such securities generally have a
history of earnings and dividends, and are issued by seasoned companies, namely
those having an operating history of at least five years, including
predecessors. The type of securities in which this Fund invests will be
primarily common stocks, as well as securities having the investment
characteristics of common stocks, such as convertible preferred stock and
convertible bonds.
Oppenheimer Capital Appreciation Fund
Oppenheimer Capital Appreciation Fund seeks capital appreciation. The type of
securities in which this Fund invests will be primarily common stocks, as well
as securities having the investment characteristics of common stocks, such as
convertible preferred stock and convertible bonds. In seeking this objective the
Fund will emphasize investment in securities of "growth-type" companies. Such
companies are believed to have relatively favorable long-term prospects for an
increased demand for the particular company's products or services.
Oppenheimer Global Securities Fund
Oppenheimer Global Securities Fund seeks long-term capital appreciation through
investing a substantial portion of its invested assets in securities of foreign
issuers, growth-type companies and special investment opportunities, such as
anticipated acquisitions, mergers or other unusual developments, which are
considered by OFI, in its capacity as investment manager of the Funds, to have
appreciation possibilities. The type of securities in which this Fund invests
will be primarily common stocks, as well as securities having the investment
characteristics of common stocks, such as convertible preferred stock,
convertible bonds and American Depository Receipts. Current income is not an
investment objective of the Oppenheimer Global Securities Fund.
The Investment Advisers
MassMutual serves as investment manager of each of the MML Funds pursuant to
investment management agreements. Concert Capital Management, Inc. ("Concert")
served as the investment sub-adviser to MML Equity Fund and the Equity Sector of
the MML Blend Fund from 1993-1996. Concert merged with and into David L. Babson
& Company, Inc. ("Babson") effective December 31, 1996. Both Concert and Babson
are wholly-owned subsidiaries of Babson Acquisition
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Corporation, which is a controlled subsidiary of MassMutual. Effective January
1, 1997, Babson became the investment sub-adviser to MML Equity Fund and the
Equity Sector of the MML Blend Fund. Both MassMutual and Babson are registered
investment advisers under the Investment Advisers Act of 1940.
MassMutual entered into a sub-advisory agreement with Mellon Equity whereby
Mellon Equity manages the investment and reinvestment of the assets of the MML
Equity Index Fund.
OppenheimerFunds, Inc. ("OFI") is an investment adviser organized under the laws
of Colorado as a corporation; it was originally organized in 1959. It (including
a subsidiary) currently advises U.S. investment companies with assets
aggregating over $62 billion as of December 31, 1996, with over three million
shareholder accounts. OFI is owned by Oppenheimer Acquisition Corporation, a
holding company owned in part by senior management of OFI and ultimately
controlled by MassMutual. OFI serves as investment adviser to the Oppenheimer
Trust. OFI is registered as an investment adviser under the Investment Advisers
Act of 1940. OFI serves as Investment Adviser to the Oppenheimer Funds.
Citibank N.A., with its home office located at 111 Wall Street, New York, NY,
10005, acts as custodian for the MML Trust. Bank of New York, with its home
office at One Wall Street, New York, NY 10015, acts as custodian for the
Oppenheimer Trust.
MassMutual is also the investment adviser to MassMutual Corporate Investors and
MassMutual Participation Investors, closed-end investment companies, certain
wholly-owned subsidiaries of MassMutual, and various employee benefit plans.
MassMutual is the investment sub-adviser to Oppenheimer Investment Grade Bond
Fund and Oppenheimer Value Stock Fund, open-end management investment companies.
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Appendix A
Definition of Terms
Account Value: The sum of the Variable Account Value and the Fixed Account Value
of the Policy.
Administrative Office: MassMutual's Administrative Office is located at 1295
State Street, Springfield, Massachusetts 01111-0001.
Attained Age: The Issue Age of an Insured plus the number of completed Policy
Years.
Beneficiary(ies): The person or persons specified by the Owner to receive some
or all of the Death Benefit at the second death.
Death Benefit: The amount paid following receipt of due proof of the death of
both Insureds. The amount is equal to the benefit provided by the Death Benefit
Option in effect on the date of the second death less any Policy Debt
outstanding and any unpaid premium.
Death Benefit Option: The Policy offers three Death Benefit Options for
determination of the amount of the Death Benefit. The Death Benefit Option is
elected at time of application and, subject to certain requirements, may be
changed at a later date.
Expense Premium: The level of Premium Payment used to determine the Premium
Expense Charges, Surrender Charges, and Commission payments. The Expense Premium
is based on the Issue Ages, sexes, and risk classifications of the Insureds, and
the Death Benefit Option in effect at the time of any Premium payment or at the
time of Surrender of the Policy.
Fixed Account Value: The current Account Value which is allocated to the
Guaranteed Principal Account.
Free Look Period: The Period during which an Owner may return the Policy for
cancellation and refund.
Guaranteed Principal Account ("GPA"): Part of our General Account, the GPA is a
fixed account to and from which the Owner may make allocations and transfers.
Initial Face Amount: The amount of insurance coverage issued under the Policy.
Subject to certain limitations, the Owner may change the Face Amount after
issue.
Initial Net Premium: The Premium received before or at delivery of the Policy,
reduced by the Premium Expense Charge.
Insureds: The two persons whose lives this Policy insures.
Issue Age: The age of an Insured at his or her birthday nearest the Policy Date.
Issue Date: The date on which the suicide and contestability periods begin.
Minimum Death Benefit: The Death Benefit determined in accordance with the
applicable Death Benefit Compliance Test. The applicable Test is either the Cash
Value Test or the Guideline Premium Test, as chosen at the time of application.
Monthly Charge Date: The monthly date on which the Monthly Charges for the
Policy are deducted from the Account Value. The first Monthly Charge Date is the
Policy Date, and subsequent Monthly Charge Dates are on the same day of each
succeeding calendar month.
Monthly Charges: The charges assessed against the Policy Account Value on each
Monthly Charge Date.
Net Premium: The premium payment less the Premium Expense Charge we deduct.
Net Surrender Value: The amount payable to an Owner upon surrender of the
Policy. It is equal to the Account Value less any surrender charges that apply
and less any Policy Debt.
Owner: The person or entity that owns the Policy.
Policy: The survivorship flexible premium adjustable variable life insurance
policy offered by MassMutual and described in this Prospectus.
Policy Anniversary Date: An anniversary of the Policy Date.
Policy Date: The date shown on the Policy that is the starting point for
determining Policy Anniversary Dates, Policy Years, and Monthly Charge Dates.
Policy Debt: All outstanding Policy loans plus accrued loan interest.
Policy Year: A twelve-month period commencing with the Policy Date or a Policy
Anniversary Date.
Safety Test: On any day during the Guarantee Periods as shown on the Policy
Specifications page of Your Policy, the Safety Test is met if the result of
premiums paid less amounts withdrawn, accumulated with interest to that day,
equals or exceeds the Guarantee Period premium requirement as shown on the
Policy Specification page of Your Policy accumulated with interest to that date.
Second Death: The death of the surviving Insured.
Separate Account: The Policies' designated segment of the "MassMutual Variable
Life Separate Account I" established by MassMutual under the laws of
Massachusetts
23
<PAGE>
and registered as a unit investment trust with the Securities and Exchange
Commission pursuant to the Investment Company Act of 1940, as amended ("1940
Act"). The Separate Account is used to receive and invest Net Premiums for this
Policy.
Subsequent Net Premium: Any premium received after the Policy is delivered,
reduced by the Premium Expense Charge
Valuation Date: A date on which the net asset value of the shares of each
Division of the Separate Account is determined. Generally, this will be any date
on which the New York Stock Exchange (or its successor) is open for trading
Valuation Period: The period, consisting of one or more days, from one Valuation
Date to the next succeeding Valuation Date.
Valuation Time: The time of the close of the New York Stock Exchange (currently
4:00 p.m. Eastern Time) on a Valuation Date. All actions that are to be
performed on a Valuation Date will be performed as of the Valuation Time.
Variable Account Value: The total of the values of the Accumulation Units
credited to the Policy in each Division of the Separate Account multiplied by
the Owner's number of units in that Division.
We: Refers to MassMutual.
Year of Coverage: For the Initial Face Amount, each Policy Year is a Year of
Coverage. For any increase in the Face Amount, each Year of Coverage is measured
from the effective date of the increase.
You: Refers to the Owner
24
<PAGE>
Appendix B
Examples of Death Benefit Option Changes
Example I - Change from Option 2 to Option 1
For a change from Option 2 to Option 1, the Face Amount is increased by the
amount of the Account Value on the effective date of the change. For example, if
the Policy has a Face Amount $500,000 and an Account Value of $25,000, the Death
Benefit under Option 2 is equal to the Face Amount plus the Account Value, or
$525,00. If the Owner changes from Option 2 to Option 1, the Death Benefit under
Option 1 is equal to the Policy Face Amount. Since the Death Benefit under a
Policy does not change as the result of a Death Benefit Option change, the Face
Amount will be increased from $500,000 under Option 2 to $525,000 under
Option 1.
Example II - Change from Option 3 to Option 1
For a change from Option 3 to Option 1, the Face Amount is increased by the
amount of the Premiums paid to the effective date of the change. For example, if
a Policy has a Face Amount of $500,000, and premium payments of $12,000 have
been made to-date, the Policy Death Benefit under Option 3 is equal to the Face
Amount plus the Premiums paid, or $512,000. If the Owner changes from Option 3
to Option 1, the death Benefit under Option 1 is equal to the Policy Face
Amount. Since the death Benefit under a Policy does not change as the result of
a Death Benefit Option change, the Face Amount will be increased from $500,000
under Option 3 to $512,000 under Option 1.
Example III- Change from Option 1 to Option 2
For a change from Option 1 to Option 2, the Face Amount will be decreased by the
amount of Account Value on the effective date of the change. For example, if the
policy has a Face Amount of $700,000 and an Account Value of $25,000, under
Option 1 the Death Benefit is equal to the Face Amount, or $700,000. If the
Owner changes from Option 1 to Option 2, the Death Benefit under Option 2 is
equal to the Face Amount plus the Account Value. Since the Death Benefit does
not change as the result of a Death Benefit Option change, the Face Amount will
be decreased by $25,000 to $675,000, and the Death Benefit under Option 2 after
the change will remain $700,000.
Example IV - Change from Option 1 to Option 3
For a change from Option 1 to Option 3, the Face Amount will be decreased by the
amount of the Premiums paid to the effective date of the change. For example, if
the Policy has a Face Amount of $700,000 and Premiums paid to-date are $30,000,
the Death Benefit under Option 1 is equal to the Face Amount, or $700,000. If
the Owner changes from Option 1 to Option 3, the Death Benefit under Option 3 is
equal to the Face Amount plus the premium paid to-date. Since the Death Benefit
under a Policy does not change as the result of a Death Benefit Option change,
the Face Amount will be decreased from $700,000 under Option 1 to $670,000 under
Option 3.
Example V - Change from Option 2 to Option 3, or from Option 3 to Option 2
For a change from Option 2 to Option 3 or from Option 3 to Option 2, the Face
Amount is changed (increased or decreased) by the difference between the Account
Value and the Premiums paid less any Premium refunds. For example, if the Policy
has a Face Amount of $1,000,000, and Account Value of $70,000, and Premiums paid
of $25,000, the Death Benefit under Option 2 is equal to the Account Value plus
the Face Amount, or $1,070,000. If the Owner changes from Option 2 to Option 3,
the Death Benefit under Option 3 is equal to the Face Amount plus the Premium
paid less any Premium refunds. Since the Death Benefit under a Policy does not
immediately change as the result of a Death Benefit Option change, the Face
Amount will be increased by the difference between the Account Value and the
Premiums paid, or $45,000, to $1,045,000 under Option 3, maintaining a Death
Benefit of $1,070,000.
A similar type of change would be made for a change from Option 3 to Option 2.
25
<PAGE>
Appendix C
Rates of Return
From time to time, the Company may report different types of historical
performance for the Divisions of the Separate Account available under the
Policy. The company may report the average annualized total returns of the Funds
over various time periods. Such returns will reflect an annual reduction for
investment management fees and fund expenses, but not deductions at the Separate
Account or policy level for mortality and expense risk charges and Policy
expenses, which, if included, would reduce performance.
The Company will accompany the returns of the Funds with at least one of the
following: (I) returns, for the same periods as shown for the Funds, which
include in addition to deduction of investment management fees and Fund expenses
deductions under the Separate Account for the mortality and expense risk charge,
but not other charges under the Policy; or (ii) an illustration of Account
Values and Net Surrender Values as of the performance reporting date for
hypothetical Insureds of given ages, sexes, risk classifications, premium level
and Initial Face Amount. Each illustration will assume 100% of each Net Premium
was allocated to the Division of the Separate Account illustrated. The Net
Surrender Value figures will assume all fund charges, the mortality and expense
risk charge, and all other policy charges are deducted. The Account Value
figures will assume all chages except the Surrender Charge are deducted.
We also may distribute sales literature comparing the percentage change in the
net asset values of the Funds or in the Accumulation Unit Values for any of the
Divisions of the Separate Account to established market indices, such as the
Standard & Poor's 500 Stock Index and the Dow Jones Industrial Average. We also
may make comparisons to the percentage change in values of other mutual funds
with investment objectives similar to those of the Divisions of the Separate
Account being compared.
Table 1 following illustrates the performance information pertaining to a
hypothetical Policy. These figures reflect deductions from premiums for Premium
Load, Administrative Charges, and Mortality Charges, plus deductions from the
Separate Account of current mortality and expense risk charges and Fund
Operating Expenses.
Tables 2 and 3 show the Effective Annual Rates of Return and One Year Total
Returns, respectively, of the Funds based on the actual investment performance
(after deduction of investment management fees and direct operating expenses)
underlying each Division of the Separate Account. Table 2 shows figures for
periods ended December 31, 1996, while Table 3 shows December 31 annualized
figures. These rates do not reflect the mortality and expense risk charges
assessed against the Separate Account. Tables 2 and 3 do not reflect deductions
from premiums or Monthly Charges assessed against the Account Value of the
Policies, nor do they reflect the Policy's Surrender Charges. (For a discussion
of these charges, please see Charges and Deductions.) Therefore, these rates are
not illustrative of how actual investment performance will affect the benefits
under the Policy (see, however, Performance Illustration). The rates of return
shown are not necessarily indicative of future performance. These rates of
return may be considered, however, in assessing the competence and performance
of the investment advisers.
26
<PAGE>
TABLE 1
POLICY PERFORMANCE
The chart below illustrates the Account Value, Net Surrender Value and Death
Benefit of a hypothetical Survivorship Flexible Premium Adjustable Life
Insurance Policy assuming the following:
. The Policy was owned for the period illustrated
. The Insureds are a male, select-preferred, age 45, and a
female, select-preferred, age 45
. A Face Amount of $1,000,000
. Death Benefit Option 1
. Cash Value Test
. An annual premium of $6,000 for 20 years
. 100% allocation to the respective Fund for the period
illustrated
. Current expenses and mortality charges
. No loans or withdrawals are taken from the Policy
Historical Results* as of December 31, 1996
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------------------
MML MML MML MML Oppenheimer Oppenheimer Oppenheimer Oppenheimer
Equity Blend Bond Money Global Capital Growth Strategic
Market Appreciation Bond
- -------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
End of First Year
Cumulative Premium 6,000 6,000 6,000 6,000 6,000 6,000 6,000 6,000
Account Value 4,427 4,151 3,685 3,761 4,320 4,423 4,644 4,069
Cash Surrender Value 0 0 0 0 0 0 0 0
Death Benefit 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000
End of Fifth Year
Cumulative Premium 30,000 30,000 30,000 30,000 30,000 30,000 30,000 ---
Account Value 29,508 26,081 21,973 28,148 26,042 30,023 31,241 ---
Cash Surrender Value 26,173 22,746 18,638 16,813 22,707 26,688 27,907 ---
Death Benefit 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 ---
End of Tenth Year
Cumulative Premium 60,000 60,000 60,000 60,000 --- 60,000 60,000 ---
Account Value 82,360 71,143 55,872 46,019 --- 94,605 85,483 ---
Cash Surrender Value 81,804 70,588 55,264 45,463 --- 94,049 84,298 ---
Death Benefit 1,000,000 1,000,000 1,000,000 1,000,000 --- 1,000,000 1,000,000 ---
For a Policy Owned
Since Inception
Cumulative Premium 138,000 78,000 90,000 90,000 42,000 66,000 72,000 24,000
Account Value 700,359 124,176 126,644 94,914 38,789 112,102 123,344 17,404
Cash Surrender Value 700,359 124,176 126,644 94,914 36,566 112,102 123,344 13,514
Death Benefit 1,384,566 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000
</TABLE>
* Historical investment results and current charges are used to determine
values; if guaranteed charges were used the results would be lower. The Account
Value reflects premiums paid, plus investment earnings, less all charges. The
Net Surrender Value is the Account Value minus surrender charges.
27
<PAGE>
TABLE 2
EFFECTIVE ANNUAL RATES OF RETURN
AS OF DECEMBER 31, 1996
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
Fund Since 20 Years 15 Years 10 Years 5 Years 3 Years 1 Year
Inception
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
MML Equity 14.22% 14.72% 16.01% 13.78% 14.71% 17.97% 20.25%
MML Blend 13.13% --- --- 11.89% 11.55% 12.90% 13.95%
MML Managed Bond 10.40% --- 10.54% 8.34% 7.27% 5.79% 3.25%
MML Money Market 6.84% --- 6.83% 5.76% 4.13% 4.82% 5.01%
Oppenheimer Global Securities 10.65% --- --- --- 12.38% 4.25% 17.80%
Oppenheimer Capital Appreciation 15.66% --- --- 16.50% 16.68% 13.74% 20.16%
Oppenheimer Growth 14.52% --- --- 14.32% 16.24% 19.99% 25.20%
Oppenheimer Strategic Bond 9.94% --- --- 8.81% 7.68% 6.33% 4.80%
</TABLE>
Dates of inception: MML Equity Fund - September 15, 1971 (performance
information prior to 1974 is unavailable); MML Blend Fund - February 3, 1984;
MML Managed Bond Funds - December 16, 1981; MML Money Market and Oppenheimer
Global Securities Fund - November 12, 1990; Oppenheimer Capital Appreciation
Fund - August 15, 1986; Oppenheimer Growth Fund - April 3, 1985; Oppenheimer
Strategic Bond Fund - May 3, 1993.
The MML Equity Index Fund did not commence operations until April 30, 1997,
therefore performance figures are unavailable at this time.
28
<PAGE>
TABLE 3
ONE YEAR TOTAL RETURNS
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
Year MML Equity MML Money MML Bond MML Blend Oppenheimer Oppenheimer Oppenheimer Oppenheimer
Ended Market Growth Strategic Capital Global
Bond Appreciation Securities
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1996 20.25% 5.01% 3.25% 13.95% 25.20% 12.07% 20.16% 17.80%
1995 31.13% 5.58% 19.14% 23.28% 36.65% 15.33% 32.52% 2.24%
1994 4.10% 3.84% (3.76%) 2.48% 0.98% (5.85%) (7.50%) (5.72%)
1993 9.52% 2.75% 11.81% 9.70% 7.25% 4.25%* 27.32% 70.32%
1992 10.48% 3.48% 7.31% 9.36% 14.53% --- 15.42% (7.11%)
1991 25.56% 6.01% 16.66% 24.00% 25.54% --- 54.72% 3.39%
1990 (0.51%) 8.12% 8.38% 2.37% (8.21%) --- (16.32%) 0.40%
1989 23.04% 9.16% 12.83% 19.96% 23.59% --- 27.39% ---
1988 16.68% 7.39% 7.13% 13.40% 22.09% --- 13.41% ---
1987 2.10% 6.49% 2.60% 3.12% 3.32% --- 14.34% ---
1986 20.15% 6.60% 14.46% 18.30% 17.76% --- (1.65%)* ---
1985 30.54% 8.03% 19.94% 24.88% 9.50%* --- --- ---
1984 5.40% 10.39% 11.69% 8.24%* --- --- --- ---
1983 22.85% 8.97% 7.26% --- --- --- --- ---
1982 25.67% 11.12%* 22.79%* --- --- --- --- ---
1981 6.67% --- --- --- --- --- --- ---
1980 27.62% --- --- --- --- --- --- ---
1979 19.54% --- --- --- --- --- --- ---
1978 3.71% --- --- --- --- --- --- ---
1977 (0.52%) --- --- --- --- --- --- ---
1976 24.77% --- --- --- --- --- --- ---
1975 32.85% --- --- --- --- --- --- ---
1974 (17.61%)* --- --- --- --- --- --- ---
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
*since inception
The MML Equity Index Fund did not commence operations until April 30, 1997,
therefore performance figures are unavailable at this time.
29
<PAGE>
Appendix D
Illustration of Death Benefits, Net Surrender Values, and Accumulated Premiums
The following tables illustrate the way in which a Policy operates. They show
how the Death Benefit and Net Surrender Value could vary over an extended period
of time assuming the Funds experience hypothetical gross rates of investment
return (i.e., investment income and capital gains and losses, realized or
unrealized), equivalent to constant gross annual rates of 0%, 6%, and 12%. The
tables are based on annual premium payments of $5,000 for a combination of a
Select-Preferred Male age 35 and a Select-Preferred Female age 35.
Select-Preferred is MassMutual's best risk classification. Separate tables are
shown for the current and guaranteed schedules of charges. These tables will
assist in the comparison of Death Benefits and Net Surrender Values for the
Policy with those of other variable life policies.
The death Benefits and Net Surrender Values for a Policy would be different from
the amounts shown if the rates of return averaged 0%, 6%, and 12% over a period
of years, but varied above and below that average in individual Policy Years.
They also would differ if any Policy loan were made during the period of time
illustrated. The also would be different depending on the allocation of
investment value to each Division. They would be different depending on the
allocation of investment value to each Division if the rates of return for all
Funds averaged 0%, 6%, and 12% but varied above or below that average for
particular Funds.
30
<PAGE>
<TABLE>
<CAPTION>
Table 1
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
Male and Female Each Issue Age 35, Select-Preferred $5,000 Annual Premium
Death Benefit Option 1 $1 million Initial Face Amount
Current Schedule of Charges Guideline Premium Test
Death Benefit Assuming Net Surrender Value Assuming
Hypothetical Gross Annual Hypothetical Gross Annual
Investment Return Of: Investment Return Of:
- ----------------------------------------------------------------------------------------------------------------------------
End of Premiums
Policy Accumulated
Year at 5% Interest
Per Year 0% 6% 12% 0% 6% 12%
- ----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 5,250 1,000,000 1,000,000 1,000,000 0 0 0
2 5,513 1,000,000 1,000,000 1,000,000 1,816 2,020 2,635
3 5,788 1,000,000 1,000,000 1,000,000 5,216 5,618 6,864
4 6,078 1,000,000 1,000,000 1,000,000 8,704 9,376 11,513
5 6,381 1,000,000 1,000,000 1,000,000 12,285 13,302 16,628
6 6,700 1,000,000 1,000,000 1,000,000 15,959 17,404 22,260
7 7,036 1,000,000 1,000,000 1,000,000 19,731 21,691 28,467
8 7,387 1,000,000 1,000,000 1,000,000 23,601 26,171 35,310
9 7,757 1,000,000 1,000,000 1,000,000 27,573 30,855 42,862
10 8,144 1,000,000 1,000,000 1,000,000 31,651 35,753 51,199
15 10,395 1,000,000 1,000,000 1,000,000 63,220 73,953 120,171
20 13,266 1,000,000 1,000,000 1,000,000 99,183 122,134 235,790
25 16,932 1,000,000 1,000,000 1,000,000 140,479 183,381 430,731
30 21,610 1,000,000 1,000,000 1,000,000 187,244 260,680 759,514
35 27,580 1,000,000 1,000,000 1,524,792 238,580 357,032 1,314,476
40 35,200 1,000,000 1,000,000 2,407,110 290,880 474,745 2,249,636
45 44,925 1,000,000 1,000,000 4,016,447 334,514 615,319 3,825,188
50 57,337 1,000,000 1,000,000 6,787,166 347,519 783,686 6,463,967
- ----------------------------------------------------------------------------------------------------------------------------
<CAPTION>
Account Value Assuming Hypothetical Gross
Annual Investment Return Of:
--------------------------------------------------------------------
End of Policy Year
0% 6% 12%
--------------------------------------------------------------------
<S> <C> <C> <C>
1 2,800 2,871 3,081
2 5,683 5,887 6,502
3 8,653 9,056 10,302
4 11,713 12,384 14,521
5 14,863 15,880 19,207
6 18,108 19,552 24,409
7 21,449 23,410 30,186
8 24,890 27,460 36,600
9 28,433 31,715 43,721
10 32,081 36,183 51,628
15 63,220 73,953 120,171
--------------------------------------------------------------------
</TABLE>
31
<PAGE>
<TABLE>
<CAPTION>
Table 2
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
Male and Female Each Issue Age 35, Select-Preferred $5,000 Annual Premium
Death Benefit Option 2 $1 million Initial Face Amount
Current Schedule of Charges Guideline Premium Test
Death Benefit Assuming Net Surrender Value Assuming
Hypothetical Gross Annual Hypothetical Gross Annual
Investment Return Of: Investment Return Of:
- -----------------------------------------------------------------------------------------------------------------------------
Premiums
End of Accumulated
Policy at 5% Interest
Year Per Year
0% 6% 12% 0% 6% 12%
- -----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 5,250 1,002,800 1,002,871 1,003,081 0 0 0
2 5,513 1,005,683 1,005,887 1,006,502 1,816 2,020 2,635
3 5,788 1,008,653 1,009,056 1,010,302 5,216 5,618 6,864
4 6,078 1,011,713 1,012,384 1,014,521 8,704 9,376 11,513
5 6,381 1,014,863 1,015,880 1,019,207 12,285 13,302 16,628
6 6,700 1,018,108 1,019,552 1,024,409 15,959 17,404 22,260
7 7,036 1,021,449 1,023,410 1,030,185 19,731 21,691 28,467
8 7,387 1,024,890 1,027,460 1,036,599 23,601 26,171 35,310
9 7,757 1,028,433 1,031,715 1,043,721 27,573 30,855 42,861
10 8,144 1,032,080 1,036,182 1,051,628 31,651 35,753 51,198
15 10,395 1,063,216 1,073,948 1,120,163 63,216 73,948 120,163
20 13,266 1,099,159 1,122,104 1,235,729 99,159 122,104 235,729
25 16,932 1,140,367 1,183,232 1,430,359 140,367 183,232 430,359
30 21,610 1,186,768 1,260,001 1,757,440 186,768 260,001 757,440
35 27,580 1,236,750 1,354,236 2,305,320 236,750 354,236 1,305,320
40 35,200 1,284,383 1,464,026 3,218,424 284,383 464,026 2,218,424
45 44,925 1,313,499 1,577,200 4,729,675 313,499 577,200 3,729,675
50 57,337 1,287,706 1,659,707 7,211,777 287,706 659,707 6,211,777
- -----------------------------------------------------------------------------------------------------------------------------
<CAPTION>
Account Value Assuming Hypothetical Gross
Annual Investment Return Of:
--------------------------------------------------------------------
End of Policy Year
0% 6% 12%
--------------------------------------------------------------------
<S> <C> <C> <C>
1 2,800 2,871 3,081
2 5,683 5,887 6,502
3 8,653 9,056 10,302
4 11,713 12,384 14,521
5 14,863 15,880 19,207
6 18,108 19,552 24,409
7 21,449 23,410 30,185
8 24,890 27,460 36,599
9 28,433 31,715 43,721
10 32,080 36,182 51,628
15 63,216 73,948 120,163
--------------------------------------------------------------------
</TABLE>
32
<PAGE>
<TABLE>
<CAPTION>
Table 3
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
Male and Female Each Issue Age 35, Select-Preferred $5,000 Annual Premium
Death Benefit Option 3 $1 million Initial Face Amount
Current Schedule of Charges Guideline Premium Test
Death Benefit Assuming Net Surrender Value Assuming
Hypothetical Gross Annual Hypothetical Gross Annual
Investment Return Of: Investment Return Of:
- -----------------------------------------------------------------------------------------------------------------------------
Premiums
End of Accumulated
Policy at 5% Interest
Year Per Year
0% 6% 12% 0% 6% 12%
- -----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 5,250 1,005,000 1,005,000 1,005,000 0 0 0
2 5,513 1,010,000 1,010,000 1,010,000 1,816 2,020 2,635
3 5,788 1,015,000 1,015,000 1,015,000 5,216 5,618 6,864
4 6,078 1,020,000 1,020,000 1,020,000 8,704 9,376 11,513
5 6,381 1,025,000 1,025,000 1,025,000 12,285 13,302 16,628
6 6,700 1,030,000 1,030,000 1,030,000 15,959 17,404 22,260
7 7,036 1,035,000 1,035,000 1,035,000 19,730 21,691 28,467
8 7,387 1,040,000 1,040,000 1,040,000 23,601 26,171 35,310
9 7,757 1,045,000 1,045,000 1,045,000 27,573 30,855 42,861
10 8,144 1,050,000 1,050,000 1,050,000 31,650 35,752 51,198
15 10,395 1,075,000 1,075,000 1,075,000 63,215 73,947 120,165
20 13,266 1,100,000 1,100,000 1,100,000 99,156 122,106 235,755
25 16,932 1,125,000 1,125,000 1,125,000 140,369 183,262 430,579
30 21,610 1,150,000 1,150,000 1,150,000 186,824 260,224 758,912
35 27,580 1,175,000 1,175,000 1,523,256 237,110 355,421 1,313,152
40 35,200 1,200,000 1,200,000 2,404,722 286,023 469,389 2,247,403
45 44,925 1,225,000 1,225,000 4,012,496 319,309 598,423 3,821,425
50 57,337 1,250,000 1,250,000 6,780,523 302,320 732,906 6,457,641
- -----------------------------------------------------------------------------------------------------------------------------
<CAPTION>
Account Value Assuming Hypothetical Gross
Annual Investment Return Of:
--------------------------------------------------------------------
End of Policy Year
0% 6% 12%
--------------------------------------------------------------------
<S> <C> <C> <C>
1 2,800 2,871 3,081
2 5,683 5,887 6,502
3 8,653 9,056 10,302
4 11,713 12,384 14,521
5 14,863 15,880 19,207
6 18,108 19,552 24,409
7 21,449 23,410 30,185
8 24,890 27,460 36,599
9 28,433 31,714 43,721
10 32,080 36,182 51,628
15 63,215 73,947 120,165
--------------------------------------------------------------------
</TABLE>
33
<PAGE>
<TABLE>
<CAPTION>
Table 4
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
Male and Female Each Issue Age 35, Select-Preferred $5,000 Annual Premium
Death Benefit Option 1 $1 million Initial Face Amount
Guaranteed Schedules of Mortality and Expense Charges Guideline Premium Test
and Current Fund Level Charges
Death Benefit Assuming Net Surrender Value Assuming
Hypothetical Gross Annual Hypothetical Gross Annual
Investment Return Of: Investment Return Of:
- -----------------------------------------------------------------------------------------------------------------------------
Premiums
End of Accumulated
Policy at 5% Interest
Year Per Year
0% 6% 12% 0% 6% 12%
- -----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 5,250 1,000,000 1,000,000 1,000,000 0 0 0
2 5,513 1,000,000 1,000,000 1,000,000 1,816 1,955 2,567
3 5,788 1,000,000 1,000,000 1,000,000 5,214 5,488 6,723
4 6,078 1,000,000 1,000,000 1,000,000 8,701 9,156 11,265
5 6,381 1,000,000 1,000,000 1,000,000 12,277 12,965 16,232
6 6,700 1,000,000 1,000,000 1,000,000 15,944 16,920 21,669
7 7,036 1,000,000 1,000,000 1,000,000 19,707 21,027 27,624
8 7,387 1,000,000 1,000,000 1,000,000 23,566 25,293 34,150
9 7,757 1,000,000 1,000,000 1,000,000 27,523 29,723 41,306
10 8,144 1,000,000 1,000,000 1,000,000 31,581 34,323 49,154
15 10,395 1,000,000 1,000,000 1,000,000 60,212 67,193 110,080
20 13,266 1,000,000 1,000,000 1,000,000 92,486 107,000 208,861
25 16,932 1,000,000 1,000,000 1,000,000 128,814 155,285 369,929
30 21,610 1,000,000 1,000,000 1,000,000 168,231 212,540 632,657
35 27,580 1,000,000 1,000,000 1,233,464 207,595 277,620 1,063,331
40 35,200 1,000,000 1,000,000 1,891,218 238,671 345,553 1,767,494
45 44,925 1,000,000 1,000,000 3,063,515 241,040 402,957 2,917,633
50 57,337 1,000,000 1,000,000 5,017,235 170,883 423,854 4,778,319
- -----------------------------------------------------------------------------------------------------------------------------
<CAPTION>
Account Value Assuming Hypothetical Gross
Annual Investment Return Of:
--------------------------------------------------------------------
End of Policy Year
0% 6% 12%
--------------------------------------------------------------------
<S> <C> <C> <C>
1 2,800 2,848 3,058
2 5,683 5,822 6,434
3 8,652 8,926 10,160
4 11,709 12,164 14,273
5 14,855 15,543 18,810
6 18,093 19,068 23,817
7 21,426 22,746 29,343
8 24,855 26,582 35,439
9 28,383 30,582 42,165
10 32,010 34,753 49,584
15 60,212 67,193 110,080
--------------------------------------------------------------------
</TABLE>
34
<PAGE>
<TABLE>
<CAPTION>
Table 5
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
Male and Female Each Issue Age 35, Select-Preferred $5,000 Annual Premium
Death Benefit Option 2 $1 million Initial Face Amount
Guaranteed Schedules of Mortality and Expense Charges Guideline Premium Test
and Current Fund Level Charges
Death Benefit Assuming Net Surrender Value Assuming
Hypothetical Gross Annual Hypothetical Gross Annual
Investment Return Of: Investment Return Of:
- -----------------------------------------------------------------------------------------------------------------------------
Premiums
Accumulated
at 5%
End of Interest Per
Policy Year Year 0% 6% 12% 0% 6% 12%
- -----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 5,250 1,002,800 1,002,848 1,003,058 0 0 0
2 5,513 1,005,683 1,005,822 1,006,434 1,816 1,955 2,567
3 5,788 1,008,652 1,008,926 1,010,160 5,214 5,488 6,723
4 6,078 1,011,709 1,012,164 1,014,273 8,701 9,156 11,265
5 6,381 1,014,855 1,015,543 1,018,810 12,276 12,965 16,232
6 6,700 1,018,093 1,019,068 1,023,817 15,944 16,919 21,669
7 7,036 1,021,425 1,022,746 1,029,342 19,707 21,027 27,623
8 7,387 1,024,854 1,026,581 1,035,438 23,565 25,292 34,149
9 7,757 1,028,381 1,030,581 1,042,163 27,522 29,721 41,303
10 8,144 1,032,008 1,034,750 1,049,581 31,578 34,321 49,151
15 10,395 1,060,196 1,067,175 1,110,049 60,196 67,175 110,049
20 13,266 1,092,409 1,106,909 1,208,672 92,409 106,909 208,672
25 16,932 1,128,498 1,154,896 1,368,945 128,498 154,896 368,945
30 21,610 1,167,061 1,211,038 1,627,959 167,061 211,038 627,959
35 27,580 1,203,670 1,272,318 2,043,246 203,670 272,318 1,043,246
40 35,200 1,226,625 1,328,238 2,701,524 226,625 328,238 1,701,524
45 44,925 1,207,839 1,350,771 3,727,931 207,839 350,771 2,727,931
50 57,337 1,096,363 1,286,146 5,306,228 96,363 286,146 4,306,228
- -----------------------------------------------------------------------------------------------------------------------------
<CAPTION>
Account Value Assuming Hypothetical Gross
Annual Investment Return Of:
--------------------------------------------------------------------
End of Policy Year
0% 6% 12%
--------------------------------------------------------------------
<S> <C> <C> <C>
1 2,800 2,848 3,058
2 5,683 5,822 6,434
3 8,652 8,926 10,160
4 11,709 12,164 14,273
5 14,855 15,543 18,810
6 18,093 19,068 23,817
7 21,425 22,746 29,342
8 24,854 26,581 35,438
9 28,381 30,581 42,163
10 32,008 34,750 49,581
15 60,196 67,175 110,049
--------------------------------------------------------------------
</TABLE>
35
<PAGE>
<TABLE>
<CAPTION>
Table 6
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
Male and Female Each Issue Age 35, Select-Preferred $5,000 Annual Premium
Death Benefit Option 3 $1 million Initial Face Amount
Guaranteed Schedules of Mortality and Expense Charges Guideline Premium Test
and Current Fund Level Charges
Death Benefit Assuming Net Surrender Value Assuming
Hypothetical Gross Annual Hypothetical Gross Annual
Investment Return Of: Investment Return Of:
- -----------------------------------------------------------------------------------------------------------------------------
Premiums
Accumulated
at 5%
End of Interest Per
Policy Year Year 0% 6% 12% 0% 6% 12%
- -----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 5,250 1,005,000 1,005,000 1,005,000 0 0 0
2 5,513 1,010,000 1,010,000 1,010,000 1,816 1,955 2,567
3 5,788 1,015,000 1,015,000 1,015,000 5,214 5,488 6,723
4 6,078 1,020,000 1,020,000 1,020,000 8,701 9,156 11,265
5 6,381 1,025,000 1,025,000 1,025,000 12,276 12,965 16,232
6 6,700 1,030,000 1,030,000 1,030,000 15,944 16,919 21,668
7 7,036 1,035,000 1,035,000 1,035,000 19,706 21,026 27,623
8 7,387 1,040,000 1,040,000 1,040,000 23,565 25,292 34,149
9 7,757 1,045,000 1,045,000 1,045,000 27,521 29,721 41,303
10 8,144 1,050,000 1,050,000 1,050,000 31,577 34,319 49,150
15 10,395 1,075,000 1,075,000 1,075,000 60,190 67,170 110,053
20 13,266 1,100,000 1,100,000 1,100,000 92,394 106,902 208,738
25 16,932 1,125,000 1,125,000 1,125,000 128,475 154,925 369,457
30 21,610 1,150,000 1,150,000 1,150,000 167,089 211,322 631,007
35 27,580 1,175,000 1,175,000 1,228,179 204,014 273,784 1,058,775
40 35,200 1,200,000 1,200,000 1,883,248 227,999 334,060 1,760,045
45 44,925 1,225,000 1,225,000 3,050,733 210,153 369,498 2,905,460
50 57,337 1,250,000 1,250,000 4,996,428 85,132 330,023 4,758,503
- -----------------------------------------------------------------------------------------------------------------------------
<CAPTION>
Account Value Assuming Hypothetical Gross
Annual Investment Return Of:
--------------------------------------------------------------------
End of Policy Year
0% 6% 12%
--------------------------------------------------------------------
<S> <C> <C> <C>
1 2,800 2,848 3,058
2 5,683 5,822 6,434
3 8,652 8,926 10,160
4 11,709 12,164 14,273
5 14,855 15,543 18,810
6 18,093 19,068 23,817
7 21,425 22,745 29,342
8 24,854 26,581 35,438
9 28,381 30,580 42,162
10 32,007 34,749 49,580
15 60,190 67,170 110,053
--------------------------------------------------------------------
</TABLE>
36
<PAGE>
<TABLE>
<CAPTION>
Table 7
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
Male and Female Each Issue Age 35, Select-Preferred $5,000 Annual Premium
Death Benefit Option 1 $1 million Initial Face Amount
Current Schedule of Charges Cash Value Test
Death Benefit Assuming Net Surrender Value Assuming
Hypothetical Gross Annual Hypothetical Gross Annual
Investment Return Of: Investment Return Of:
- -----------------------------------------------------------------------------------------------------------------------------
Premiums
Accumulated
at 5%
End of Interest Per
Policy Year Year 0% 6% 12% 0% 6% 12%
- -----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 5,250 1,000,000 1,000,000 1,000,000 0 0 0
2 5,513 1,000,000 1,000,000 1,000,000 1,432 2,020 2,635
3 5,788 1,000,000 1,000,000 1,000,000 4,473 5,618 6,864
4 6,078 1,000,000 1,000,000 1,000,000 7,490 9,376 11,513
5 6,381 1,000,000 1,000,000 1,000,000 10,482 13,302 16,628
6 6,700 1,000,000 1,000,000 1,000,000 13,449 17,404 22,260
7 7,036 1,000,000 1,000,000 1,000,000 16,391 21,691 28,467
8 7,387 1,000,000 1,000,000 1,000,000 19,309 26,171 35,310
9 7,757 1,000,000 1,000,000 1,000,000 22,202 30,855 42,862
10 8,144 1,000,000 1,000,000 1,000,000 25,070 35,753 51,199
15 10,395 1,000,000 1,000,000 1,000,000 47,432 73,953 120,171
20 13,266 1,000,000 1,000,000 1,000,000 68,213 122,134 235,790
25 16,932 1,000,000 1,000,000 1,124,089 87,641 183,381 430,718
30 21,610 1,000,000 1,000,000 1,653,812 105,040 260,680 758,589
35 27,580 1,000,000 1,000,000 2,408,839 118,562 357,032 1,307,466
40 35,200 1,000,000 1,000,000 3,511,373 123,208 474,745 2,219,011
45 44,925 1,000,000 1,000,000 5,176,059 106,435 615,319 3,714,262
50 57,337 1,000,000 1,000,000 7,731,279 38,463 783,686 6,128,596
- -----------------------------------------------------------------------------------------------------------------------------
<CAPTION>
Account Value Assuming Hypothetical Gross
Annual Investment Return Of:
--------------------------------------------------------------------
End of Policy Year
0% 6% 12%
--------------------------------------------------------------------
<S> <C> <C> <C>
1 2,662 2,871 3,081
2 5,299 5,887 6,502
3 7,911 9,056 10,302
4 10,498 12,384 14,521
5 13,060 15,880 19,207
6 15,597 19,552 24,409
7 18,110 23,410 30,186
8 20,598 27,460 36,600
9 23,061 31,715 43,721
10 25,499 36,183 51,628
15 47,432 73,953 120,171
--------------------------------------------------------------------
</TABLE>
37
<PAGE>
<TABLE>
<CAPTION>
Table 8
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
Male and Female Each Issue Age 35, Select-Preferred $5,000 Annual Premium
Death Benefit Option 2 $1 million Initial Face Amount
Current Schedule of Charges Cash Value Test
Death Benefit Assuming Net Surrender Value Assuming
Hypothetical Gross Annual Hypothetical Gross Annual
Investment Return Of: Investment Return Of:
- -----------------------------------------------------------------------------------------------------------------------------
Premiums
Accumulated
at 5%
End of Interest Per
Policy Year Year 0% 6% 12% 0% 6% 12%
- -----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 5,250 1,002,662 1,002,871 1,003,081 0 0 0
2 5,513 1,005,299 1,005,887 1,006,502 1,432 2,020 2,635
3 5,788 1,007,911 1,009,056 1,010,302 4,473 5,618 6,864
4 6,078 1,010,498 1,012,384 1,014,521 7,490 9,376 11,513
5 6,381 1,013,060 1,015,880 1,019,207 10,482 13,302 16,628
6 6,700 1,015,597 1,019,552 1,024,409 13,449 17,404 22,260
7 7,036 1,018,110 1,023,410 1,030,185 16,391 21,691 28,467
8 7,387 1,020,598 1,027,460 1,036,599 19,309 26,171 35,310
9 7,757 1,023,061 1,031,715 1,043,721 22,201 30,855 42,861
10 8,144 1,025,499 1,036,182 1,051,628 25,069 35,753 51,198
15 10,395 1,047,429 1,073,948 1,120,163 47,429 73,948 120,163
20 13,266 1,068,198 1,122,104 1,235,729 68,198 122,104 235,729
25 16,932 1,087,575 1,183,232 1,430,359 87,575 183,232 430,359
30 21,610 1,104,788 1,260,001 1,757,440 104,788 260,001 757,440
35 27,580 1,117,699 1,354,236 2,404,724 117,699 354,236 1,305,232
40 35,200 1,120,534 1,464,026 3,505,463 120,534 464,026 2,215,276
45 44,925 1,099,284 1,577,200 5,167,423 99,284 577,200 3,708,065
50 57,337 1,024,489 1,659,707 7,718,448 24,489 659,707 6,118,425
- -----------------------------------------------------------------------------------------------------------------------------
<CAPTION>
Account Value Assuming Hypothetical Gross
Annual Investment Return Of:
--------------------------------------------------------------------
End of Policy Year
0% 6% 12%
--------------------------------------------------------------------
<S> <C> <C> <C>
1 2,662 2,871 3,081
2 5,299 5,887 6,502
3 7,911 9,056 10,302
4 10,498 12,384 14,521
5 13,060 15,880 19,207
6 15,597 19,552 24,409
7 18,110 23,410 30,185
8 20,598 27,460 36,599
9 23,061 31,715 43,721
10 25,499 36,182 51,628
15 47,429 73,948 120,163
--------------------------------------------------------------------
</TABLE>
38
<PAGE>
<TABLE>
<CAPTION>
Table 9
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
Male and Female Each Issue Age 35, Select-Preferred $5,000 Annual Premium
Death Benefit Option 3 $1 million Initial Face Amount
Current Schedule of Charges Cash Value Test
Death Benefit Assuming Net Surrender Value Assuming
Hypothetical Gross Annual Hypothetical Gross Annual
Investment Return Of: Investment Return Of:
- -----------------------------------------------------------------------------------------------------------------------------
End of Premiums
Policy Year Accumulated
at 5% Interest
Per Year 0% 6% 12% 0% 6% 12%
- -----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 5,250 1,005,000 1,005,000 1,005,000 0 0 0
2 5,513 1,010,000 1,010,000 1,010,000 1,432 2,020 2,635
3 5,788 1,015,000 1,015,000 1,015,000 4,473 5,618 6,864
4 6,078 1,020,000 1,020,000 1,020,000 7,490 9,376 11,513
5 6,381 1,025,000 1,025,000 1,025,000 10,482 13,302 16,628
6 6,700 1,030,000 1,030,000 1,030,000 13,449 17,404 22,260
7 7,036 1,035,000 1,035,000 1,035,000 16,391 21,691 28,467
8 7,387 1,040,000 1,040,000 1,040,000 19,309 26,171 35,310
9 7,757 1,045,000 1,045,000 1,045,000 22,201 30,855 42,861
10 8,144 1,050,000 1,050,000 1,050,000 25,069 35,752 51,198
15 10,395 1,075,000 1,075,000 1,075,000 47,427 73,947 120,165
20 13,266 1,100,000 1,100,000 1,100,000 68,190 122,106 235,755
25 16,932 1,125,000 1,125,000 1,125,000 87,546 183,262 430,579
30 21,610 1,150,000 1,150,000 1,653,293 104,680 260,224 758,351
35 27,580 1,175,000 1,175,000 2,408,103 117,313 355,421 1,307,066
40 35,200 1,200,000 1,200,000 3,510,316 119,122 469,389 2,218,342
45 44,925 1,225,000 1,225,000 5,174,514 93,794 598,423 3,713,153
50 57,337 1,250,000 1,250,000 7,728,983 1,559 732,906 6,126,776
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
Account Value Assuming Hypothetical Gross
Annual Investment Return Of:
--------------------------------------------------------------------
End of Policy Year
0% 6% 12%
--------------------------------------------------------------------
<S> <C> <C> <C>
1 2,662 2,871 3,081
2 5,299 5,887 6,502
3 7,911 9,056 10,302
4 10,498 12,384 14,521
5 13,060 15,880 19,207
6 15,597 19,552 24,409
7 18,110 23,410 30,185
8 20,598 27,460 36,599
9 23,061 31,714 43,721
10 25,499 36,182 51,628
15 47,427 73,947 120,165
--------------------------------------------------------------------
</TABLE>
39
<PAGE>
<TABLE>
<CAPTION>
Table 10
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
Male and Female Each Issue Age 35, Select-Preferred $5,000 Annual Premium
Death Benefit Option 1 $1 million Initial Face Amount
Guaranteed Schedules of Mortality and Expense Charges Cash Value Test
and Current Fund Level Charges
Death Benefit Assuming Net Surrender Value Assuming
Hypothetical Gross Annual Hypothetical Gross Annual
Investment Return Of: Investment Return Of:
- -----------------------------------------------------------------------------------------------------------------------------
Premiums
End of Accumulated
Policy at 5% Interest
Year Per Year 0% 6% 12% 0% 6% 12%
- ------------ --------------- --------------- --------------- ---------------- --------------- --------------- ---------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 5,250 1,000,000 1,000,000 1,000,000 0 0 0
2 5,513 1,000,000 1,000,000 1,000,000 1,816 1,955 2,567
3 5,788 1,000,000 1,000,000 1,000,000 5,214 5,488 6,723
4 6,078 1,000,000 1,000,000 1,000,000 8,701 9,156 11,265
5 6,381 1,000,000 1,000,000 1,000,000 12,277 12,965 16,232
6 6,700 1,000,000 1,000,000 1,000,000 15,944 16,920 21,669
7 7,036 1,000,000 1,000,000 1,000,000 19,707 21,027 27,624
8 7,387 1,000,000 1,000,000 1,000,000 23,566 25,293 34,150
9 7,757 1,000,000 1,000,000 1,000,000 27,523 29,723 41,306
10 8,144 1,000,000 1,000,000 1,000,000 31,581 34,323 49,154
15 10,395 1,000,000 1,000,000 1,000,000 60,212 67,193 110,080
20 13,266 1,000,000 1,000,000 1,000,000 92,486 107,000 208,861
25 16,932 1,000,000 1,000,000 1,000,000 128,814 155,285 369,929
30 21,610 1,000,000 1,000,000 1,377,134 168,231 212,540 631,679
35 27,580 1,000,000 1,000,000 1,939,280 207,595 277,620 1,052,599
40 35,200 1,000,000 1,000,000 2,722,063 238,671 345,553 1,720,207
45 44,925 1,000,000 1,000,000 3,843,661 241,040 402,957 2,758,153
50 57,337 1,000,000 1,000,000 5,478,609 170,883 423,854 4,342,902
- ------------ --------------- --------------- --------------- ---------------- --------------- --------------- ---------------
</TABLE>
<TABLE>
<CAPTION>
Account Value Assuming Hypothetical Gross
Annual Investment Return Of:
-------------------- --------------- --------------- ---------------
End of Policy Year
0% 6% 12%
-------------------- --------------- --------------- ---------------
<S> <C> <C> <C>
1 2,800 2,848 3,058
2 5,683 5,822 6,434
3 8,652 8,926 10,160
4 11,709 12,164 14,273
5 14,855 15,543 18,810
6 18,093 19,068 23,817
7 21,426 22,746 29,343
8 24,855 26,582 35,439
9 28,383 30,582 42,165
10 32,010 34,753 49,584
15 60,212 67,193 110,080
-------------------- --------------- --------------- ---------------
</TABLE>
40
<PAGE>
<TABLE>
<CAPTION>
Table 11
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
Male and Female Each Issue Age 35, Select-Preferred $5,000 Annual Premium
Death Benefit Option 2 $1 million Initial Face Amount
Guaranteed Schedules of Mortality and Expense Charges Cash Value Test
and Current Fund Level Charges
Death Benefit Assuming Net Surrender Value Assuming
Hypothetical Gross Annual Hypothetical Gross Annual
Investment Return Of: Investment Return Of:
- ------------ --------------- --------------- --------------- ---------------- --------------- --------------- ---------------
Premiums
End of Accumulated
Policy at 5% Interest
Year Per Year
0% 6% 12% 0% 6% 12%
- ------------ --------------- --------------- --------------- ---------------- --------------- --------------- ---------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 5,250 1,002,800 1,002,848 1,003,058 0 0 0
2 5,513 1,005,683 1,005,822 1,006,434 1,816 1,955 2,567
3 5,788 1,008,652 1,008,926 1,010,160 5,214 5,488 6,723
4 6,078 1,011,709 1,012,164 1,014,273 8,701 9,156 11,265
5 6,381 1,014,855 1,015,543 1,018,810 12,276 12,965 16,232
6 6,700 1,018,093 1,019,068 1,023,817 15,944 16,919 21,669
7 7,036 1,021,425 1,022,746 1,029,342 19,707 21,027 27,623
8 7,387 1,024,854 1,026,581 1,035,438 23,565 25,292 34,149
9 7,757 1,028,381 1,030,581 1,042,163 27,522 29,721 41,303
10 8,144 1,032,008 1,034,750 1,049,581 31,578 34,321 49,151
15 10,395 1,060,196 1,067,175 1,110,049 60,196 67,175 110,049
20 13,266 1,092,409 1,106,909 1,208,672 92,409 106,909 208,672
25 16,932 1,128,498 1,154,896 1,368,945 128,498 154,896 368,945
30 21,610 1,167,061 1,211,038 1,627,959 167,061 211,038 627,959
35 27,580 1,203,670 1,272,318 2,043,246 203,670 272,318 1,043,246
40 35,200 1,226,625 1,328,238 2,701,524 226,625 328,238 1,701,524
45 44,925 1,207,839 1,350,771 3,800,131 207,839 350,771 2,726,917
50 57,337 1,096,363 1,286,146 5,416,925 96,363 286,146 4,294,004
- ------------ --------------- --------------- --------------- ---------------- --------------- --------------- ---------------
</TABLE>
<TABLE>
<CAPTION>
Account Value Assuming Hypothetical Gross
Annual Investment Return Of:
-------------------- --------------- --------------- ---------------
End of Policy Year
0% 6% 12%
-------------------- --------------- --------------- ---------------
<S> <C> <C> <C>
1 2,800 2,848 3,058
2 5,683 5,822 6,434
3 8,652 8,926 10,160
4 11,709 12,164 14,273
5 14,855 15,543 18,810
6 18,093 19,068 23,817
7 21,425 22,746 29,342
8 24,854 26,581 35,438
9 28,381 30,581 42,163
10 32,008 34,750 49,581
15 60,196 67,175 110,049
-------------------- --------------- --------------- ---------------
</TABLE>
41
<PAGE>
<TABLE>
<CAPTION>
Table 12
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
Male and Female Each Issue Age 35, Select-Preferred $5,000 Annual Premium
Death Benefit Option 3 $1 million Initial Face Amount
Guaranteed Schedules of Mortality and Expense Charges Cash Value Test
and Current Fund Level Charges
Death Benefit Assuming Net Surrender Value Assuming
Hypothetical Gross Annual Hypothetical Gross Annual
Investment Return Of: Investment Return Of:
- ------------ --------------- --------------- --------------- ---------------- --------------- --------------- ---------------
Premiums
Accumulated
End of at 5%
Policy Interest Per
Year Year 0% 6% 12% 0% 6% 12%
- ------------ --------------- --------------- --------------- ---------------- --------------- --------------- ---------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 5,250 1,005,000 1,005,000 1,005,000 0 0 0
2 5,513 1,010,000 1,010,000 1,010,000 1,816 1,955 2,567
3 5,788 1,015,000 1,015,000 1,015,000 5,214 5,488 6,723
4 6,078 1,020,000 1,020,000 1,020,000 8,701 9,156 11,265
5 6,381 1,025,000 1,025,000 1,025,000 12,276 12,965 16,232
6 6,700 1,030,000 1,030,000 1,030,000 15,944 16,919 21,668
7 7,036 1,035,000 1,035,000 1,035,000 19,706 21,026 27,623
8 7,387 1,040,000 1,040,000 1,040,000 23,565 25,292 34,149
9 7,757 1,045,000 1,045,000 1,045,000 27,521 29,721 41,303
10 8,144 1,050,000 1,050,000 1,050,000 31,577 34,319 49,150
15 10,395 1,075,000 1,075,000 1,075,000 60,190 67,170 110,053
20 13,266 1,100,000 1,100,000 1,100,000 92,394 106,902 208,738
25 16,932 1,125,000 1,125,000 1,125,000 128,475 154,925 369,457
30 21,610 1,150,000 1,150,000 1,374,941 167,089 211,322 630,673
35 27,580 1,175,000 1,175,000 1,936,275 204,014 273,784 1,050,968
40 35,200 1,200,000 1,200,000 2,717,916 227,999 334,060 1,717,586
45 44,925 1,225,000 1,225,000 3,837,865 210,153 369,498 2,753,994
50 57,337 1,250,000 1,250,000 5,470,402 85,132 330,023 4,336,396
- ------------ --------------- --------------- --------------- ---------------- --------------- --------------- ---------------
</TABLE>
<TABLE>
<CAPTION>
Account Value Assuming Hypothetical Gross
Annual Investment Return Of:
-------------------- --------------- --------------- ---------------
End of Policy Year
0% 6% 12%
-------------------- --------------- --------------- ---------------
<S> <C> <C> <C>
1 2,800 2,848 3,058
2 5,683 5,822 6,434
3 8,652 8,926 10,160
4 11,709 12,164 14,273
5 14,855 15,543 18,810
6 18,093 19,068 23,817
7 21,424 22,745 29,342
8 24,854 26,581 35,438
9 28,381 30,580 42,162
10 32,007 34,749 49,580
15 60,190 67,170 110,053
-------------------- --------------- --------------- ---------------
</TABLE>
42
<PAGE>
Appendix E
Directors of MassMutual
Roger G. Ackerman, Director
Chairman and Chief Executive Officer, Corning, Inc., since 1996, President and
Chief Operating Officer 1990-1996, One Riverfront Plaza - HQE 2, Corning, NY
14831.
James R. Birle, Director
President and Founder, Resolute Partners, LLC, since 1994, 2 Greenwich Plaza -
Suite 100, Greenwich CT 06830; General Partner, Blackstone group, 1988-1994.
Frank C. Carlucci, III, Director
Chairman, The Carlyle Group, Inc., since 1989, 1001 Pennsylvania Avenue, N.W. -
Suite 220S, Washington DC 20004.
Gene Q. Chao, Director
Chairman, President and CEO, Computer Projections, Inc., since 1991, 733 SW
Vista Avenue, Portland, OR 97205-1203.
Patricia Diaz Dennis, Director
Senior Vice President and Assistant General Counsel, SBC Communications Inc.,
since 1995, 175 East Houston, Room 4-A-70, San Antonio, TX 87205; Special
Counsel, Sullivan & Cromwell, 1993-1995; Assistant Secretary of State for Human
Rights and Humanitarian Affairs, U.S. Department of State, 1992-1993.
Anthony Downs, Director
Senior Fellow, The Brookings Institution, since 1977, 1775 Massachusetts Ave.,
N.W., Washington DC 20036-2188.
James L. Dunlap, Director
President and Chief Operating Officer, United Meridian Corporation, since 1196,
1201 Louisiana - Suite 1400, Houston, TX 77002-5603; Senior Vice President,
Texaco, Inc. 1987-1996.
William B. Ellis, Director
Senior Fellow, Yale University School of Forestry and Environmental Studies,
since 1995, 31 Pound Foolish Lane, Glastonbury, CT 06033; Chairman and Chief
Executive Officer, Northeast Utilities, 1983-1995.
Robert M. Furek, Director
President and Chief Executive Officer, Heublein, Inc., 1987-1996, 100 Pearl
Street - 14th Floor, Hartford, CT 06103-4506.
Charles K. Gifford, Director
Chief Executive Officer, First National Bank of Boston and The Bank of Boston
Corporation, since 1996, Chairman, President and CEO 1995-1996, President and
CEO 1989-1995, 100 Federal Street, Boston, MA 02110.
William N. Griggs, Director
Managing Director, Griggs & Santow, Inc., since 1983, 75 Wall Street - 20th
Floor, New York, NY 10005.
43
<PAGE>
George B. Harvey, Director
Chairman, President and CEO, Pitney Bowes, 1983-1996, 663 Ponus Ridge, New
Canaan, CT 06840.
Barbara B. Hauptfuhrer, Director
Director of various corporations, since 1972, 1700 Old Welsh Road, Huntington
Valley, PA 19006.
Sheldon B. Lubar, Director
Chairman, Lubar & Co. Incorporated, since 1977, 777 East Wisconsin Avenue --
Suite 3380, Milwaukee, WI 53202.
William B. Marx, Jr., Director
Senior Executive Vice President, Lucent Technologies 1996, 600 Mountain Avenue
- -- Room 6A-502, Murray Hill, NJ 07974; Executive Vice President and CEO
Multimedia Products Group, AT&T, 1994-1996; Executive Vice President and CEO,
Network Systems Group, 1993-1994; Group Executive and President, AT&T Network
Systems, 1989-1993.
John F. Maypole, Director
Managing Partner, Peach State Real Estate Holding Company, since 1984, PO Box
1223, Toccoa, GA 30577.
Donald F. McCullough, Director
Retired Chairman and Chief Executive Officer, Collins & Aikman Corp., since
1988, 210 Madison Avenue, New York, NY 10016.
John J. Pajak, Director, President and Chief Operating Officer
President and Chief Operating Officer, MassMutual, since 1996; Vice Chairman and
Chief Administrative Officer, 1996; Executive Vice President, 1987-1996, 1295
State Street, Springfield, MA 01111.
Thomas B. Wheeler, Director, Chairman and Chief Executive Officer
Chairman and Chief Executive Officer, MassMutual, since 1996; President and
Chief Executive Officer, 1988-1996, 1295 State Street, Springfield, MA 01111.
Alfred M. Zeien, Director
Chairman and Chief Executive Officer, The Gillette Company, since 1991,
Prudential Tower, Boston, MA 02199.
Executive Vice Presidents
Lawrence V. Burkett, Jr., Director, President and Chief Executive Officer
Director, President and Chief Executive Officer, C.M. Life, since 1996;
Executive Vice President and General Counsel, MassMutual, since 1993; Senior
Vice President and Deputy General Counsel, MassMutual, 1992-1993.
John B. Davies, Director
Director, C.M. Life, since 1996; Executive Vice President, MassMutual since
1994; Associate Executive Vice President, 1994; General Agent, MassMutual,
1982-1993.
Daniel J. Fitzgerald, Director
President and CEO, MassMutual International, since 1997; Director, C.M.
Life, since 1996; Executive Vice President, Corporate Financial Operations,
MassMutual, 1994-1997; Senior Vice President, MassMutual, 1991-1994.
44
<PAGE>
John V. Murphy
Executive Vice President, MassMutual, since 1997; Executive Vice President and
Chief Operating Officer, David L. Babson & Co., Inc., 1995-1997; Chief Operating
Officer, Concert Capital Management, Inc., 1993-1995, 1295 State Street,
Springfield, MA 01111; Senior Vice President and Chief Financial Officer,
Liberty Financial Companies, 1977-1993.
Gary E. Wendlandt
Executive Vice President and Chief Investment Officer, MassMutual, since 1993;
Executive Vice President, 1992-1993; Senior Vice President, 1983-1992, 1295
State Street, Springfield, MA 01111.
45
<PAGE>
PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
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 (the "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.
RULE 484 UNDERTAKING
Article V of the Bylaws of MassMutual provide for indemnification of directors
and officers as follows:
Article V. Subject to limitations of law, the Company shall indemnify:
(a) each director, officer or employee;
(b) any individual who serves at the request of the Company as Secretary, a
director, board member, committee member, officer or employee of any
organization or any separate investment account; or
(c) any individual who serves in any capacity with respect to any employee
benefit plan; from and against all loss, liability and expense imposed
upon or incurred by such person in connection with any action, claim or
proceeding of any nature whatsoever, in which such person may be
involved or with which he or she may be threatened, by reason of any
alleged act, omission or otherwise while serving in any such capacity.
Indemnification shall be provided although the person no longer serves in
such capacity and shall include protection for the person's heirs and legal
representatives. Indemnities hereunder shall include, but not be limited
to, all costs and reasonable counsel fees, fines, penalties, judgments or
awards of any kind, and the amount of reasonable settlements, whether or
not payable to the Company or to any of the other entities described in the
preceding paragraph, or to the policyholders or security holders thereof.
Notwithstanding the foregoing, no indemnification shall be provided
with respect to:
(1) any matter as to which the person shall have been adjudicated in
any proceeding not to have acted in good faith in the reasonable
belief that his or her action was in the best interests of the
Company or, to the extent that such matter relates to service
with respect to any employee benefit plan, in the best interests
of the participants or beneficiaries of such employee benefit
plan;
(2) any liability to any entity which is registered as an investment
company under the Federal Investment Company Act of 1940 or to
the security holders thereof, where the basis for such liability
is willful misfeasance, bad faith, gross negligence or reckless
disregard of the duties involved in the conduct of office; and
(3) any action, claim or proceeding voluntarily initiated by any
person seeking indemnification, unless such action, claim or
proceeding had been authorized by the Board
<PAGE>
of Directors or unless such person's indemnification is awarded
by vote of the Board of Directors.
In any matter disposed of by settlement or in the event of an
adjudication which in the opinion of the General Counsel or his
delegate does not make a sufficient determination of conduct
which could preclude or permit indemnification in accordance
with the preceding paragraphs (1), (2) and (3), the person shall
be entitled to indemnification unless, as determined by the
majority of the disinterested directors or in the opinion of
counsel (who may be an officer of the Company or outside counsel
employed by the Company), such person's conduct was such as
precludes indemnification under any of such paragraphs.
The Company may at its option indemnify for expenses incurred in
connection with any action or proceeding in advance of its final
disposition, upon receipt of a satisfactory undertaking for
repayment if it be subsequently determined that the person thus
indemnified is not entitled to indemnification under this
Article V.
Insofar as indemnification for liability arising under the
Securities Act of 1933 (the "Act") 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
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.
REPRESENTATION UNDER SECTION 26(e)(2)(A) OF
THE INVESTMENT COMPANY ACT OF 1940
Massachusetts Mutual Life Insurance Company hereby represents that the fees and
charges deducted under the flexible premium variable whole life insurance
policies described in this Registration Statement in the aggregate, are
reasonable in relation to the services rendered, the expenses expected to be
incurred, and the risks assumed by Massachusetts Mutual Life Insurance Company.
<PAGE>
CONTENTS OF FILING
This Registration Statement is comprised of the following documents:
The Facing Sheet.
Cross-Reference to items required by Form N-8B-2.
The Prospectus consisting of 45 pages.
The Undertaking to File Reports.
The Undertaking pursuant to Rule 484 under the Securities Act of 1933.
Representation under Section 26(e)(2)(a) of the Investment Company
Act of 1940.
The Signatures.
Written Consents of the Following Persons:
1. To be filed: Coopers & Lybrand, L.L.P., independent
accountants;
2. Counsel opining as to the legality of securities being
registered;
3. Opinion and consent of Craig Waddington, FSA, MAAA, opining
as to actuarial matters contained in the Registration
Statement.
The following Exhibits:
99. The following Exhibits correspond to those required by Paragraph
A of the instructions as to Exhibits in Form N-8B-2:
(1) (a) Resolution of Board of Directors of MassMutual
establishing the Separate Account.*
(b) Resolution of the Board of Directors establishing the
SVUL segment of the Separate Account.
(2) Not Applicable.
(3) Form of Distribution Agreements:
(a) Form of Distribution Servicing Agreement between MML
Distributors, LLC and MassMutual.**
(b) Form of Co-Underwriting Agreement between MML
Investors Services, Inc. and MassMutual.**
(4) Not Applicable.
(5) Form of Survivorship Flexible Premium Adjustable Variable
Life Policy.
<PAGE>
(6) (a) Certificate of Incorporation of MassMutual.*
(b) By-Laws of MassMutual.*
(7) Not Applicable.
(8) Not Applicable.
(9) Not Applicable.
(10) To be filed: Form of Application for a Survivorship
Flexible Premium Adjustable Variable Life insurance
policy.
(11) To be filed: Memorandum describing MassMutual issuance,
transfer, and redemption procedures for the Policy.
99.2 Opinion and Consent of Counsel as to the legality of the
securities being registered.
3. No financial statement will be omitted from the Prospectus
pursuant to Instruction 1(b) or (c) of Part I.
4. Not Applicable.
99.C.1 To be filed: Consent of Coopers & Lybrand L.L.P.
99.C.6 Opinion and consent of Craig Waddington, FSA, MAAA, as to
actuarial matters pertaining to the securities being
registered.
99.5 Powers of Attorney**
27 Not Applicable
*Incorporated by reference to Initial Registration Statement of the Separate
Account filed with the Commission on February 28, 1997. (Registration No. 333-
22557)
**Incorporated by reference to Post-Effective Amendment No. 2 to
Registration Statement No. 33-89798 filed with the Commission on May 1, 1997.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant has
caused this Registration Statement to be signed on its behalf by the undersigned
thereunto duly authorized, all in the city of Springfield and the Commonwealth
of Massachusetts, on the 5th day of December, 1997.
MASSACHUSETTS MUTUAL VARIABLE LIFE SEPARATE ACCOUNT I
MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
(Depositor)
By: /s/ Thomas B. Wheeler*
-----------------------------------
Thomas B. Wheeler, Chief Executive Officer
Massachusetts Mutual Life Insurance Company
/s/ Richard M. Howe On December 5, 1997, as Attorney-in-Fact pursuant to
- -------------------- powers of attorney filed herewith.
*Richard M. Howe
As required by the Securities Act of 1933, this Registration Statement has been
signed by the following persons in the capacities and on the duties indicated.
<TABLE>
<CAPTION>
Signature Title Date
--------- ----- ----
<S> <C> <C>
/s/ Thomas B. Wheeler* Chief Executive Officer and December 5, 1997
- --------------------------- Chairman of the Board
Thomas B. Wheeler
/s/ John J. Pajak* President, Chief Operating December 5, 1997
- --------------------------- Officer and Director
John J. Pajak
/s/ Daniel J. Fitzgerald* Executive Vice President, December 5, 1997
- --------------------------- Chief Financial Officer &
Daniel J. Fitzgerald Chief Accounting Officer
/s/ Roger G. Ackerman* Director December 5, 1997
- ---------------------------
Roger G. Ackerman
/s/ James R. Birle* Director December 5, 1997
- ---------------------------
James R. Birle
/s/ Frank C. Carlucci, III* Director December 5, 1997
- ---------------------------
Frank C. Carlucci, III
/s/ Gene Chao* Director December 5, 1997
- ---------------------------
Gene Chao, Ph.D.
/s/ Patricia Diaz Dennis* Director December 5, 1997
- ----------------------------
Patricia Diaz Dennis
</TABLE>
<PAGE>
<TABLE>
<S> <C> <C>
/s/ Anthony Downs* Director December 5, 1997
- ----------------------------
Anthony Downs
/s/ James L. Dunlap* Director December 5, 1997
- ------------------------------
James L. Dunlap
/s/ William B. Ellis* Director December 5, 1997
- ------------------------------
William B. Ellis, Ph.D.
/s/ Robert M. Furek* Director December 5, 1997
- ------------------------------
Robert M. Furek
/s/ Charles K. Gifford* Director December 5, 1997
- ------------------------------
Charles K. Gifford
/s/ William N. Griggs* Director December 5, 1997
- ------------------------------
William N. Griggs
/s/ George B. Harvey* Director December 5, 1997
- ------------------------------
George B. Harvey
/s/ Barbara B. Hauptfuhrer* Director December 5, 1997
- ------------------------------
Barbara B. Hauptfuhrer
/s/ Sheldon B. Lubar* Director December 5, 1997
- ------------------------------
Sheldon B. Lubar
/s/ William B. Marx, Jr.* Director December 5, 1997
- ------------------------------
William B. Marx, Jr.
/s/ John F. Maypole* Director December 5, 1997
- ------------------------------
John F. Maypole
/s/ Donald F. McCullough* Director December 5, 1997
- ------------------------------
Donald F. McCullough
/s/ Alfred M. Zeien* Director December 5, 1997
- ------------------------------
Alfred M. Zeien
/s/ Richard M. Howe On December 5, 1997, as Attorney-in-Fact
- ------------------------------ pursuant to powers of attorney filed herewith.
*Richard M. Howe
</TABLE>
<PAGE>
EXHIBIT LIST
99(1)(b) Resolution of the Board of Directors establishing the SVUL segment of
the Separate Account.
99(5) Form of Survivorship Flexible Premium Adjustable Variable Life Policy.
99.2 Opinion and Consent of Richard M. Howe, Esq.
99.C.6 Form of Opinion and Consent of Craig Waddington, FSA, MAAA
<PAGE>
EXHIBIT 99(1)(b)
CERTIFICATE
-----------
The undersigned hereby certifies that he is the Secretary of Massachusetts
Mutual Life Insurance Company (the "Company"); that the following vote was
adopted by the Investment Committee of the Board of Directors of the Company at
a meeting duly held on the 12th day of November, 1997; and that said vote has
been neither rescinded nor modified, but remains in full force and effect:
VOTED:
That in connection with the development of a new survivorship variable
universal life insurance product (the "SVUL Policy"), the Company establish
a segment of Massachusetts Mutual Variable Life Separate Account I (the
"Separate Account") in order to invest contributions received under the
SVUL Policy; that the appropriate officers of the Company be, and each
acting singly hereby is, authorized to execute all documents or take any
other action which said officer deems necessary or advisable in order to
permit the sale of the SVUL Policy, including the filing of registration
statements or amendments thereto with the United States Securities and
Exchange Commission or other appropriate regulatory authorities; and that
the chief executive officer or the chief operating officer of the Company
be, and each acting singly hereby is, authorized to establish additional
segments of the Separate Account or further divide any segment of the
Separate Account into additional divisions, as such officer in his
discretion deems necessary or appropriate.
IN WITNESS WHEREOF, I have hereunto affixed my hand and the seal of the Company
this 24th day of November, 1997.
/s/ Thomas J. Finnegan, Jr.
--------------------------------------
Secretary
<PAGE>
[LOGO OF MASSMUTUAL APPEARS HERE] Exhibit 99.(5)
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, Massachusetts 01111-0001
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
- --------------------------------------------------------------------------------
INSURED NO. 1 JANE C. DOE
INSURED NO. 2 JOHN A. DOE
POLICY DATE JULY 1, 1998 POLICY NUMBER 123456789
ISSUE DATE JULY 1, 1998 INITIAL FACE AMOUNT $500,000
- --------------------------------------------------------------------------------
Dear Policy Owner:
READ YOUR POLICY CAREFULLY. It has been written in readable language to help you
understand its terms. We have used examples to explain some of its provisions.
These examples do not reflect the actual amounts or status of this policy. As
you read through the policy, remember the words "we," "us," and "our" refer to
Massachusetts Mutual Life Insurance Company.
We will, subject to the terms of this policy, pay the death benefit to the
Beneficiary when due proof of the death of both Insureds has been received at
our Home Office. However, due proof of the first death must be furnished when it
occurs.
The terms of this policy are contained on this and the following pages. For
service and information on this policy, contact the agent who sold the policy,
any of our agency offices, or our Home Office.
YOU HAVE THE RIGHT TO RETURN THIS POLICY. If you decide not to keep this policy,
return it within 10 days after you receive it, or within 10 days after you
receive the notice of right to withdraw, or within 45 days after the date of the
Part 1 of the application for this policy, whichever is latest. It may be
returned by delivering or mailing it to our Home Office, to any of our agency
offices, or to the agent who sold the policy. Then, the policy will be as though
it had never been issued. We will promptly refund (a) any premium paid for this
policy, plus (b) interest credited to this policy under the Guaranteed Principal
Account, plus or minus (c) an amount that reflects the investment experience of
the investment divisions of the Separate Account under this policy to the date
the policy is received by us, minus (d) any amounts withdrawn and any policy
debt.
Signed for Massachusetts Mutual Life Insurance Company.
Sincerely yours,
/s/ John J. Pajak /s/ Thomas J. Finnegan, Jr.
PRESIDENT SECRETARY
This Policy provides that: A death benefit is payable when both Insureds have
died.
Within specified limits, flexible premiums may be
paid while either Insured is living.
Annual dividends may be paid.
The amount of death benefit and the duration of insurance coverage may be fixed
or variable as described in Parts 3 and 5.
The variable account value of the policy may increase or decrease in accordance
with the experience of the Separate Account. There are no minimum guarantees as
to the variable account value. The fixed account value of the policy earns
interest at a rate not less than the minimum described in the Interest On Fixed
Account Value provision.
<PAGE>
Policy Summary
This Summary briefly describes some of the major policy provisions. Since it
does not go into detail, the actual provisions will prevail. See the provisions
for full information and any limits that may apply. The "Table Of Contents"
shows where the provisions may be found.
This is a variable universal life insurance policy on the lives of two Insureds.
We will pay a death benefit if both Insureds die while the policy is in force.
"In force" means that the insurance has not terminated. "Variable" means that
values depend on the investment performance of the Separate Account shown in the
Policy Specifications and are not guaranteed as to dollar amount. "Universal
life" means that, subject to the limits and conditions stated in the policy, the
amount of insurance may be adjusted and flexible premium payments may be made.
Premiums for this policy are flexible. After the first premium has been paid,
there is no requirement that any specific amount of premium be paid on any date.
Instead, within the limits stated in the policy, any amount may be paid on any
date during the lifetime of either Insured.
Premiums are applied to increase the value of this policy. Monthly charges are
deducted from the value of this policy each month. If the value cannot cover the
monthly charges for a month and premiums paid do not meet certain requirements,
the policy may terminate at the end of 62 days. There is, however, a right to
reinstate the policy.
Other rights available while either Insured is living include the rights to:
. Change the Owner or any Beneficiary;
. Assign this policy;
. Change the Face Amount;
. Change the Death Benefit Option;
. Make loans;
. Make withdrawals;
. Surrender this policy;
. Allocate net premiums among the Guaranteed Principal Account and the
divisions of the Separate Account; and
. Transfer values between the Guaranteed Principal Account and the
divisions of the Separate Account.
This policy also includes a number of Payment Options. They provide alternate
ways for us to pay the death benefit or the amount payable upon surrender of the
policy.
<PAGE>
TABLE OF CONTENTS
Policy Specifications
<TABLE>
<CAPTION>
Page No.
--------
<S> <C>
Part 1. - The Basics Of This Policy.................................... 1
The Parties Involved - Owner, Insureds, Beneficiary, Irrevocable
Beneficiary........................................................ 1
Dates - Policy Date, Policy Anniversary Date, Policy Year, Monthly
Charge Date, Issue Date, Valuation Date, Valuation Period,
Valuation Time, Register Date...................................... 1
Policy A Legal Contract.............................................. 2
Contract Representations And Contestability.......................... 2
Misstatement Of Age Or Gender........................................ 3
Death By Suicide..................................................... 3
Meaning Of In - Force................................................ 3
Meaning Of Second Death.............................................. 4
Simultaneous Deaths.................................................. 4
Face Amount.......................................................... 4
Year Of Coverage..................................................... 4
Ages - Issue Age, Attained Age....................................... 4
Written Request...................................................... 4
Currency............................................................. 4
Home Office.......................................................... 4
Part 2. - Premium Payments............................................. 4
The First Premium.................................................... 4
Planned Premiums..................................................... 4
Premium Flexibility And Premium Notices.............................. 5
Premium Notices...................................................... 5
Where To Pay Premiums................................................ 5
Right to Refund Premiums............................................. 5
Net Premium.......................................................... 5
Allocation of Net Premiums........................................... 6
Part 3. - Accounts, Values, and Charges................................ 6
The Separate Account and The Guaranteed Principal Account............ 6
The Separate Account................................................. 6
Changes in the Separate Account...................................... 7
Accumulation Units................................................... 7
Purchase and Sale of Accumulation Units.............................. 7
The Guaranteed Principal Account..................................... 7
Values of This Policy................................................ 8
Account Value of Policy.............................................. 8
Variable Account Value Of Policy..................................... 8
Fixed Account Value Of Policy........................................ 8
Interest On Fixed Account Value...................................... 8
Monthly Policy Charges............................................... 9
Monthly Charges...................................................... 9
Administrative Charge................................................ 9
Face Amount Charge................................................... 9
Insurance Charge..................................................... 9
Rider Charge......................................................... 10
Grace Period And Termination......................................... 11
Safety Test.......................................................... 11
Part 4. - Life Benefits................................................ 12
Policy Ownership..................................................... 12
Rights Of Owner...................................................... 12
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Page No.
--------
<S> <C>
Changing The Owner Or Beneficiary.................................... 12
Transfers Of Values.................................................. 12
Assigning This Policy................................................ 13
This Policy's Share in Dividends..................................... 13
Policy is Participating.............................................. 13
How Dividends May Be Used............................................ 13
Dividend After Death Of Insureds..................................... 13
Right To Change The Face Amount...................................... 13
Increases In The Face Amount......................................... 14
Decreases In The Face Amount......................................... 14
Evidence Of Changes.................................................. 14
Borrowing Against This Policy........................................ 14
Right To Make Loans.................................................. 14
Effect Of Loan....................................................... 15
Maximum Loan Available............................................... 15
Interest On Loans.................................................... 15
Policy Debt Limit.................................................... 16
Repayment Of Policy Debt............................................. 16
Other Borrowing Rules................................................ 16
Surrendering This Policy And Making Withdrawals Right To Surrender... 17
Net Surrender Value.................................................. 17
Making Withdrawals................................................... 17
How We Pay........................................................... 18
Reinstating This Policy.............................................. 18
When Reinstatement Can Be Made....................................... 18
Requirements To Reinstate............................................ 18
Policy After Reinstatement........................................... 18
Reports To Owner..................................................... 19
Annual Report........................................................ 19
Part 5. - The Death Benefit............................................ 19
Amount of Death Benefit.............................................. 19
Death Benefit Options................................................ 19
Minimum Death Benefit................................................ 20
Changes in the Death Benefit Option.................................. 20
When We Pay.......................................................... 20
Interest on Death Benefit............................................ 21
Part 6. - Payment Options.............................................. 21
Availability Of Options.............................................. 21
Minimum Amounts...................................................... 21
Description Of Options............................................... 21
Options 1, 2, 3, 4, 5, 6............................................. 21
Alternate Life Income................................................ 22
Electing a Payment Option............................................ 22
Effective Date and Payment Dates..................................... 22
Withdrawals And Changes.............................................. 22
Income Protection.................................................... 22
Other Payment Option Rules........................................... 23
Part 7. - Notes On Our Computations.................................... 23
Net Investment Factor................................................ 23
Accumulation Unit Value.............................................. 24
Adjustment of Units And Values....................................... 24
Basis of Computation................................................. 24
Method of Computing Values........................................... 24
Payment Option Rates Tables.......................................... 25-31
</TABLE>
<PAGE>
TABLE OF CONTENTS (continued)
Any riders and endorsements, and a copy of the application for the policy,
follow page 31.
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
For additional important terms used in this policy, see the following provisions:
Term Provision Page No.
- ---- --------- --------
<S> <C> <C>
Death Benefit Factor Minimum Death Benefit 20
Expense Premium Net Premium 5
Guarantee Periods Safety Test 11
Guarantee Premiums Safety Test 11
Insurance Risk Insurance Charge 9
Loan Interest Rate Expense Charge Interest On The Fixed Account Value 8
Minimum Annual Interest Rate For The Interest On The Fixed Account Value 8
Guaranteed Principal Account
Policy Debt Right To Make Loans 14
Premium Expense Charge Net Premium 5
Separate Account Charge for Mortality And Net Investment Factor 23
Expense Risk
Surrender Charges Net Surrender Value 17
Withdrawal Fee Making Withdrawals 17
</TABLE>
<PAGE>
- --------------------------------------------------------------------------------
POLICY SPECIFICATIONS
SURVIVORSHIP FLEXIBLE PREMIUM ADJUSTABLE VARIABLE LIFE INSURANCE POLICY
<TABLE>
<CAPTION>
ISSUE AGE GENDER
<S> <C> <C> <C> <C>
INSURED NO. 1 JANE C. DOE 35 FEMALE
INSURED NO. 2 JOHN A. DOE 35 MALE
POLICY DATE JULY 1, 1998 POLICY NUMBER 123456789
ISSUE DATE JULY 1, 1998 INITIAL FACE AMOUNT $500,000
</TABLE>
RISK CLASSES SEE THE TABLE(S) OF MAXIMUM MONTHLY INSURANCE CHARGES
- --------------------------------------------------------------------------------
Subject to the terms of this policy, the Face Amount is adjustable. If the Face
Amount is adjusted, then revised or additional Policy Specifications will be
sent.
<TABLE>
<S> <C>
DEATH BENEFIT OPTION (See Part 5 of this policy.) 1
MONTHLY CHARGE DATES 1st day of each month
FIRST PREMIUM $5,000.00
PLANNED PREMIUM $5,000.00
PLANNED PREMIUM FREQUENCY Annual
GUARANTEE PERIOD First 5 Policy Years
GUARANTEE PREMIUM $1,574.00
POLICY CHARGES AND FEES:
MAXIMUM PREMIUM EXPENSE CHARGE 13% of premium payments up to Expense
DURING EACH YEAR OF COVERAGE (See Net Premium; 3% of excess premium
Premium provision in Part 2.) payments
MAXIMUM MONTHLY ADMINISTRATIVE CHARGE* $12.00
MAXIMUM MONTHLY FACE AMOUNT CHARGE*
BY YEAR OF COVERAGE
Years 1 - 10 $0.13
Years 11 and later $0.00
MAXIMUM MONTHLY INSURANCE CHARGE* See the Table(s) Of Maximum Monthly
Insurance Charges
RIDER CHARGES* See the Policy Specifications for the
Rider(s), if any
MAXIMUM LOAN INTEREST RATE EXPENSE CHARGE 2.00%
MAXIMUM WITHDRAWAL FEE $25.00 per withdrawal
SURRENDER CHARGE See the Table(s) Of Surrender Charges
MAXIMUM SEPARATE ACCOUNT CHARGE FOR Daily equivalent of 0.90% effective
MORTALITY AND EXPENSE RISK** annual rate
</TABLE>
*For more information, see the "Monthly Policy Charges" section in Part 3
of this policy.
**For more information, see the Net Investment Factor provision in Part 7 of
this policy.
NOTE: Timely payment of planned premiums does not guarantee that this policy
will stay in force until both Insureds have died.
POLICY SPECIFICATIONS PAGE 1 OF 8
<PAGE>
- --------------------------------------------------------------------------------
POLICY SPECIFICATIONS
SURVIVORSHIP FLEXIBLE PREMIUM ADJUSTABLE VARIABLE LIFE INSURANCE POLICY
INSURED NO. 1 JANE C. DOE
INSURED NO. 2 JOHN A. DOE
POLICY DATE JULY 1, 1998 POLICY NUMBER 123456789
ISSUE DATE JULY 1, 1998
- --------------------------------------------------------------------------------
LIMIT ON PREMIUM PAYMENTS IN ANY POLICY YEAR:
- ---------------------------------------------
The maximum limit for premium payments in any Policy Year is the largest premium
that would not exceed the LIMIT ON TOTAL PREMIUM PAYMENTS stated below or, if
less, the greatest of:
.. $4,400.00;
.. The amount of premiums paid in the preceding Policy Year; and
.. The largest premium that would not increase the Insurance Risk.
LIMIT ON TOTAL PREMIUM PAYMENTS:
- --------------------------------
As of any date, the maximum limit on the sum of the premiums paid under this
policy is the greater of items A and B below. This limit may be revised if the
policy is changed. These changes include, but are not limited to, withdrawals,
changing the Face Amount or Death Benefit Option, and adding or deleting benefit
riders. If the limit is revised, new Policy Specifications will be sent.
A. $ 40,032.00;
B. $ 3,868.00 multiplied by the result of one (1) plus the number of full
Policy Years elapsed.
LIMITATION ON NET PREMIUM ALLOCATIONS AND TRANSFERS:
- ----------------------------------------------------
While this policy is in force, the cumulative limit on the number of distinct
Separate Account divisions to which net premiums are allocated and transfers are
made is 16.
ADDITIONAL LIMITATIONS ON TRANSFERS (See Transfers Of Values provision in
- -----------------------------------
Part 4.)
Transfers must be in whole-number percentages or in dollar-and-cent amounts.
Transfers of values from the Guaranteed Principal Account to the Separate
Account (excluding any transfer on the day after the Issue Date) are limited to
one each Policy Year. After that day, any transfer from the Guaranteed Principal
Account cannot exceed 25% of the fixed account value of this policy (less any
policy debt) on the date of transfer.
As needed to comply with Section 404(c) of ERISA, we reserve the right to limit
transfers such that no transfers may be made for at least 90 days after the
preceding transfer. Any such limitation would not apply to a transfer of all
funds in the Separate Account to the Guaranteed Principal Account, to transfers
resulting from a policy loan, or to automated transfers in connection with any
program the Company has in place.
POLICY SPECIFICATIONS PAGE 2 OF 8
<PAGE>
- --------------------------------------------------------------------------------
POLICY SPECIFICATIONS
SURVIVORSHIP FLEXIBLE PREMIUM ADJUSTABLE VARIABLE LIFE INSURANCE POLICY
INSURED NO. 1 JANE C. DOE
INSURED NO. 2 JOHN A. DOE
POLICY DATE JULY 1, 1998 POLICY NUMBER 123456789
ISSUE DATE JULY 1, 1998
- --------------------------------------------------------------------------------
SEPARATE ACCOUNT INFORMATION (See The Separate Account provision in Part 3.)
- ----------------------------
The Separate Account referred to in this policy is Massachusetts Mutual Variable
Life Separate Account I.
The divisions of the Separate Account are:
MML Equity Oppenheimer Capital Appreciation
MML Money Market Oppenheimer Growth
MML Managed Bond Oppenheimer Global Securities
MML Blend Oppenheimer Strategic Bond
MML Equity Index
The types of investments and the objectives for each division are given in the
Prospectus.
MINIMUM ANNUAL INTEREST RATE FOR THE 3.00%
GUARANTEED PRINCIPAL ACCOUNT
LOAN INTEREST RATE (See Interest On Loans in Part 4.) [Variable or 5.0%]
MINIMUM FACE AMOUNT $500,000
MINIMUM FACE AMOUNT INCREASE $50,000
RIDER(S) ATTACHED TO THIS POLICY:
- ---------------------------------
None
POLICY SPECIFICATIONS PAGE 3 OF 8
<PAGE>
- --------------------------------------------------------------------------------
POLICY SPECIFICATIONS
SURVIVORSHIP FLEXIBLE PREMIUM ADJUSTABLE VARIABLE LIFE INSURANCE POLICY
INSURED NO. 1 JANE C. DOE
INSURED NO. 2 JOHN A. DOE
POLICY DATE JULY 1, 1998 POLICY NUMBER 123456789
ISSUE DATE JULY 1, 1998
- --------------------------------------------------------------------------------
EXPENSE PREMIUM: $2,152.00
TABLE OF MAXIMUM MONTHLY INSURANCE CHARGES
RATES PER THOUSAND OF INSURANCE RISK
RISK CLASSES: INSURED NO. 1: PREFERRED NON-TOBACCO
INSURED NO. 2: PREFERRED NON-TOBACCO
<TABLE>
<CAPTION>
ATTAINED ATTAINED ATTAINED
AGE OF THE AGE OF THE AGE OF THE
YOUNGER MONTHLY YOUNGER MONTHLY YOUNGER MONTHLY
INSURED RATE INSURED RATE INSURED RATE
------- ---- ------- ---- ------- ----
<S> <C> <C> <C> <C> <C>
35 0.00002 57 0.00964 79 0.63554
36 0.00006 58 0.01144 80 0.76934
37 0.00010 59 0.01358 81 0.93261
38 0.00016 60 0.01616 82 1.13343
39 0.00022 61 0.01928 83 1.38047
40 0.00030 62 0.02316 84 1.67843
41 0.00040 63 0.02804 85 2.03303
42 0.00052 64 0.03412 86 2.44749
43 0.00066 65 0.04148 87 2.92813
44 0.00082 66 0.05031 88 3.47679
45 0.00102 67 0.06074 89 4.10303
46 0.00124 68 0.07295 90 4.81445
47 0.00151 69 0.08746 91 5.62502
48 0.00183 70 0.10516 92 6.55747
49 0.00220 71 0.12818 93 7.64951
50 0.00265 72 0.15490 94 9.00787
51 0.00318 73 0.19006 95 10.85216
52 0.00384 74 0.23416 96 13.65662
53 0.00463 75 0.28828 97 18.46654
54 0.00558 76 0.35383 98 27.61923
55 0.00672 77 0.43218 99 46.54633
56 0.00807 78 0.52494
</TABLE>
The above rates are based on the following mortality tables:
INSURED NO. 1 - Commissioners 1980 Standard Ordinary Nonsmoker
Mortality Table - Female
INSURED NO. 2 - Commissioners 1980 Standard Ordinary Nonsmoker
Mortality Table - Male
Rates for Attained Ages above 99 equal the rate for Attained Age 99.
POLICY SPECIFICATIONS PAGE 4 OF 8
<PAGE>
- --------------------------------------------------------------------------------
POLICY SPECIFICATIONS
SURVIVORSHIP FLEXIBLE PREMIUM ADJUSTABLE VARIABLE LIFE INSURANCE POLICY
INSURED NO. 1 JANE C. DOE
INSURED NO. 2 JOHN A. DOE
POLICY DATE JULY 1, 1998 POLICY NUMBER 123456789
ISSUE DATE JULY 1, 1998
- --------------------------------------------------------------------------------
TABLE OF SURRENDER CHARGES
<TABLE>
<CAPTION>
IF SURRENDER OCCURS IN
POLICY YEAR SURRENDER CHARGE
----------- ----------------
<S> <C>
1 $2,152.00
2 $1,937.00
3 $1,721.00
4 $1,506.00
5 $1,291.00
6 $1,076.00
7 $861.00
8 $646.00
9 $430.00
10 $215.00
11 and later $0.00
</TABLE>
POLICY SPECIFICATIONS PAGE 5 OF 8
<PAGE>
- --------------------------------------------------------------------------------
POLICY SPECIFICATIONS
SURVIVORSHIP FLEXIBLE PREMIUM ADJUSTABLE VARIABLE LIFE INSURANCE POLICY
INSURED NO. 1 JANE C. DOE
INSURED NO. 2 JOHN A. DOE
POLICY DATE JULY 1, 1998 POLICY NUMBER 123456789
ISSUE DATE JULY 1, 1998
- --------------------------------------------------------------------------------
DEATH BENEFIT FACTORS
<TABLE>
<CAPTION>
ATTAINED ATTAINED ATTAINED
AGE OF THE AGE OF THE AGE OF THE
YOUNGER YOUNGER YOUNGER
INSURED FACTOR INSURED FACTOR INSURED FACTOR
------- ------ ------- ------ ------- ------
<S> <C> <C> <C> <C> <C>
35 2.50 57 1.42 79 1.05
36 2.50 58 1.38 80 1.05
37 2.50 59 1.34 81 1.05
38 2.50 60 1.30 82 1.05
39 2.50 61 1.28 83 1.05
40 2.50 62 1.26 84 1.05
41 2.43 63 1.24 85 1.05
42 2.36 64 1.22 86 1.05
43 2.29 65 1.20 87 1.05
44 2.22 66 1.19 88 1.05
45 2.15 67 1.18 89 1.05
46 2.09 68 1.17 90 1.05
47 2.03 69 1.16 91 1.04
48 1.97 70 1.15 92 1.03
49 1.91 71 1.13 93 1.02
50 1.85 72 1.11 94 1.01
51 1.78 73 1.09 95 1.00
52 1.71 74 1.07 96 1.00
53 1.64 75 1.05 97 1.00
54 1.57 76 1.05 98 1.00
55 1.50 77 1.05 99 1.00
56 1.46 78 1.05
</TABLE>
These Death Benefit Factors are used to determine the amount of the minimum
death benefit. Death Benefit Factors for Attained Ages above 99 equal the Factor
for Attained Age 99. For more information, see Part 5 of this policy.
POLICY SPECIFICATIONS PAGE 6 OF 8
<PAGE>
- --------------------------------------------------------------------------------
POLICY SPECIFICATIONS
SURVIVORSHIP FLEXIBLE PREMIUM ADJUSTABLE VARIABLE LIFE INSURANCE POLICY
INSURED NO. 1 JANE C. DOE
INSURED NO. 2 JOHN A. DOE
POLICY DATE JULY 1, 1998 POLICY NUMBER 123456789
ISSUE DATE JULY 1, 1998
- --------------------------------------------------------------------------------
OWNER INFORMATION
OWNER
- -----
THE INSUREDS JOINTLY OR THE SURVIVING INSURED
POLICY SPECIFICATIONS PAGE 7 OF 8
<PAGE>
- --------------------------------------------------------------------------------
POLICY SPECIFICATIONS
SURVIVORSHIP FLEXIBLE PREMIUM ADJUSTABLE VARIABLE LIFE INSURANCE POLICY
INSURED NO. 1 JANE C. DOE
INSURED NO. 2 JOHN A. DOE
POLICY DATE JULY 1, 1998 POLICY NUMBER 123456789
ISSUE DATE JULY 1, 1998
- --------------------------------------------------------------------------------
BENEFICIARY INFORMATION
BENEFICIARY
- -----------
JAMES B. DOE, SON OF THE INSUREDS
POLICY SPECIFICATIONS PAGE 8 OF 8
<PAGE>
Part 1. The Basics Of This Policy
In this Part, we discuss some definitions and insurance concepts necessary to
understand this policy. The words "we," "us," and "our" refer to Massachusetts
Mutual Life Insurance Company.
The Parties The Owner is the person who owns this policy, as shown
Involved - in our records. The Owner has the right to exercise
Owner, Insureds, rights and privileges and to receive benefits under the
Beneficiary, terms of this policy during the lifetime of either
Irrevocable Insured. If the Owner designated under the terms of
Beneficiary this policy is not living and if the policy does not
provide otherwise, the Owner will be the estate of the
last Owner to die.
For more information about the rights and benefits
available to the Owner, see the "Policy Ownership"
section in Part 4.
The Insureds are the two persons whose lives this policy
insures. An Insured may be the Owner of this policy, or
someone else may be the Owner.
Example: You buy a policy insuring your own life and
your spouse's life, and naming yourself as
Owner. In this case, you are both an Insured
and the Owner. If you buy a policy insuring
two other lives and naming yourself as the
Owner, then the Owner is not an Insured.
A Beneficiary is any person named in our records to
receive the death benefit after both Insureds have died.
There may be different classes of Beneficiaries, such as
primary and secondary. These classes set the order of
payment. There may be more than one Beneficiary in a
class.
Example: Elizabeth is named as primary (first)
Beneficiary. Rachel and David are named as
Beneficiaries in the secondary class. If
Elizabeth is alive when the second death
occurs, she receives the death benefit. If
Elizabeth is not alive but Rachel and David
are alive when the second death occurs,
Rachel and David receive the death benefit.
Any Beneficiary may be named an Irrevocable Beneficiary.
An Irrevocable Beneficiary is one whose consent is
needed to change that Beneficiary. Also, this
Beneficiary must consent to the exercise of certain
other policy rights.
If no Beneficiary designated under this policy survives
both Insureds, the Beneficiary will be the Owner unless
the policy states otherwise. The interest of any
Beneficiary will be subject to any assignment of this
policy that is binding on us and to any payment option
in effect at the time of the second death.
See the "Policy Ownership" section in Part 4, and see
"Part 6. - Payment Options."
Dates - Policy Date, The Policy Date is shown in the Policy Specifications.
Policy Anniversary It is the starting point for determining Policy
Date, Policy Year, Anniversary Dates, Policy Years, and Monthly Charge
Monthly Charge Dates. The first Policy Anniversary Date is one year
Date, Issue Date, after the Policy Date. The period from the Policy Date
Valuation Date, to the first Policy Anniversary Date, or from one Polic
Valuation Period, Anniversary Date to the next, is called a Policy Year.
Valuation Time,
Register Date The Monthly Charge Dates are the dates on which we
deduct monthly charges for this policy. The first
Monthly Charge Date is the Policy Date. Subsequent
Monthly Charge Dates are the same day of each month
thereafter.
Page 1
<PAGE>
Example: The Policy Date is June 10, 19X7. The
first Policy Anniversary Date is one year
later, June 10, 19X8. The period from June
10, 19X7, through June 9, 19X8, is a
Policy Year. The first Monthly Charge Date
is June 10, 19X7. The next Monthly Charge
Date is one month later, July 10, 19X7.
The Issue Date is also shown in the Policy
Specifications. The Issue Date starts the contestability
and suicide periods. We discuss contestability and
suicide later in this Part.
A Valuation Date is any date on which the New York Stock
Exchange (or its successor) is open for trading. A
Valuation Period is the period of time from the end of
one Valuation Date to the end of the next Valuation
Date. A Valuation Time is the time the New York Stock
Exchange (or its successor) closes on a Valuation Date.
All actions that are to be performed on a Valuation Date
will be performed as of the Valuation Time.
The Register Date is the date on which we first allocate
net premium payments for this policy among the
Guaranteed Principal Account and the divisions of the
Separate Account. It is the Valuation Date that is on,
or next follows, the later of:
. The day after the Issue Date; and
. The day we receive the first premium for this
policy at our Administrative Office.
Policy A Legal This policy is a legal contract between the Owner and
Contract us. The entire contract consists of the policy, which
includes the application and any rider(s) and
endorsement(s) the policy has. We have issued this
policy in return for the application and the payment of
the first premium. Any changes or waiver of its terms
must be in writing and signed by our Secretary or an
Assistant Secretary to be valid.
A copy of the initial application is attached to and
made a part of this policy. Any subsequent applications
requesting changes in the policy also will become part
of the contract; copies of any such applications will be
sent to the Owner for attachment to the policy.
Representations We rely on all statements made by or for either or both
And Insureds in the application(s). Legally, those
Contestability statements are considered to be representations and not
warranties. We can bring legal action to contest the
validity of this policy, or any policy change requiring
evidence of insurability, for any material
misrepresentation of a fact. To do so, however, the
misrepresentation must have been in the initial
application or in a subsequent application, and a copy
of that application must have been attached to (or sent
to the Owner for attachment to) and made a part of this
policy. The initial Policy Specifications are attached
to this policy when issued. If a policy change is made,
we will send to the Owner any revised or additional
Policy Specifications for attachment to the policy.
Except for any policy change or reinstatement requiring
evidence of insurability, we cannot contest the validity
of this policy:
Page 2
<PAGE>
. With respect to any material misrepresentation in
the application regarding the insurability of
Insured No. 1, once the policy has been in force
during the lifetime of Insured No. 1 for 2 years
after its Issue Date; or
. With respect to any material misrepresentation in
the application regarding the insurability of
Insured No. 2, once the policy has been in force
during the lifetime of Insured No. 2 for 2 years
after its Issue Date.
For any policy change requiring evidence of
insurability, we cannot contest the validity of the
change with respect to each Insured after the change has
been in effect for 2 years during the lifetime of that
Insured.
If evidence of insurability is required to reinstate
this policy (see "Reinstating This Policy" in Part 4),
our right to contest the validity of this policy begins
again on the date of reinstatement. For each Insured
living on that date, we cannot contest once the
reinstated policy has been in force during the lifetime
of that Insured for 2 years after that reinstatement
date.
Misstatement Of If the date of birth or gender of either Insured as
Age Or Gender given in the application is not correct, the Face Amount
(discussed in this Part) will be adjusted. The
adjustment will reflect the amount provided by the most
recent monthly insurance charges using the correct ages
and genders. In addition, if the adjustment is made
while either Insured is living, monthly charges after
the adjustment will be based on the correct ages and
genders.
Death By Suicide If either Insured commits suicide, while sane or insane,
within 2 years after the Issue Date of this policy and
while the policy is in force, this policy will
terminate. In this case, we will refund the amount of
premiums paid for this policy, less any amounts
withdrawn and less any policy debt.
If either Insured commits suicide, while sane or insane,
within 2 years after this policy is reinstated and while
the policy is in force, this policy will terminate. In
this case, we will refund any amount paid to reinstate
this policy and any premiums paid thereafter, less any
amounts withdrawn and less any policy debt.
If either Insured commits suicide, while sane or insane,
within 2 years after the effective date of any increase
in the Face Amount, the increase will terminate. In this
case, we will refund the monthly charges made for that
increase. However, if a refund as described in either of
the two preceding paragraphs is payable, there will be
no additional refund for the increase.
Monthly charges are discussed in Part 3. Withdrawals,
policy debt, and reinstatement are discussed in Part 4.
Meaning Of "In force" means that the insurance provided by this
In Force policy is in effect and has not terminated. This policy
will be in force from its Issue Date or, if later, the
date the first premium is paid.
This policy will continue in force to the second death
unless:
. Either Insured commits suicide within 2 years after
the Issue Date or the date the policy is reinstated;
. The policy terminates under the terms of the Grace
Period And Termination provision in Part 3;
. The policy terminates because the policy debt limit is
reached; or
. The policy is surrendered.
Page 3
<PAGE>
Policy debt and surrender are discussed in Part 4.
Meaning Of The "second death" under this policy means the death of
Second Death the survivor of the Insureds.
Simultaneous The Insureds may die at the same time, with no
Deaths reasonable way to determine who died first. In this
case, we will assume that Insured No. 2 died before
Insured No. 1 unless we are provided information
otherwise by the Owner.
Face Amount The Face Amount is the amount of insurance coverage this
policy provides while the policy is in force. The
Initial Face Amount is the Face Amount on the Policy
Date.
Year Of Coverage For the Initial Face Amount, each Policy Year is a year
of coverage. If the Face Amount of this policy has been
increased (as discussed in Part 4), years of coverage
for each increase will be measured from the effective
date of the increase.
Ages - Issue Age, The Issue Age for each Insured (shown in the Policy
Attained Age Specifications) is the age of that Insured on the
birthday nearest the Policy Date.
Example: Elizabeth's 32nd birthday was May 12th. The
Policy Date is today, December 1. Since
December 1 is closer to her 33rd birthday, her
Issue Age will be 33.
The Attained Age of an Insured is the Insured's Issue
Age increased by the number of full Policy Years
elapsed.
Written Request A "written request" is a request in writing, in a form
satisfactory to us, received by us at our Principal
Administrative Office.
Currency All payments made to us and by us will be in the lawful
currency of the United States of America. All monetary
amounts shown in this policy are in U.S. dollars.
Home Office Our main office in Springfield, Massachusetts, is called
the Home Office. The address is Massachusetts Mutual
Life Insurance Company, 1295 State Street, Springfield,
Massachusetts 01111-0001.
Part 2. Premium Payments
Premiums are the payments that may be paid to us to increase the account value
of this policy; they also may be needed to keep this policy in force. Premiums
for this policy are discussed in this Part.
The First Premium The first premium for this policy is shown in the Policy
Specifications. It is due on the Policy Date. This
policy will not be in force until the first premium has
been paid.
Planned Premiums The planned premium for this policy is shown in the
Policy Specifications. The frequency of planned premiums
for this policy is as elected in the application. The
frequency and amount of the planned premium may be
changed by written request; the frequency may be
quarterly, semiannually, or annually.
We also provide a pre-authorized payment plan. This
plan, and any other alternate premium plans we provide,
are governed by the rules we set.
Page 4
<PAGE>
If continued payment of the planned premium during a
Policy Year would exceed the Limit On Premium
Payments for the Year shown in the Policy
Specifications, we may decrease the planned premium
to an amount that would not exceed that limit.
If premium payments are discontinued, we will
continue to deduct monthly charges from the account
value and the policy will stay in force subject to
the Grace Period And Termination provision in Part 3.
Premium Flexibility After the first premium has been paid, there is no
And Premium requirement that any amount of premium be paid on any
Notices date. Subject to the Limit On Premium Payments shown
in the Policy Specifications and while this policy is
in force, any amount of premium may be paid at any
time while either Insured is living. However, each
premium paid must be at least $20 or, if greater, the
amount needed to prevent termination, as discussed in
the Grace Period And Termination provision.
We will send premium notices for the planned premium
based on the amount and frequency in effect. We will
stop sending notices for the planned premium upon
receipt of the Owner's written request to do so.
Where To Pay All premiums after the first premium are payable to
Premiums us at our Home Office or at the place shown for
payment on the premium notice. Upon request, a
receipt signed by our Secretary or an Assistant
Secretary will be given for any premium payment.
Right To Refund We have the right to promptly refund any amount of
Premiums premium paid if application of that premium to the
account value would increase the insurance risk. This
right is limited to premiums paid in a Policy Year
that exceed the Limit On Premium Payments for the
Year shown in the Policy Specifications.
Insurance risk is discussed in the Insurance Charge
provision in Part 3.
Net Premium A net premium is a premium payment we receive for
this policy less the premium expense charge we deduct
at that time. The Maximum Premium Expense Charge we
can deduct from each premium payment is shown in the
Policy Specifications.
We credit each net premium to the account value of
this policy on the date we receive the premium
payment. However, for any premium payment received
before the Policy Date, the net premium will be
credited to the account value as of the Policy Date.
If the Face Amount of this policy has been increased
(as discussed in Part 4), premium payments received
once an increase becomes effective will be allocated
to each segment of the Face Amount. (The Initial Face
Amount is one "segment"; each increase in the Face
Amount is a separate "segment.") This may affect the
premium expense charge deducted from premium
payments. The premium allocation will be made on a
pro rata basis using the Expense Premium for each
segment. The Expense Premium for each segment of the
Face Amount is shown with its Table Of Maximum
Monthly Insurance Charges in the Policy
Specifications.
Example: The Initial Face Amount of your policy
is $500,000; the Expense Premium for it
is $4,000. You later increase the Face
Amount by $700,000, to $1,200,000; the
Expense Premium for that increase is
$6,000. The sum of the Expense Premiums
is $10,000. Thereafter while the Face
Amount remains at $1,200,000, each
premium payment will be allocated 40%
(4,000 divided by 10,000) to the
Initial Face Amount and 60% (6,000
divided by 10,000) to the increase.
Page 5
<PAGE>
Allocation Of Net Each net premium we receive on or before the Issue
Premiums Date will be allocated to the Guaranteed Principal
Account. On the Register Date, any fixed value of
this policy will be allocated among the Guaranteed
Principal Account and the divisions of the Separate
Account, according to the net premium allocation in
effect on the Register Date. Fixed account value is
discussed in Part 3.
Each net premium we receive after the Issue Date will
be allocated according to the net premium allocation
in effect on the date of receipt.
The net premium allocation is specified at the time
of application for this policy. Changes in the net
premium allocation are subject to any limitations
stated in the Policy Specifications. Subject to those
limitations, the allocation may be changed by any
later election satisfactory to us and received at our
Home Office.
The amount of each net premium we receive for this
policy for allocation to a division of the Separate
Account will be applied to purchase accumulation
units for this policy in that division. See the
Purchase And Sale Of Accumulation Units provision in
Part 3.
Part 3. Accounts, Values, And Charges
This policy provides that certain values (referred to as the variable account
values) are based on the investment performance of the Separate Account and are
not guaranteed as to dollar amount. This policy also provides that other values
(referred to as the fixed account values) are based on the interest credited to
the Guaranteed Principal Account. The account value of this policy is the
variable account value plus the fixed account value. This Part gives information
about the Separate Account, the Guaranteed Principal Account, and the values and
monthly charges connected with them.
The Separate Account And The Guaranteed Principal
Account
The Separate The Separate Account shown in the Policy
Account Specifications is a designated segment of the
separate investment account we have established under
Massachusetts law. It is also subject to the laws of
the state in which this policy was delivered.
The Separate Account has a number of divisions. Each
division invests in shares of an investment Fund. The
divisions are shown in the Policy Specifications.
The values of the assets in the divisions are
variable and are not guaranteed. They depend on the
investment results of the Separate Account shown in
the Policy Specifications.
We own the assets of the Separate Account. Those
assets will be used only to support variable life
insurance policies. That portion of the assets equal
to the reserves and other liabilities of the Separate
Account will not be charged with liabilities that
arise from any other business we may conduct.
However, we may transfer to our general account any
assets exceeding the reserves and other liabilities
of the Separate Account. The income and the realized
and unrealized capital gains and losses from each
division of the Separate Account are credited to or
charged against that division without regard to any
of our other income, capital gains, or capital
losses. The assets of the Separate Account are
protected from the claims of our creditors.
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Changes in The We have the right to establish additional divisions of
Separate Account the Separate Account from time to time. Amounts credited
to any additional divisions established would be
invested in shares of other Funds. For any division, we
have the right to substitute new Funds. We also have the
right to close any division to new investments.
Subject to applicable provisions of federal securities
laws, we have the right to change the investment policy
of any division of the Separate Account.
We have the right to operate the Separate Account as a
unit investment trust under the Investment Company Act
of 1940 or in any other form permitted by law.
Accumulation Units Accumulation units are used to measure the variable
account value of this policy. The value of a unit is
determined as of the Valuation Time on each Valuation
Date for valuation of the Separate Account. The value of
any unit can vary from Valuation Date to Valuation Date.
That value reflects the investment performance of the
division of the Separate Account applicable to that
unit. The value of accumulation units is discussed
further in Part 7 .
Purchase And Sale Amounts are credited to and taken from divisions of the
Of Accumulation Separate Account by purchasing and selling accumulation
Units units. Accumulation units will be purchased and sold at
the unit value as of the Valuation Time on the Valuation
Date of purchase or sale. The number of units purchased
or sold will be the amount of money for purchase or sale
divided by that unit value.
Example: The amount applied is $550. The date of
purchase is June 10, 19X6. The
accumulation unit value on that date is
$10. The number of units purchased would
be 55 ($550 divided by $10 = 55). If,
instead, the unit value was $11, then the
amount applied would purchase 50 units
($550 divided by $11 = 50).
If we receive a premium or a written request that causes
us to purchase or sell accumulation units, and we
receive that premium or request before the Valuation
Time on a Valuation Date, accumulation units will be
purchased or sold as of that Valuation Date. Otherwise,
accumulation units will be purchased or sold as of the
next following Valuation Date.
At the Owner's request, we will purchase or sell
accumulation units as of a later Valuation Date.
In no case will accumulation units be purchased or sold
before the Register Date.
The Guaranteed The Guaranteed Principal Account is part of our general
Principal Account account. It has no connection with, and does not depend
on, the investment performance of the Separate Account.
We have a right to establish additional guaranteed
accounts from time to time.
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Values Of This Policy
Account Value Of The account value of this policy on any date is the
Policy variable account value of this policy plus the fixed
account value of this policy, both determined as of that
date.
Variable Account The variable account value of this policy reflects:
Value Of Policy
. The net premiums for this policy allocated to the
Separate Account;
. Any amounts for this policy transferred into the
Separate Account from the Guaranteed Principal
Account;
. Any amounts transferred or withdrawn from the
Separate Account for this policy;
. Any surrender charges for this policy deducted from
the Separate Account due to any decreases in the
Face Amount;
. Any monthly charges for this policy deducted from
the Separate Account; and
. The net investment experience of the Separate
Account.
Net premiums, transfers, withdrawals, surrender charges,
and monthly charges are all reflected in the variable
account value through the purchase or sale of
accumulation units. The net investment experience is
reflected in the value of the accumulation units. Net
premiums are discussed in Part 2, and monthly charges
are discussed in this Part. Transfers, withdrawals, and
surrender charges are discussed in Part 4.
The value of the accumulation units credited to this
policy in a division of the Separate Account is equal to
the accumulation unit value in that division on the date
the value is determined, multiplied by the number of
those units in that division.
The variable account value of this policy on any date is
the total of the values of the accumulation units
credited to this policy in each division of the Separate
Account.
Fixed Account Value The fixed account value of this policy is the
Of Policy accumulation at interest of:
. The net premiums for this policy allocated to the
Guaranteed Principal Account; plus
. Any amounts for this policy transferred into the
Guaranteed Principal Account from the Separate
Account; less
. Any amounts for this policy transferred or withdrawn
from the Guaranteed Principal Account; less
. Any surrender charges for this policy deducted from
the Guaranteed Principal Account due to any
decreases in the Face Amount; and less
. Any monthly charges for this policy deducted from
the Guaranteed Principal Account.
Interest On Fixed The fixed account value of this policy earns interest a
Account Value an effective annual rate defined in this provision.
Interest is credited daily through the date the fixed
account value is computed.
For any fixed account value equal to the amount of any
policy loan, the interest rate we use will be the daily
equivalent of the greater of:
. The annual loan interest rate in effect during the
current Policy Year less the loan interest rate
expense charge; and
. The Minimum Annual Interest Rate For The Guaranteed
Principal Account.
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The loan interest rate is discussed in the Interest On Loans
provision in Part 4. The Maximum Loan Interest Rate Expense
Charge and the Minimum Annual Interest Rate For The
Guaranteed Principal Account are shown in the Policy
Specifications.
For any fixed account value in excess of the amount of any
policy loan, the interest rate we use will be the daily
equivalent of the greater of:
. The Minimum Annual Interest Rate For The Guaranteed
Principal Account; and
. An alternate annual rate established by us. The alternate
annual rate of interest will reflect our expectations for
future investment results, profits, and expenses. This
rate will be declared for each calendar month in advance;
once declared for a month, it cannot be changed.
Monthly Policy Charges
Monthly Charges Charges will be deducted monthly from the account value of
this policy. Monthly charges are due on each Monthly Charge
Date.
Monthly charges for this policy will be taken from the
divisions of the Separate Account and from the Guaranteed
Principal Account in proportion to the values of this policy
in each of those divisions and in the Guaranteed Principal
Account (excluding outstanding policy loans). Deductions will
be made, and values will be determined, on the Valuation Date
that is on, or next follows, the latest of:
. The Register Date;
. The date the charges are due; and
. The date we receive the amount of premium needed to
prevent termination, as discussed in the Grace Period And
Termination provision in this Part.
We assess four types of monthly charges: an administrative
charge, a face amount charge, an insurance charge, and a
rider charge; each is discussed in this section.
Administrative The amount of the monthly administrative charge will be
Charge determined by us. However, it will not exceed the Maximum
Monthly Administrative Charge shown in the Policy
Specifications.
Face Amount The amount of the monthly face amount charge will be
Charge determined by us. However, it will not exceed the result of:
. The Face Amount divided by 1,000; then multiplied by
. The Maximum Monthly Face Amount Charge for the year of
coverage. These maximum charges are shown in the Policy
Specifications.
If the Face Amount of the policy has been increased (as
discussed in Part 4), the face amount charge for each month
will be the sum of the charges determined separately for each
segment of the Face Amount.
Insurance Charge The maximum monthly insurance charge rates per $1,000 of
insurance risk are shown in the Table(s) Of Maximum Monthly
Insurance Charges of the Policy Specifications. Maximum
monthly insurance charge rates for the Initial Face Amount
and for each Face Amount increase will be shown in a separate
table.
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The insurance risk is computed as of the date the charge is
due. All amounts are calculated as of that date. The
insurance risk is determined by the following steps.
(a) We compute the account value of this policy after all
additions and deductions other than the deduction of the
insurance charge and the rider charge for any disability
benefit rider.
(b) We determine the amount of benefit under the Death
Benefit Option in effect (as discussed in Part 5). The
minimum death benefit (discussed in Part 5) used here is
based on the account value computed in (a).
(c) We divide the amount of benefit determined in (b) by 1
plus the monthly equivalent (expressed as a decimal
fraction) of the Minimum Annual Interest Rate For The
Guaranteed Principal Account shown in the Policy
Specifications.
(d) We subtract the account value, as computed in (a), from
the amount determined in (c). The result is the insurance
risk.
If there is more than one table of maximum monthly insurance
charges, the pro rata insurance risk allocated to each table
will be based on the proportionate amount of Face Amount for
the table to the total Face Amount. If the insurance risk is
increased due to the minimum death benefit (discussed in Part
5), the table that applies to the most recent increase
requiring evidence of insurability will be used for such
increase.
Example: The Initial Face Amount of your policy is
$500,000. You later increase the Face Amount by
$250,000. The Death Benefit Option is 1, and the
benefit under Death Benefit Option 1 is $750,000.
The pro rata portion of insurance risk to be
allocated to the table for the Initial Face
Amount is $500,000 divided by $750,000, or two-
thirds. The pro rata portion to be allocated to
the table for the increase is $250,000 divided by
$750,000, or one-third.
The insurance risk is computed as $600,000. The
maximum monthly insurance charge per $1,000 of
insurance risk will be based on the charge for an
amount equal to two-thirds of $600,000, or
$400,000, from the Initial Face Amount and an
amount equal to one-third of $600,000, or
$200,000, from the increase.
Suppose instead that the benefit under Death
Benefit Option 1 is $810,000 due to the minimum
death benefit and that the insurance risk is
$660,000. Then the maximum monthly insurance
charge per $1,000 of insurance risk will be based
on the charge for an amount equal to $400,000
from the Initial Face Amount and an amount equal
to $260,000 from the increase ($200,000 plus the
$60,000 due to the minimum death benefit).
We may charge less than the maximum monthly insurance charges
shown in the table(s). In this case, the monthly insurance
charge rates will be based on our expectations for future
mortality, investment, persistency and expense results, and
future profits. The expense component of these rates is used
to offset sales and issue expenses, which decrease over time.
For each Insured, any change in these charges will apply to
all individuals in the same class.
Rider Charge The monthly rider charge is the sum of the monthly charges
for any riders in effect on the Monthly Charge Date. The
monthly charges for any rider are shown in the Policy
Specifications for the rider.
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Grace Period This policy may terminate without value if its "policy value"
And Termination on a Monthly Charge Date cannot cover the monthly charges due
and the safety test is not met on that Date. However, we
allow a grace period for payment of the amount of premium
(not less than $20) needed to avoid termination. "Policy
value" is defined later in this provision; the safety test is
discussed in the next provision.
The grace period begins on the date the monthly charges are
due. It ends 61 days after that date or, if later, 31 days
after we mail a written notice to the Owner and to any
assignee shown in our records at their last known addresses.
This notice will state the amount of premium needed to avoid
termination.
During the grace period, the policy will stay in force. If
the second death occurs during the grace period, any unpaid
premium amount needed to avoid termination will be deducted
from the death benefit (see the Amount Of Death Benefit
provision in Part 5). The policy will terminate without value
if we do not receive payment of the required amount by the
end of the grace period.
While there is a loan outstanding on this policy, our right
to terminate this policy under the terms of the Policy Debt
Limit provision (see Part 4) applies in addition to our right
under this provision.
As used in this provision, the "policy value" of this policy
on a Monthly Charge Date is equal to:
. On any Monthly Charge Date during the first 3 Policy
Years, the account value on that Date (just before the
deduction of monthly charges) less any outstanding policy
debt; and
. On any Monthly Charge Date after the first 3 Policy
Years, the net surrender value on that Date (just before
the deduction).
Policy debt and net surrender value are discussed in Part 4.
If the "policy value" on a Monthly Charge Date (as defined
above in this provision) cannot cover the monthly charges
due, but the safety test is met on that Date, then the
monthly charges for that Date will be reduced to an amount
equal to the account value on that Date (just before the
deduction) less any outstanding debt.
Safety Test The safety test can be met only during the guarantee period.
The guarantee period will never be less than the Guarantee
Period stated in the Policy Specifications. For any day
during that period, the safety test is met if the result of
premiums paid less any amounts withdrawn, accumulated with
interest to that day, equals or exceeds the result of the
payments of the Guarantee Premium (shown in the Policy
Specifications) accumulated with the interest to that day. In
this test, the effective annual interest rate used to
accumulate amounts during each Policy Year is the Minimum
Annual Interest Rate For The Guaranteed Principal Account, as
shown in the Policy Specifications. Also, we assume in this
test that guarantee premiums are paid on each Monthly Charge
Date through that day.
Example: On the 6th Monthly Charge Date, the monthly
charges are $100, but the account value before
the deduction for monthly charges is only $95.
There is no policy debt. The policy is still in
the guarantee period, and the guarantee premium
each month is $25. Premiums payments of $35 were
made on each Monthly Charge Date including the
current one. There were no withdrawals. In this
case, the safety test is met. So the
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monthly charges for the 6th Monthly Charge Date
are reduced to $95, and the resulting fund value
is reduced to zero.
Part 4. Life Benefits
This life insurance policy provides a death benefit if both Insureds die while
the policy is in force. Rights and benefits are also available while at least
one Insured is living. These "Life Benefits" are discussed in this Part.
Policy Ownership
Rights Of Owner While either Insured is living, the Owner may
exercise all rights given by this policy or allowed by us.
These rights include changing Beneficiaries, changing
ownership, assigning this policy, enjoying all policy
benefits, and exercising all policy options.
The consent of any Irrevocable Beneficiary is needed to
exercise any policy right except the rights to:
. Change the frequency of planned premiums;
. Change the premium payment plan; and
. Reinstate this policy after termination.
Changing The While either Insured is living, the Owner or any Beneficiary
Owner Or may be changed by written request. We do not limit the number
Beneficiary of changes that may be made. The change will take effect as
of the date the request is signed, even if the second death
occurs before we receive it. Each change will be subject to
any payment we made or other action we took before receiving
the written request.
Transfers Of Transfers of values are subject to the limitations stated in
Values the Policy Specifications. Subject to those limitations,
transfers of values may be made upon direction, satisfactory
to us, received at our Home Office. These transfers are:
. Transfers of values between divisions of the Separate
Account. These transfers will be made by selling all or
part of the accumulation units in a division and applying
the value of the sold units to purchase units in any
other division.
. Transfers of values from one or more divisions of the
Separate Account to the Guaranteed Principal Account.
These transfers will be made by selling all or part of
the accumulation units in a division and applying the
value of the sold units to the Guaranteed Principal
Account.
. Transfers of values from the Guaranteed Principal Account
to one or more divisions of the Separate Account. These
transfers will be made by applying all or part of the
value in the Guaranteed Principal Account (excluding any
outstanding policy loans) to purchase accumulation units
in one or more divisions of the Separate Account.
Transfers will be made as of the Valuation Date specified in
the Purchase And Sale Of Accumulation Units provision in Part
3. All transfers made on the Valuation Date will be
considered one transfer.
Assigning This This policy may be assigned. However, for any assignment to
Policy be binding on us, we must receive a signed copy of it at our
Home Office. We will not be responsible for the validity of
any assignment. Any assignment made after the second death
will be valid only with our consent.
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Once we receive a signed copy of an assignment, the rights of
the Owner and the interest of any Beneficiary or any other
person will be subject to the assignment. An assignment is
subject to any policy debt. Policy debt is discussed in the
Right To Make Loans provisions in this Part.
This Policy's Share In Dividends
Policy Is This policy is "participating," which means it may share in
Participating any dividends we pay.
Each year we determine how much money can be paid as
dividends. This is called divisible surplus. We then
determine how much of this divisible surplus is to be
allocated to this policy. This determination is based on this
policy's contribution to divisible surplus. Since we do not
expect this policy to contribute to divisible surplus, we do
not expect that any surplus will be available for allocation
to this policy.
If any dividends are allocated to this policy, they will be
payable on the Policy Anniversary Dates.
How Dividends Dividends may be used in a number of ways. These are called
May Be Used dividend options.
Although we do not expect that any dividends will be payable
on this policy, there are 4 basic dividend options.
Cash - Dividends will be paid in cash.
Fund Value Additions - Dividends will be added to the account
value of this policy.
Paid-Up Additions - Dividends will be used to buy additional
level paid-up insurance. The amount of paid-up insurance will
be determined by applying the dividend, on the date credited,
as a net single premium at the genders and Attained Ages of
the Insureds on that date. The value of the paid-up insurance
will be the net single premium, on the same basis, at the
Attained Ages of the Insureds. The amount of any paid-up
additions will be added to the death benefit; and the value
of any paid-up additions will be added to the net surrender
value. However, determination of account value, insurance
charges, and minimum death benefit ignore paid-up additions.
Reduced Monthly Charges - Dividends will be used to reduce
the monthly deductions we make from the account value to pay
the monthly charges.
A dividend option may be elected in the application. It may
be changed by the Owner up to 31 days after the dividend
becomes payable. If no dividend option is in effect when a
dividend becomes payable, we will apply any dividends payable
under the paid-up additions dividend option.
Dividend After If the second death occurs after the first Policy year, the
Death Of Insureds death benefit will include a pro rata share of any dividend
allocated to the policy for the Year that death occurs.
Right To Change The Face Amount
While this policy is in force, the Face Amount may be
changed. Any change in the Face Amount will be effective on a
Monthly Charge Date. We may limit the number and the size of
the changes in a Policy year.
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Increases In The While both Insureds are living, the Face Amount of this
Face Amount policy may be increased upon written application. Evidence of
insurability, satisfactory to us, is required for each
increase. The amount of each increase must be for at least
the Minimum Face Amount Increase shown in the Policy
Specifications.
If the net surrender value is insufficient to continue the
changed policy in force for 3 months at the new monthly
charges and interest, we may require a payment sufficient to
increase the net surrender value to such amount. Net
surrender value is discussed in the "Surrendering This Policy
And Making Withdrawals" section of this Part.
Any increase elected under any insurability protection type
of rider will be effective as directed in that rider. Any
other increase in the Face Amount will be effective on the
Monthly Charge Date that is on, or next follows, the date we
approve the application.
Insurance charges for each increase elected are determined
and deducted from the account value of this policy as
described in the Monthly Charges provision in Part 3. These
charges will be deducted from the account value beginning on
the effective date of the increase. Additional surrender
charges (discussed later in the Net Surrender Value provision
in this Part) will apply for each increase elected.
No increase in the Face Amount will be permitted after the
Policy Anniversary Date nearest the younger Insured's 85th
birthday or, if earlier, the Policy Anniversary Date nearest
the older Insured's 90th birthday.
Decreases In The After the first Policy Year, the Face Amount may be decreased
Face Amount by the Owner's written request while either Insured is
living. However, the decrease must not reduce the Face Amount
to an amount less than the Minimum Face Amount shown in the
Policy Specifications. No decrease is permitted within one
year following the effective date of any increase.
Any decrease is effective on the Monthly Charge Date that is
on, or next follows, the date we receive the written request.
If a decrease follows one or more increases, the decrease is
taken from the most recent increase(s).
Any surrender charge due upon a decrease in the Face Amount
is deducted from the account value on the effective date of
the decrease. The charge is deducted from each division of
the Separate Account and from the Guaranteed Principal
Account in proportion to the values of this policy in each of
those divisions and in the Guaranteed Principal Account
(excluding any outstanding policy loans) on that date.
Surrender charges are discussed in the Net Surrender Value
provision in this Part.
Evidence Of If the Face Amount is changed, we will send the Owner any
Changes revised or additional Policy Specifications for attachment to
this policy. If the Face Amount is increased, we will also
send a copy of the application for the increase. However, we
have the right to require that the policy be sent to us to
make the change.
Borrowing Against This Policy
Right To Make Once the account value exceeds any surrender charges that
Loans apply, the Owner may borrow against this policy after the
first Policy Year, while either Insured is living. However,
the policy must be properly assigned to us before the loan is
made. No other collateral is needed. We refer to all
outstanding loans plus accrued interest as "policy debt."
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Effect Of Loan A loan is attributed to each division of the Separate Account
and to the Guaranteed Principal Account in proportion to the
values of this policy in each of those divisions and in the
Guaranteed Principal Account (excluding any outstanding
policy loans) at the time of the loan. The amount of the loan
attributed to each division of the Separate Account will be
transferred to the Guaranteed Principal Account. Any such
transfer is made by selling accumulation units in the
division and applying the value of those units to the
Guaranteed Principal Account on the date the loan is made.
Any interest added to the loan will be treated as a new loan
under this provision.
The amount equal to any outstanding policy loans will be held
in the Guaranteed Principal Account and will earn interest as
described in the Interest On Fixed Account Value provision in
Part 3.
Maximum Loan The maximum amount that can be borrowed on any date is
Available determined as follows.
(1) We subtract from the account value any surrender
charges that would apply if the policy were
surrendered on that date.
(2) We calculate 90% of the amount determined in (1) above.
(3) We subtract any policy debt from the amount determined
in (2) above. The result is the maximum amount that can
be borrowed.
Interest On Loans Interest on loans is not due in advance. This interest
accrues (builds up) each day and becomes part of the policy
debt as it accrues.
Interest is due on each Policy Anniversary Date. If
interest is not paid when due, it will be added to the
loan and will bear interest at the rate payable on the loan.
Example: You have a loan of $1,000. The interest due on the
next Policy Anniversary Date is $50. If it is not
paid on that date, we will add it to the existing
loan. From then on, the loan will be $1,050 and
interest will be charged on this new amount.
The type of interest rate on any policy loan is elected at
the time of application for this policy and cannot be
changed; the type elected for this policy is shown in the
Policy Specifications. The two types of interest rates
available are:
(1) A fixed loan rate of 5% per year; and
(2) A variable loan rate. Such loan rate is an annual rate
set by us. This rate may change from year to year. Each
year we will set the rate that will apply for the next
Policy Year. The rate will apply to all policy debt
under this policy.
Each year there is a maximum limit on the variable
loan interest rate we can set. That limit is based
on a Published Monthly Average. That Average will
be:
. The Monthly Average Corporates yield shown in
Moody's Corporate Bond Yield Averages, as
published by Moody's Investors Service, Inc., or
any successor to that service; or
. If that Monthly Average is no longer published, a
substantially similar average, established by the
insurance supervisory official of the state where
this policy was delivered.
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The maximum limit is the published Monthly Average
for the calendar month ending 2 months before the
month in which the Policy Year begins or, if higher,
the Minimum Annual Interest Rate For The Guaranteed
Principal Account plus 1%.
Example: A Policy Year begins on June 10, 19X6. The
calendar month ending 2 months before June
is March. The loan interest rate for the
Policy Year beginning June 10, 19X6, will
not be greater than the Published Monthly
Average for March, 19X6. However, if the
Minimum Annual Interest Rate For The
Guaranteed Principal Account (plus 1%) is
higher than the Average, then the Minimum
Annual Interest Rate For The Guaranteed
Principal Account (plus 1%) will be the
maximum loan interest rate for that Policy
Year.
If the maximum limit for a Policy Year is at least
1/2% higher than the loan interest rate in effect
for the previous year, we may increase the rate to
a rate not higher than that limit.
If the maximum limit for a Policy Year is at least
1/2% lower than the loan interest rate in effect
for the previous year, we must decrease the rate to
a rate not exceeding that limit.
Policy Debt Limit Policy debt (which includes accrued interest) may not equal
or exceed the account value less any surrender charges that
apply. If this limit is reached, we can terminate this
policy. To terminate for this reason, we must mail written
notice to the Owner and any assignee shown in our records at
their last known addresses. This notice will state the amount
needed to bring the policy debt back within the limit. If we
do not receive payment within 31 days after the date we mail
the notice, the account value will be reduced by any
surrender charges that apply and this policy will terminate
without value at the end of those 31 days.
Our right to terminate this policy under the terms of this
provision applies in addition to our right under the Grace
Period And Termination provision in Part 3.
Repayment Of All or part of any policy debt may be repaid at any time
Policy Debt while either Insured is living. However, policy debt can
be repaid only while this policy is in force. Loan
repayments will be credited on the date we receive them
at our Home Office.
Any repayment of policy debt will be allocated first to the
Guaranteed Principal Account up to the amount of the policy
loan that was attributed to the Guaranteed Principal Account.
(For this purpose, no amount of policy loan resulting from
unpaid loan interest will be considered to be attributed to
the Guaranteed Principal Account.) Any repayment in excess of
that amount will be allocated among the Guaranteed Principal
Account and the divisions of the Separate Account according
to the net premium allocation then in effect.
Loan repayments must be clearly identified as such;
otherwise, they will be considered premium payments.
Other Borrowing We may delay the granting of any loan attributable to the
Rules Guaranteed Principal Account for up to six months.
We may delay the granting of any loan attributable to the
Separate Account during any period that:
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<PAGE>
. The New York Stock Exchange (or its successor) is closed,
except for normal weekend or holiday closing, or trading
is restricted; or
. The Securities and Exchange Commission (or its successor)
determines that a state of emergency exists; or
. The Securities and Exchange Commission (or its successor)
permits us to delay payment for the protection of our
policy owners.
Surrendering This Policy And Making Withdrawals
Right To Surrender This policy may be surrendered for its net surrender value
(see next provision) at any time while the policy is in
force and either Insured is living. The surrender will be
effective on the date we receive this policy at our Home
Office, along with a written request to surrender. This
policy will terminate as of the date of surrender.
Net Surrender The net surrender value of this policy is equal to the
Value account value less any surrender charges that apply and
less any policy debt. The surrender charge for this policy
is the sum of the surrender charges for the Initial Face
Amount and all Face Amount increases. These charges are
shown in the Table(s) Of Surrender Charges of the Policy
Specifications. In no event will the net surrender value
be less than zero.
Making After the first Policy Year, withdrawals may be made by
Withdrawals written request at any time while the policy is in force
and either Insured is living. The request for a
withdrawal must state the Account (or Accounts) from
which the withdrawal will be made. For any withdrawal
from the Separate Account, the request must also state
the division (or divisions) from which the withdrawal
will be made. A withdrawal will be effective on the
Monthly Charge Date that is on, or next follows, the
date we receive the written request.
On the date of a withdrawal, the account value of this
policy is reduced by the amount of the withdrawal. The
withdrawal amount includes the withdrawal fee. The
Maximum Withdrawal Fee that can be taken with each
withdrawal is shown in the Policy Specifications.
The withdrawal from the Guaranteed Principal Account will
be made by reducing the value in that Account to provide
the amount of the withdrawal. A withdrawal from a division
of the Separate Account will be made by selling a
sufficient number of accumulation units to provide the
amount of the withdrawal.
The Face Amount will be decreased by the amount of the
withdrawal if:
. Death Benefit Option 1 or Death Benefit Option 3 is
in effect, as described in the Death Benefit Options
provision in Part 5; and
. We have not received evidence of insurability
satisfactory to us.
In this case, if a decrease follows one or more Face
Amount increases, the decrease is taken from the most
recent increase(s).
Withdrawals will be subject to the following limits:
. The minimum amount of a withdrawal (including the
withdrawal fee) is $100;
. The maximum amount of a withdrawal on any date is 75%
of the net surrender value of this policy on that date;
and
. The Face Amount after a withdrawal must not be less
than the Minimum Face Amount shown in the Policy
Specifications.
Page 17
<PAGE>
Example: Death Benefit Option 1 is in effect and you make a
withdrawal without furnishing us satisfactory
evidence of insurability. Prior to your withdrawal,
your policy has a Face Amount of $600,000 and an
account value of $120,000. If you make a withdrawal
of $30,000, the account value will be reduced to
$90,000, the Face Amount will be reduced to
$570,000, and $29,975 will be paid to you.
If the Face Amount is reduced due to a withdrawal, we will
send the Owner any revised or additional Policy
Specifications for attachment to this policy. However, we
have the right to require that the policy be sent to us to
make the changes.
How We Pay Any withdrawal made will be paid in one sum. If the policy is
surrendered, the net surrender value may be paid in one sum
or it may be applied under any payment option elected. See
Part 6.
We may delay paying any surrender or withdrawal from the
Guaranteed Principal Account for up to 6 months from the date
we receive the written request.
We may delay paying any surrender or withdrawal from the
Separate Account during any period that:
. The New York Stock Exchange (or its successor) is closed,
except for normal weekend or holiday closing, or trading
is restricted; or
. The Securities and Exchange Commission (or its successor)
determines that a state of emergency exists; or
. The Securities and Exchange Commission (or its successor)
permits us to delay payment for the protection of our
policy owners.
If we delay paying any surrender or withdrawal, interest will
be added. The amount of interest will be the same as would be
paid for the same period of time under Option 3 of the
payment options or, if greater, the amount using the minimum
interest rate for this purpose required by the laws of the
state where this policy was delivered. See Part 6 for a
description of Option 3.
Reinstating This Policy
When After this policy has terminated, it may be reinstated
Reinstatement -- that is, put back in force. However, the policy
Can Be Made cannot be reinstated if:
. It has been surrendered for its net surrender value; or
. Five years have passed since the date of termination; or
. An Insured has died since the date of termination.
Requirements To A written application and evidence of insurability
Reinstate satisfactory to us is required to reinstate. Also, a premium
is required as a cost to reinstate. This cost is the amount
of premium needed to keep the policy in force for 3 months
after reinstatement. This amount will be quoted on request.
Policy After The policy will be reinstated on the Monthly Charge Date
Reinstatement on or next following the date we approve the
application. The Face Amount on the date of reinstatement
will be the Face Amount on the termination date. The account
value on the date of reinstatement will be the reinstatement
premium paid, less any premium expense charge and less any
monthly charges due on that date.
Page 18
<PAGE>
Upon reinstatement of this policy, the Table(s) Of
Surrender Charges (shown in the Policy Specifications)
will apply as though the policy had not terminated.
However, if the surrender charge was taken when this
policy terminated, then the applicable surrender charges
will not be reinstated.
Our rights to contest the validity of, and terminate,
this policy begin again on the date of reinstatement.
See the Representations And Contestability and Death By
Suicide provisions in Part 1.
Reports To Owner
Annual Report Each year after the Policy Anniversary Date, we will
mail an annual report to the Owner. There will be no
charge for this report. This report will show the
account value at the beginning of the previous Policy
Year and all premiums paid since that time. It also will
show the additions to, and deductions from, the account
value during that Year, and the account value, death
benefit, net surrender value, and policy debt as of the
current Policy Anniversary Date.
This report also will include any additional information
required by applicable law or regulation.
Part 5. The Death Benefit
The death benefit is the amount of money we will pay when we receive due proof
at our Home Office that both Insureds died while the policy was in force. We
discuss the death benefit in this Part.
When the first death occurs, we will not pay a death benefit. However, due proof
of each Insured's death must be furnished to us at our Home Office when it
occurs.
Amount Of Death If both Insureds die while this policy is in force, the
Benefit death benefit will be the amount of benefit provided by
the Death Benefit Option in effect on the date of the
second death, reduced by any policy debt outstanding on
that date of death and any unpaid premium amount needed
to avoid termination under the Grace Period And
Termination provision in Part 3.
Death Benefit Three Death Benefit Options, described here, are
Options available under this policy. The Death Benefit Option
and the Face Amount in effect for this policy are shown
in the Policy Specifications. The minimum death benefit
is discussed in the next provision.
Death Benefit Option 1 - Under this Option, the amount
of benefit is the greater of:
. The Face Amount in effect on the date of the second
death; and
. The minimum death benefit in effect on
the date of the second death.
Death Benefit Option 2 - Under this Option, the amount
of benefit is the greater of:
. The Face Amount in effect on the date of the second
death plus the account value on that date; and
. The minimum death benefit in effect on the date of
the second death.
Death Benefit Option 3 - Under this Option, the amount
of benefit is the greater of:
Page 19
<PAGE>
. The Face Amount in effect on the date of the second
death plus the sum of all premiums paid (and not
refunded under the Right To Refund Premiums provision
in Part 2) to that date; and
. The minimum death benefit in effect on the date of
the second death.
Minimum Death The minimum death benefit on any date is equal to the
Benefit account value on that date multiplied by the Death
Benefit Factor for the younger Insured's Attained Age on
that date. The Death Benefit Factor for each Attained
Age is shown in the Policy Specifications.
Changes In The After the first Policy Year, the Death Benefit Option
Death Benefit may be changed upon written request while both Insureds
Option are living. However, the Attained Age of each Insured at
the time of the change must be less than 85.
A change in the Death Benefit Option will be effective
on the Monthly Charge Date that is on, or next follows,
the date we approve the change, unless a later date is
requested.
When the Death Benefit Option is changed, the Face
Amount of this policy also changes on the effective date
of the change as follows (all amounts are as of the date
of change):
. Option 1 to Option 2: Decreased by an amount equal to
the account value;
. Option 1 to Option 3: Decreased by an amount equal to
the sum of all premiums paid (and not refunded);
. Option 2 to Option 1: Increased by an amount equal to
the account value;
. Option 2 to Option 3: Increased by an amount equal to
the sum of all premiums paid (and not refunded), and
then decreased by an amount equal to the account
value;
. Option 3 to Option 1: Increased by an amount equal to
the sum of all premiums paid (and not refunded);
. Option 3 to Option 2: Decreased by an amount equal to
the sum of all premiums paid (and not refunded), and
then increased by an amount equal to the account
value.
A change in the Death Benefit Option may follow one or
more increases in the Face Amount of this policy. In
this case, the change will:
. If the Face Amount increases, increase the most
recent increase, and
. If the Face Amount decreases, decrease the most
recent increase(s).
No change in Death Benefit Option will be allowed if the
Face Amount after the change would be less than the
minimum face amount shown in the Policy Specifications.
We may require a written application and evidence of
insurability satisfactory to us for any Death Benefit
Option change. We also may limit the number of Death
Benefit Option changes in any Policy Year.
If the Death Benefit Option or the Face Amount is
changed, we will send the Owner any revised or
additional Policy Specifications for attachment to this
policy.
When We Pay The death benefit will be paid within 30 days after the
date we receive due proof that both Insureds died, and
any other requirements necessary for us to make payment,
at our Home Office.
Page 20
<PAGE>
Interest On If the death benefit is paid in one sum, we will add
Death Benefit interest from the date of death to the date of payment.
The amount of interest will be computed using an
effective annual rate not less than 3% or, if greater,
the annual rate required by law.
If the death benefit is applied under a payment option
(described in Part 6), interest will be paid from the
date of death to the effective date of that option. It
will be paid in one sum to the Beneficiary living on
that effective date. The amount of interest will be
computed using an effective annual rate not less than 3%
or, if greater, the annual rate required by law.
Part 6. Payment Options
These are optional methods of settlement. These methods provide alternate ways
in which payment can be made by us.
Availability Of All or part of the death benefit or net surrender value
Options may be applied under any payment option. If this policy
is assigned, any amount due to the assignee will be paid
in one sum. The balance, if any, may be applied under
any payment option.
Minimum Amounts If the amount to be applied under any option for any one
person is less than $5,000, we may pay the amount in one
sum instead. If the payments under any option come to
less than $50 each, we have the right to make payments
at less-frequent intervals.
Description Of Our regular payment options are Options 1 through 6.
Options They are described in terms of monthly payments. Annual,
semiannual, or quarterly payments may be requested
instead. The Payment Option Rates tables are shown after
Part 7.
Option 1 Installments For A Specified Period. Equal monthly
payments will be made for any period selected, up to 30
years. The amount of each payment depends on the total
amount applied, the period selected, and the monthly
income rates we are using when the first payment is due.
See the Option 1. Installments For A Specified Period
table for the minimum monthly income rates.
Option 2 Life Income. Equal monthly payments will be based on the
life of a named person. Payments will continue for the
lifetime of that person. Income with or without a
minimum payment period may be elected. This benefit may
be increased by the Alternate Life Income provision (in
this Part). Proof of the named person's age,
satisfactory to us, will be required. See the Option 2.
Life Income tables for the minimum monthly income rates.
Option 3 Interest. We will hold any amount applied under this
option. Interest on the amount will be paid at an
effective annual rate determined by us. This rate will
not be less than 3%.
Option 4 Installments Of Specified Amount. Each payment will be
made for an agreed fixed amount. The total amount paid
during the first year must be at least 6% of the total
amount applied. Interest will be credited each month on
the unpaid balance and added to it. This interest will
be at an effective annual rate determined by us, but not
less than 3%. Payments continue until the balance we
hold is reduced to an amount less than the agreed fixed
amount. The last payment will be for the balance only.
Option 5 Life Income With Payments Guaranteed For Amount Applied.
Equal monthly payments will be based on the life of a
named person. Payments will be made until the total
amount paid equals the amount applied, and as long
thereafter as the named
Page 21
<PAGE>
person lives. This benefit may be increased by the
Alternate Life Income provision (in this Part). Proof of
the named person's age, satisfactory to us, will be
required. See the Option 5. Life Income With Payments
Guaranteed For Amount Applied tables for the minimum
monthly income rates.
Option 6 Joint Life Income With Reduced Payments To Survivor.
Monthly payments will be based on the lives of 2 named
persons. Payments at the initial level will continue
while both are living or for 10 years if longer. When
one dies (but not before the 10 years has elapsed),
payments are reduced by one-third and will continue at
that level for the lifetime of the other. After the 10
years has elapsed, payments stop when both named persons
have died. This benefit may be increased by the
Alternate Life Income provision (in this Part). Proof of
the named persons' ages, satisfactory to us, will be
required. See the Option 6. Joint Life Income With
Reduced Payments To Survivor tables for the minimum
monthly income rates.
Alternate Life If Option 2, 5, or 6 is elected, the named person(s) can
Income elect to receive an alternate life income instead of
receiving income based on the rates shown in the Payment
Option Rates tables. The election must be made at the
time the income is to begin. The monthly alternate life
income will be at least equal to the monthly income
provided by a new single premium immediate annuity
(first payment immediate), based on our published rates
then in use when the payment option is elected. The
alternate life income will not be available if we are
not offering new single premium immediate annuities at
the time of election.
Electing A To elect any payment option, we require a written
Payment Option request. The Owner may elect an option during either
Insured's lifetime. If the death benefit is payable in
one sum when the second death occurs, the Beneficiary
may elect an option with our consent.
Effective Date The effective date of a payment option is the date the
And Payment - amount is applied under that option. For a death
Dates benefit, this is the date that due proof of the deaths
of both Insureds has been received at our Home Office.
For the net surrender value, it is the effective date of
surrender.
The first payment is due on the effective date, except
the first payment under Option 3 is due one month later.
A later date for the first payment may be requested in
the payment option election. All payment dates will fall
on the same day of the month as the first one. No
payment will become due until a payment date. No part
payment will be made for any period shorter than the
time between payment dates.
Example: Monthly payments of $100 are being made to
your son on the 1st of each month. He dies
on the 10th. No part payment is due your
son or his estate for the period between
the 1st and the 10th.
Withdrawals And If provided in the payment option election, all or part
Changes of the unpaid balance under Option 3 or 4 may be
withdrawn or applied under any other option.
If the net surrender value is applied under Option 3 or
4, we may delay payment of any withdrawal for up to 6
months. In this case, interest at the rate in effect for
Option 3 during this period will be paid on the amount
withdrawn.
Income Protection To the extent permitted by law, each option payment and
any withdrawal shall be free from legal process and the
claim of any creditor of the person entitled to them. No
option payment and no amount held under an option can be
taken or assigned in advance of its payment date, unless
the Owner's written consent is given before either
Insured dies. This consent must be received at our Home
Office.
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<PAGE>
Other Payment Options for any amount payable to an association,
Option Rules corporation, partnership, or fiduciary are available
only with our consent. However, a corporation or
partnership may apply any amount payable to it under
Option 2, 5, or 6 if the option payments are based on
the life or lives of an Insured, an Insured's spouse,
any child of an Insured, or any other person agreed to
by us.
If a minimum payment period is elected under Options 1,
2, 5, and 6, the effective annual interest rate will not
be less than 3%. This does not apply when an alternate
life income is elected.
If a minimum payment period is elected, after the first
payment is made we may increase the payments to reflect
any additional interest earnings determined by us. This
does not apply when an alternate life income is elected.
If the income that would be payable under a given
payment option is the same for 2 or more periods of time
at a given age, we automatically will pay income for the
longest period.
Example: You choose Option 2. You are 50 years old.
The Payment Option Rate (for Option 2) is
$3.64 for 5 years. The Payment Option Rate
for 10 years is also $3.64. We will pay
income for at least 10 years, which is the
longest period.
Part 7. Notes On Our Computations
This Part covers some technical points about this policy.
Net Investment For each division of the Separate Account, the Net
Factor Investment Factor for any Valuation Period is the gross
investment rate for that period plus 1.00000000 and
minus a Separate Account charge for mortality and
expense risk. This Separate Account charge will not
exceed .00002455 for each day of a Valuation Period. The
Net Investment Factor may be greater or less than
1.00000000.
For each division of the Separate Account, the gross
investment rate for any Valuation Period is equal to:
. The net earnings of that division during the
Valuation Period, divided by
. The value of the total assets of that division at the
beginning of the Valuation Period.
The net earnings of each division are equal to the
accrued investment income and capital gains and losses
(realized and unrealized) of that division reduced by
any investment management fees and any other expenses,
and by any amount charged against that division for
taxes paid or reserved by us.
The gross investment rate will be determined by us in
accordance with generally accepted accounting principles
and applicable laws, rules and regulations. This
determination shall be conclusive upon the Owner, the
Insured, any Beneficiary, any assignee, and any other
person under this policy.
Page 23
<PAGE>
Accumulation Unit The value of an accumulation unit in each division was
Value set at $1.000000 on the first Valuation Date selected by
us. The value on any date thereafter is equal to the
product of the Net Investment Factor for that division
for the Valuation Period that includes that date and the
accumulation unit value on the preceding Valuation Date.
Adjustment Of Units We have the right to split or consolidate the number of
And Values accumulation units credited to the policy, with a
corresponding increase or decrease in the unit values.
We may exercise this right whenever we consider an
adjustment of units to be desirable. However, strict
equity will be preserved in making any adjustment. No
adjustment will have any material effect on the
benefits, provisions, or investment return of this
policy, or on the Owner, an Insured, any Beneficiary,
any assignee or other person, or on us.
Basis Of The basis of computation consists of the mortality rates
Computation and interest rates we use to determine:
. The minimum net surrender values;
. The maximum monthly insurance charges;
. The minimum rate used to credit interest on the fixed
account value of the policy; and
. The minimum payments under payment Options 2, 5, and
6.
The mortality rates for the minimum net surrender values
and for the maximum monthly insurance charges are shown
in each Table Of Maximum Monthly Insurance Charges. The
Minimum Annual Interest Rate For The Guaranteed
Principal Account used to credit interest on the fixed
account value of the policy is shown in the Policy
Specifications. The mortality tables specified apply to
amounts in a standard risk classification. Appropriate
modifications are made to these tables for any amount
that is not in a standard risk classification.
In computing the minimum payments under payment Options
2, 5, and 6, we use mortality rates from the 1983 Table
"a" with Projection G for 32 years. The interest rate
used is an annual rate of 3%.
Method Of When required by the state where this policy was
Computing Values delivered, we filed a detailed statement of the method
we use to compute the policy benefits and values. These
benefits and values are not less than those required by
the laws of that state.
Page 24
<PAGE>
----------------------------------------------------
OPTION 1. INSTALLMENTS FOR
A SPECIFIED PERIOD -
PAYMENT OPTION RATES
----------------------------------------------------
MONTHLY INCOME PER
$1,000 OF AMOUNT APPLIED
----------------------------------------------------
<TABLE>
<CAPTION>
Years Monthly Income
<S> <C>
1 $ 84.47
2 42.86
3 28.99
4 22.06
5 17.91
6 15.14
7 13.16
8 11.68
9 10.53
10 9.61
11 8.86
12 8.24
13 7.71
14 7.26
15 6.87
16 6.53
17 6.23
18 5.96
19 5.73
20 5.51
21 5.32
22 5.15
23 4.99
24 4.84
25 4.71
26 4.59
27 4.47
28 4.37
29 4.27
30 4.18
----------------------------------------------------
The first income payment is payable
on the effective date of this Option.
----------------------------------------------------
</TABLE>
Page 25
<PAGE>
- --------------------------------------------------------------------------------
OPTION 2. LIFE INCOME - PAYMENT OPTION RATES
OPTION 5. LIFE INCOME WITH PAYMENTS GUARANTEED FOR AMOUNT
APPLIED - PAYMENT OPTION RATES
- --------------------------------------------------------------------------------
MONTHLY LIFE INCOME PER $1,000 OF AMOUNT APPLIED
MALE
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------
5 YEARS 10 YEARS 20 YEARS AMOUNT
AGE* LIFE ONLY MINIMUM MINIMUM MINIMUM APPLIED
- --------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
50 $3.94 $3.93 $3.91 $3.84 $3.82
51 4.00 3.99 3.97 3.89 3.87
52 4.07 4.06 4.04 3.94 3.93
53 4.14 4.13 4.10 4.00 3.98
54 4.21 4.20 4.17 4.06 4.05
55 4.29 4.28 4.25 4.11 4.11
56 4.37 4.36 4.32 4.17 4.17
57 4.45 4.44 4.40 4.23 4.24
58 4.54 4.53 4.49 4.30 4.32
59 4.64 4.63 4.58 4.36 4.39
60 4.75 4.73 4.67 4.42 4.47
61 4.86 4.84 4.77 4.49 4.55
62 4.97 4.95 4.88 4.56 4.64
63 5.10 5.07 4.99 4.62 4.73
64 5.23 5.20 5.11 4.69 4.83
65 5.38 5.34 5.23 4.75 4.93
66 5.53 5.49 5.36 4.82 5.04
67 5.69 5.64 5.49 4.88 5.15
68 5.87 5.81 5.63 4.94 5.27
69 6.05 5.98 5.77 5.00 5.39
70 6.25 6.17 5.92 5.06 5.52
71 6.46 6.36 6.07 5.11 5.66
72 6.68 6.56 6.23 5.16 5.80
73 6.91 6.78 6.39 5.21 5.95
74 7.16 7.00 6.56 5.25 6.10
75 7.43 7.24 6.73 5.29 6.27
76 7.71 7.50 6.90 5.33 6.44
77 8.02 7.76 7.07 5.36 6.63
78 8.35 8.04 7.25 5.39 6.82
79 8.70 8.33 7.42 5.41 7.02
80 9.07 8.64 7.60 5.43 7.23
81 9.47 8.96 7.77 5.45 7.46
82 9.89 9.29 7.94 5.46 7.69
83 10.35 9.64 8.10 5.48 7.93
84 10.83 10.00 8.26 5.48 8.19
85 11.35 10.37 8.41 5.49 8.46
- --------------------------------------------------------------------------------
Rates for other ages are available upon request.
*Age on birthday nearest the due date of the first payment.
The first income payment is payable on the effective date of this Option.
- --------------------------------------------------------------------------------
</TABLE>
Page 26
<PAGE>
- --------------------------------------------------------------------------------
OPTION 2. LIFE INCOME - PAYMENT OPTION RATES
OPTION 5. LIFE INCOME WITH PAYMENTS GUARANTEED FOR AMOUNT
APPLIED - PAYMENT OPTION RATES
- --------------------------------------------------------------------------------
MONTHLY LIFE INCOME PER $1,000 OF AMOUNT APPLIED
FEMALE
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------
5 YEARS 10 YEARS 20 YEARS AMOUNT
AGE* LIFE ONLY MINIMUM MINIMUM MINIMUM APPLIED
- --------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
50 $3.64 $3.64 $3.63 $3.60 $3.58
51 3.69 3.69 3.68 3.63 3.63
52 3.74 3.74 3.73 3.69 3.67
53 3.80 3.80 3.79 3.74 3.72
54 3.86 3.85 3.84 3.79 3.77
55 3.92 3.91 3.90 3.84 3.83
56 3.98 3.98 3.96 3.90 3.88
57 4.05 4.04 4.03 3.95 3.94
58 4.12 4.12 4.10 4.01 4.00
59 4.20 4.19 4.17 4.07 4.07
60 4.28 4.27 4.25 4.14 4.13
61 4.36 4.36 4.33 4.20 4.20
62 4.45 4.45 4.42 4.27 4.28
63 4.55 4.54 4.51 4.34 4.36
64 4.65 4.64 4.60 4.41 4.44
65 4.76 4.75 4.70 4.48 4.53
66 4.88 4.86 4.81 4.55 4.62
67 5.00 4.99 4.92 4.62 4.71
68 5.14 5.12 5.04 4.69 4.82
69 5.28 5.26 5.17 4.76 4.92
70 5.44 5.41 5.30 4.83 5.04
71 5.60 5.57 5.45 4.90 5.16
72 5.78 5.74 5.59 4.97 5.28
73 5.97 5.92 5.75 5.03 5.42
74 6.18 6.12 5.91 5.09 5.56
75 6.40 6.33 6.08 5.15 5.71
76 6.64 6.55 6.26 5.20 5.87
77 6.90 6.79 6.44 5.25 6.04
78 7.18 7.04 6.63 5.29 6.21
79 7.48 7.31 6.82 5.33 6.40
80 7.80 7.60 7.01 5.36 6.59
81 8.14 7.90 7.21 5.39 6.80
82 8.52 8.22 7.40 5.41 7.01
83 8.92 8.56 7.60 5.43 7.24
84 9.36 8.92 7.78 5.45 7.48
85 9.83 9.29 7.96 5.47 7.73
- --------------------------------------------------------------------------------
Rates for other ages are available upon request.
*Age on birthday nearest the due date of the first payment.
The first income payment is payable on the effective
date of this Option.
- --------------------------------------------------------------------------------
</TABLE>
Page 27
<PAGE>
<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------------------
OPTION 6. JOINT LIFE INCOME WITH REDUCED PAYMENTS
TO SURVIVOR - PAYMENT OPTION RATES
--------------------------------------------------------------------------------------------------------------
MONTHLY LIFE INCOME PER $1,000 OF AMOUNT APPLIED
MALE & FEMALE
--------------------------------------------------------------------------------------------------------------
MALE FEMALE IS YOUNGER THAN MALE BY:
------------------------------------------------------------------------------------------------------
AGE* 10 Yrs. 9 Yrs. 8 Yrs. 7 Yrs. 6 Yrs. 5 Yrs. 4 Yrs. 3 Yrs. 2 Yrs. 1 Yr.
--------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
55 $3.63 $3.65 $3.68 $3.70 $3.73 $3.76 $3.79 $3.82 $3.85 $3.88
56 3.67 3.70 3.73 3.75 3.78 3.81 3.84 3.87 3.90 3.94
57 3.72 3.75 3.78 3.81 3.84 3.87 3.90 3.93 3.97 4.00
58 3.77 3.80 3.83 3.86 3.89 3.93 3.96 4.00 4.03 4.07
59 3.83 3.86 3.89 3.92 3.96 3.99 4.03 4.06 4.10 4.14
60 3.88 3.92 3.95 3.98 4.02 4.06 4.09 4.13 4.17 4.21
61 3.94 3.98 4.01 4.05 4.09 4.13 4.16 4.21 4.25 4.29
62 4.01 4.04 4.08 4.12 4.16 4.20 4.24 4.28 4.33 4.37
63 4.07 4.11 4.15 4.19 4.23 4.28 4.32 4.37 4.41 4.46
64 4.14 4.18 4.22 4.27 4.31 4.36 4.40 4.45 4.50 4.55
65 4.21 4.26 4.30 4.35 4.39 4.44 4.49 4.54 4.60 4.65
66 4.29 4.33 4.38 4.43 4.48 4.53 4.58 4.64 4.69 4.75
67 4.37 4.42 4.47 4.52 4.57 4.63 4.68 4.74 4.80 4.86
68 4.45 4.50 4.56 4.61 4.67 4.73 4.79 4.85 4.91 4.97
69 4.54 4.59 4.65 4.71 4.77 4.83 4.89 4.96 5.03 5.09
70 4.63 4.69 4.75 4.81 4.87 4.94 5.01 5.08 5.15 5.22
71 4.73 4.79 4.85 4.92 4.99 5.06 5.13 5.20 5.28 5.35
72 4.83 4.89 4.96 5.03 5.10 5.18 5.25 5.33 5.41 5.49
73 4.93 5.00 5.07 5.15 5.23 5.30 5.38 5.47 5.55 5.64
74 5.04 5.12 5.19 5.27 5.35 5.44 5.52 5.61 5.70 5.79
75 5.16 5.24 5.32 5.40 5.49 5.58 5.67 5.76 5.85 5.95
76 5.28 5.36 5.45 5.54 5.63 5.72 5.82 5.92 6.02 6.12
77 5.41 5.50 5.59 5.68 5.78 5.88 5.98 6.08 6.18 6.29
78 5.54 5.63 5.73 5.83 5.93 6.04 6.14 6.25 6.36 6.46
79 5.68 5.78 5.88 5.98 6.09 6.20 6.31 6.42 6.53 6.65
80 5.82 5.93 6.04 6.15 6.26 6.37 6.49 6.60 6.72 6.83
81 5.97 6.08 6.20 6.31 6.43 6.55 6.67 6.79 6.90 7.02
82 6.13 6.25 6.36 6.48 6.61 6.73 6.85 6.97 7.09 7.21
83 6.29 6.41 6.53 6.66 6.79 6.91 7.04 7.16 7.28 7.40
84 6.46 6.58 6.71 6.84 6.97 7.10 7.23 7.35 7.47 7.59
85 6.63 6.76 6.89 7.02 7.15 7.29 7.41 7.54 7.66 7.78
--------------------------------------------------------------------------------------------------------------
Rates for other ages are available upon request.
* Age on birthday nearest the due date of the first payment.
The first income payment is payable on the effective date of this Option.
--------------------------------------------------------------------------------------------------------------
</TABLE>
Page 28
<PAGE>
<TABLE>
<CAPTION>
-------------------------------------------------------------------------------------------------------------------------
OPTION 6. JOINT LIFE INCOME WITH REDUCED PAYMENTS
TO SURVIVOR - PAYMENT OPTION RATES
-------------------------------------------------------------------------------------------------------------------------
MONTHLY LIFE INCOME PER $1,000 OF AMOUNT APPLIED
MALE & FEMALE
- --------------------------------------------------------------------------------------------------------------------------
FEMALE IS OLDER THAN MALE BY:
MALE -------------------------------------------------------------------------------------------------------
AGE* SAME AGE 1 YEAR 2 YEARS 3 YEARS 4 YEARS 5 YEARS
- --------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
55 $3.91 $3.94 $3.97 $4.01 $4.04 $4.08
56 3.97 4.00 4.04 4.07 4.11 4.15
57 4.04 4.07 4.11 4.15 4.18 4.22
58 4.10 4.14 4.18 4.22 4.26 4.30
59 4.18 4.22 4.26 4.30 4.34 4.39
60 4.25 4.30 4.34 4.38 4.43 4.47
61 4.33 4.38 4.42 4.47 4.52 4.57
62 4.42 4.47 4.52 4.57 4.62 4.67
63 4.51 4.56 4.61 4.66 4.72 4.77
64 4.60 4.66 4.71 4.77 4.83 4.88
65 4.71 4.76 4.82 4.88 4.94 5.00
66 4.81 4.87 4.93 4.99 5.06 5.12
67 4.92 4.99 5.05 5.12 5.18 5.25
68 5.04 5.11 5.18 5.25 5.32 5.39
69 5.16 5.24 5.31 5.38 5.46 5.53
70 5.29 5.37 5.45 5.52 5.60 5.68
71 5.43 5.51 5.59 5.67 5.76 5.84
72 5.58 5.66 5.74 5.83 5.91 6.00
73 5.73 5.81 5.90 5.99 6.08 6.17
74 5.88 5.97 6.07 6.16 6.25 6.34
75 6.05 6.14 6.24 6.33 6.43 6.52
76 6.21 6.31 6.41 6.51 6.61 6.70
77 6.39 6.49 6.59 6.69 6.79 6.89
78 6.57 6.68 6.78 6.88 6.98 7.07
79 6.76 6.86 6.97 7.07 7.17 7.26
80 6.94 7.05 7.16 7.26 7.36 7.45
81 7.13 7.25 7.35 7.45 7.55 7.63
82 7.33 7.44 7.54 7.64 7.73 7.82
83 7.52 7.62 7.73 7.82 7.91 7.99
84 7.70 7.81 7.91 8.00 8.08 8.16
85 7.88 7.99 8.08 8.17 8.25 8.32
- --------------------------------------------------------------------------------------------------------------------------
</TABLE>
Rates for other ages are available upon request.
*Age on birthday nearest the due date of the first payment.
The first income payment is payable on the effective date of this Option.
- --------------------------------------------------------------------------------
Page 29
<PAGE>
<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------------
OPTION 6. JOINT LIFE INCOME WITH REDUCED PAYMENTS
TO SURVIVOR - PAYMENT OPTION RATES
- ---------------------------------------------------------------------------------------------------------------------
MONTHLY LIFE INCOME PER $1,000 OF AMOUNT APPLIED
MALE1 & MALE2
- ---------------------------------------------------------------------------------------------------------------------
MALE2 IS YOUNGER THAN MALE1 BY:
MALE1 --------------------------------------------------------------------------------------------------------
AGE* 10 Yrs. 9 Yrs. 8 Yrs. 7 Yrs. 6 Yrs. 5 Yrs. 4 Yrs. 3 Yrs. 2 Yrs. 1 Yr.
- ------------ --------- ---------- --------- ---------- --------- ---------- --------- ---------- ---------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
60 $4.06 $4.09 $4.13 $4.17 $4.20 $4.24 $4.28 $4.33 $4.37 $4.41
61 4.12 4.16 4.20 4.24 4.28 4.32 4.36 4.41 4.45 4.50
62 4.20 4.24 4.28 4.32 4.36 4.41 4.45 4.50 4.54 4.59
63 4.27 4.31 4.36 4.40 4.45 4.49 4.54 4.59 4.64 4.69
64 4.35 4.39 4.44 4.49 4.53 4.58 4.63 4.69 4.74 4.79
65 4.43 4.48 4.53 4.58 4.63 4.68 4.73 4.79 4.84 4.90
66 4.52 4.57 4.62 4.67 4.73 4.78 4.84 4.90 4.95 5.01
67 4.61 4.66 4.72 4.77 4.83 4.89 4.95 5.01 5.07 5.13
68 4.71 4.76 4.82 4.88 4.94 5.00 5.06 5.13 5.19 5.26
69 4.81 4.87 4.93 4.99 5.05 5.12 5.19 5.25 5.32 5.39
70 4.91 4.98 5.04 5.11 5.17 5.24 5.31 5.38 5.46 5.53
71 5.02 5.09 5.16 5.23 5.30 5.37 5.45 5.52 5.59 5.67
72 5.14 5.21 5.28 5.36 5.43 5.51 5.58 5.66 5.74 5.82
73 5.26 5.33 5.41 5.49 5.57 5.65 5.73 5.81 5.89 5.97
74 5.39 5.47 5.55 5.63 5.71 5.79 5.88 5.96 6.04 6.13
75 5.52 5.60 5.69 5.77 5.86 5.95 6.03 6.12 6.21 6.29
=====================================================================================================================
<CAPTION>
MALE2 IS OLDER THAN MALE1 BY:
MALE1 --------------------------------------------------------------------------------------------------------
AGE* SAME AGE 1 Yr. 2 Yrs. 3 Yrs. 4 Yrs. 5 Yrs.
- ------------ ---------------- ----------------- ---------------- ----------------- ----------------- ----------------
<S> <C> <C> <C> <C> <C> <C>
60 $4.45 $4.50 $4.54 $4.59 $4.63 $4.68
61 4.54 4.59 4.64 4.69 4.73 4.78
62 4.64 4.69 4.74 4.79 4.84 4.89
63 4.74 4.79 4.84 4.90 4.95 5.00
64 4.85 4.90 4.95 5.01 5.06 5.12
65 4.96 5.01 5.07 5.13 5.19 5.24
66 5.07 5.13 5.19 5.25 5.31 5.37
67 5.20 5.26 5.32 5.38 5.45 5.51
68 5.32 5.39 5.46 5.52 5.58 5.65
69 5.46 5.53 5.59 5.66 5.73 5.79
70 5.60 5.67 5.74 5.81 5.88 5.95
71 5.74 5.82 5.89 5.96 6.03 6.10
72 5.89 5.97 6.04 6.12 6.19 6.26
73 6.05 6.13 6.21 6.28 6.36 6.43
74 6.21 6.29 6.37 6.45 6.53 6.60
75 6.38 6.46 6.54 6.62 6.70 6.77
- ---------------------------------------------------------------------------------------------------------------------
</TABLE>
Rates for other ages are available upon request.
*Age on birthday nearest the due date of the first payment.
The first income payment is payable on the effective date of this Option.
- --------------------------------------------------------------------------------
Page 30
<PAGE>
<TABLE>
<CAPTION>
----------------------------------------------------------------------------------------------------------------------
OPTION 6. JOINT LIFE INCOME WITH REDUCED PAYMENTS
TO SURVIVOR - PAYMENT OPTION RATES
----------------------------------------------------------------------------------------------------------------------
MONTHLY LIFE INCOME PER $1,000 OF AMOUNT APPLIED
FEMALE1 & FEMALE2
----------------------------------------------------------------------------------------------------------------------
FEMALE2 IS YOUNGER THAN FEMALE1 BY:
FEMALE1 ------------------------------------------------------------------------------------------------------------
AGE* 10 Yrs. 9 Yrs. 8 Yrs. 7 Yrs. 6 Yrs. 5 Yrs. 4 Yrs. 3 Yrs. 2 Yrs. 1 Yr.
----------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
60 $3.76 $3.79 $3.82 $3.85 $3.88 $3.91 $3.95 $3.98 $4.01 $4.05
61 3.82 3.85 3.88 3.91 3.94 3.98 4.01 4.05 4.08 4.12
62 3.88 3.91 3.94 3.98 4.01 4.05 4.08 4.12 4.16 4.20
63 3.94 3.97 4.01 4.04 4.08 4.12 4.16 4.19 4.23 4.28
64 4.00 4.04 4.07 4.11 4.15 4.19 4.23 4.27 4.32 4.36
65 4.07 4.11 4.15 4.19 4.23 4.27 4.31 4.36 4.40 4.45
66 4.14 4.18 4.22 4.27 4.31 4.35 4.40 4.45 4.50 4.54
67 4.22 4.26 4.30 4.35 4.40 4.44 4.49 4.54 4.59 4.64
68 4.30 4.34 4.39 4.44 4.49 4.54 4.59 4.64 4.70 4.75
69 4.38 4.43 4.48 4.53 4.58 4.64 4.69 4.75 4.80 4.86
70 4.47 4.52 4.57 4.63 4.68 4.74 4.80 4.86 4.92 4.98
71 4.56 4.62 4.67 4.73 4.79 4.85 4.91 4.98 5.04 5.11
72 4.66 4.72 4.78 4.84 4.91 4.97 5.04 5.10 5.17 5.24
73 4.77 4.83 4.89 4.96 5.03 5.09 5.16 5.24 5.31 5.38
74 4.88 4.94 5.01 5.08 5.15 5.23 5.30 5.38 5.45 5.53
75 4.99 5.06 5.14 5.21 5.29 5.36 5.44 5.52 5.60 5.69
======================================================================================================================
<CAPTION>
FEMALE2 IS OLDER THAN FEMALE1 BY:
FEMALE1 ------------------------------------------------------------------------------------------------------------
AGE* SAME AGE 1 Yr. 2 Yrs. 3 Yrs. 4 Yrs. 5 Yrs.
----------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
60 $4.08 $4.12 $4.16 $4.19 $4.23 $4.27
61 4.16 4.20 4.23 4.27 4.31 4.35
62 4.24 4.28 4.32 4.36 4.40 4.44
63 4.32 4.36 4.40 4.45 4.49 4.54
64 4.40 4.45 4.50 4.54 4.59 4.64
65 4.50 4.54 4.59 4.64 4.69 4.74
66 4.59 4.64 4.70 4.75 4.80 4.85
67 4.70 4.75 4.80 4.86 4.91 4.97
68 4.81 4.86 4.92 4.98 5.04 5.09
69 4.92 4.98 5.04 5.10 5.16 5.23
70 5.04 5.11 5.17 5.24 5.30 5.36
71 5.17 5.24 5.31 5.38 5.44 5.51
72 5.31 5.38 5.45 5.52 5.59 5.66
73 5.46 5.53 5.60 5.68 5.75 5.82
74 5.61 5.69 5.76 5.84 5.92 5.99
75 5.77 5.58 5.93 6.01 6.09 6.16
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>
Rates for other ages are available upon request.
*Age on birthday nearest the due date of the first payment.
The first income payment is payable on the effective date of this Option.
- --------------------------------------------------------------------------------
Page 31
<PAGE>
[MASS MUTUAL LOGO APPEARS HERE] Massachusetts Mutual. Life Insurance Company
1295 State Street
Springfield, Massachusetts 01111-0001
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
- --------------------------------------------------------------------------------
This Policy provides that:
A death benefit is payable when both Insureds have died.
Within specified limits, flexible premiums may be paid while either Insured is
living. Annual dividends may be paid.
Notice Of Annual Meeting
The Insured is hereby notified that by virtue of this policy he or she is a
member of Massachusetts Mutual Life Insurance Company and is entitled to vote
either in person or by proxy at any and all meetings of said Company. The annual
meetings are held at its Home Office, In Springfield, Massachusetts, on the
second Wednesday in April of each year at 2 o'clock p.m.
<PAGE>
[THIS PAGE INTENTIONALLY LEFT BLANK]
<PAGE>
Estate Protection Rider
This rider provides a level amount of survivorship term life insurance on the
lives of the Insureds. We discuss this rider, and the rules that apply to it, in
the provisions that follow.
Rider Part Of This rider is made a part of this policy as of its
Policy Rider Issue Date, in return for the application and
the payment of monthly rider charges. The Rider Issue
Date is shown in the Policy Specifications for this
rider. Monthly rider charges are discussed later in
this rider. This rider is in force from the Rider
Issue Date or, if later, the date the first premium
under this policy is paid. All the provisions of this
policy apply to this rider, except for those that are
inconsistent with this rider.
Rider Benefit This rider provides a death benefit equal to the
rider death benefit. If both Insureds die while this
rider is in force and before the Rider Expiration
Date, we will add the rider death benefit to the
death benefit provided by this policy. The Rider
Expiration Date is shown in the Policy Specifications
for this rider.
Rider Death On the Rider Issue Date, the rider death benefit is
Benefit equal to the Initial Rider Face Amount shown in the
Policy Specifications for this rider. So long as the
Face Amount of this policy is not decreased for any
reason to an amount less than the policy Initial Face
Amount, the rider death benefit will not change.
However, if the policy Face Amount decreases to an
amount less than the Initial Face Amount, the rider
death benefit will automatically be decreased to an
amount equal to the Initial Rider Face Amount
multiplied by the result of (a) divided by (b),
where:
(a) Is the policy Face Amount after the decrease; and
(b) Is the policy Initial Face Amount.
A decrease in the rider death benefit will be
effective on the same date as the decrease in the
policy Face Amount.
The rider death benefit cannot be increased.
Rider Charges Each month while this rider is in force, the
maximum rider charge equals the rider death benefit,
divided by 1,000, then multiplied by the Maximum
Monthly Rider Charge Rate for the Attained Age of the
younger Insured. These rates are shown in the Policy
Specifications for this rider.
In determining the monthly rider charges, we may use
rates lower than the Maximum Monthly Rider Charge
Rates. Such lower rates will apply to all individuals
in the same class as the Insureds.
Misstatement Of If the date of birth or gender of either Insured as
Age Or Gender given in the application for this rider is not
correct, the rider death benefit will be adjusted.
The adjustment will reflect the amount provided by
the most recent monthly rider charge using the
correct ages and genders. In addition, if the
adjustment is made before the second death, monthly
rider charges after the adjustment will be based on
the correct ages and genders.
Page 1
<PAGE>
Termination Of While monthly charges for this rider are being
This Rider deducted from the account value of this policy, this
rider will continue in force to, but not including,
the Rider Expiration Date shown in the Policy
Specifications for this rider. However, this rider
will end automatically before that Date at the time
either of the following occurs:
. Change of this policy to a different policy under
which this rider is not available; or
. Termination of this policy for any other reason.
Once this rider terminates, it may not be reinstated.
Cancellation Of This rider may be cancelled by the Owner's written
This Rider request. Such cancellation will take effect on the
policy Monthly Charge Date that is on, or next
follows, the date we receive the written request.
Insurance under this rider will continue to, but not
including, the effective date of cancellation.
MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
/s/ John J. Pajak /s/ Thomas J. Finnegan, Jr.
PRESIDENT SECRETARY
Page 2
<PAGE>
- --------------------------------------------------------------------------------
POLICY SPECIFICATIONS
ESTATE PROTECTION RIDER
- --------------------------------------------------------------------------------
POLICY NUMBER: 123456789
INSURED NO. 1: JANE C. DOE
RIDER ISSUE AGE AND GENDER: 35 FEMALE
RISK CLASS: PREFERRED NON-TOBACCO
INSURED NO. 2: JOHN A. DOE
RIDER ISSUE AGE AND GENDER: 35 MALE
RISK CLASS: PREFERRED NON-TOBACCO
RIDER DATE: JULY 1, 1998
RIDER ISSUE DATE: JULY 1, 1998
RIDER EXPIRATION DATE: JULY 1, 2002
INITIAL RIDER FACE AMOUNT: $100,000
TABLE OF MAXIMUM MONTHLY RIDER CHARGE RATES
PER THOUSAND OF RIDER DEATH BENEFIT
<TABLE>
<CAPTION>
ATTAINED AGE OF
THE YOUNGER INSURED MONTHLY RATE
------------------- ------------
<S> <C>
35 0.000200
36 0.000700
37 0.001300
38 0.002000
</TABLE>
<PAGE>
Policy Split Option Rider
This rider provides the right to exchange this policy for two new policies, one
on the life of each Insured, if certain conditions are met. We discuss this
rider, and the rules that apply to it, in the provisions that follow.
Rider Part Of This rider is made a part of this policy. The rider is in
Policy force from the Issue Date of the policy or, if later, the date
the first premium under this policy is paid. All the
provisions of this policy apply to this rider, except for
those that are inconsistent with this rider.
Rider Benefit Subject to the provisions of this rider, this policy may be
exchanged for two new life insurance policies, one on the life
of each Insured. This right to exchange will be available for
the six-month period beginning on:
1. The date six months after the effective date of a final
decree of divorce, issued by a court of competent
jurisdiction, ending the Insureds' marriage to each other,
if the decree:
. First becomes effective at least one year after the
policy Issue Date; and
. Remains in effect during the entire six-month period
after it first becomes effective; or
2. The date that either:
. Section 2056 of the Internal Revenue Code (I.R.C.) is
nullified or amended to eliminate or reduce the
Insureds' federal estate tax marital deduction; or
. The maximum federal estate tax rate given in I.R.C.
Section 2001 is reduced to a rate no more than one-half
the rate in effect on the Issue Date of this policy; or
3. If this policy is owned by a corporation or partnership,
the effective date that the corporation or partnership
dissolves.
For the I.R.C. changes discussed in item 2 above, the six-
month period will begin on the effective date of the change
or, if later, the date the change is signed into law.
Policy Split The face amount of each new policy will be one-half the Face
Method Amount of this policy at the time of the split.
The policy date of each new policy will be the Date of
Exchange (discussed later in this rider). The issue age for
each will be the age of the policy Insured on the birthday
nearest that policy date. For each new policy, the risk class
will be the one we deem comparable to the highest risk class
for that Insured under this policy. Each new policy may
include benefit riders comparable to any included with this
policy only with our consent.
The policy split option is allowed under either of two plans,
described below in this provision. Each new policy may be
issued under either plan.
Plan 1 - Fixed Premium Permanent Life Policy. The new
policy will be a fixed premium permanent life
insurance policy offered for the Insured on the Date
of Exchange by us or one of our affiliates. All
premiums, rates, and other values will be based on the
policy date of the new policy and the life and risk
class of the policy Insured.
Page 1
<PAGE>
Plan 2 - Flexible Premium Adjustable Life Policy. The
new policy will be a flexible premium adjustable life
insurance policy offered for the Insured on the Date
of Exchange by us or one of our affiliates. The death
benefit option will be the same as for this policy.
All premiums, monthly charges, and surrender charges
will be based on the policy date of the new policy and
the life and risk class of the policy Insured. A new
policy under Plan 2 will not be available for an
Insured if that Insured's issue age under the new
policy would exceed 80.
Payment of the first premium for each new policy is required
before the exchange can be completed. If this policy has any
net surrender value, it will be applied to reduce the premiums
for the first year under the new policies. Any net surrender
value not needed for this purpose will be paid in cash when
the exchange is complete.
Date Of The Date of Exchange will be the Monthly Charge Date that is
Exchange on, or next follows, the later of:
. The date we approve both applications for exchange; and
. The date we have received, at our Administrative Office,
the first premiums due under both new policies.
Example: The Monthly Charge Date is the 10th of each month. We
approve the applications for exchange on May 5, 19X8.
The first premiums for the new policies are paid on
May 15, 19X8. The Date of Exchange will be June 10,
19X8.
This policy will continue in force to, but not including, the
Date of Exchange.
Requirements To make an exchange, all of the following conditions must be
For Exchange met as of the Date of Exchange:
1. This policy and rider are in force; and
2. Both Insureds are living; and
3. For each new policy, the Owner of that policy must have an
insurable interest in the life of the Insured; and
4. The Attained Age of each Insured is lower than 85; and
5. The face amount and premium for each new policy must meet
our published minimum limits; and
6. The highest risk class under this policy for each Insured
must not be higher than the highest risk class available
under the new policy for that Insured. If we determine that
the highest risk class of any coverage under this policy
for either Insured is higher than the highest risk class
available under the new policy for that Insured, exchange
under this rider will not be allowed.
Before the exchange can become effective, we require:
1. For each new policy, a written application for exchange,
received by us at our Home Office; and
2. Evidence, satisfactory to us, that both Insureds are living
and that the Owner of each new policy has an insurable
interest in the life of the Insured under the policy; and
3. Evidence, satisfactory to us, of:
. Divorce of the Insureds, if that is the reason for the
exchange; or
. Dissolution of the corporation or partnership owning
this policy, if that is the reason for the exchange;
and
4. Payment to us of the first premium due under both new
policies.
No other evidence of insurability will be required.
Page 2
<PAGE>
The New Insurance under each new policy will be effective as of the
Policies Date of Exchange.
After exchange, each new policy will be considered to have
been issued as of its policy date. However, it will be
modified to show that the contestable and suicide periods will
be measured from the date(s) applicable under this policy.
Each new policy for an Insured will be subject to any
limitations of risk with respect to that Insured under this
policy and subject to any assignments outstanding against this
policy.
Termination Of This rider will continue in force until the time any of the
This Rider following occurs:
. The Policy Anniversary Date on which the Attained Age of
the older Insured becomes 85; or
. Death of the first Insured to die; or
. Exchange of this policy for two new policies under the
terms of this rider; or
. Change of this policy to a different policy under which
this rider is not available; or
. Termination of this policy for any other reason.
MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
/s/ John J. Pajak /s/ Thomas J. Finnegan, Jr.
PRESIDENT SECRETARY
Page 3
<PAGE>
EXHIBIT 99.2
December 5, 1997
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111
RE: Registration Statement
filed on Form S-6
Ladies and Gentlemen:
This opinion is furnished in connection with the filing of Registration
Statement under the Securities Act of 1933 for Massachusetts Mutual Life
Insurance Company's ("MassMutual") Survivorship Flexible Premium Adjustable
Variable Life Insurance Policies (the "Policies"). Massachusetts Mutual Variable
Life Separate Account I issues the Policies.
As 2nd Vice President & Associate General Counsel for MassMutual, I provide
legal advice to MassMutual in connection with the operation of its variable
products. In such role I am familiar with the filing for the Policies. In so
acting, I have made such examination of the law and examined such records and
documents as in my judgment are necessary or appropriate to enable me to render
the opinion expressed below. I am of the following opinion:
1. MassMutual is a valid and subsisting corporation, organized and operated
under the laws of the Commonwealth of Massachusetts and is subject to
regulation by the Massachusetts Commissioner of Insurance.
2. Massachusetts Mutual Variable Life Separate Account I is a separate account
validly established and maintained by MassMutual in accordance with
Massachusetts law.
3. All of the prescribed corporate procedures for the issuance of the Policies
have been followed, and all applicable state laws have been complied with.
I hereby consent to the use of this opinion as an exhibit to this filing.
Very truly yours,
/s/ Richard M. Howe
-------------------------
Richard M. Howe
2nd Vice President & Associate General Counsel
<PAGE>
EXHIBIT 99.C.6
December 5, 1997
Massachusetts Mutual Life Insurance Company
1295 State Street
Springfield, MA 01111
Ladies and Gentlemen:
This opinion is furnished in connection with Registration Statement for
Massachusetts Mutual Life Insurance Company's Survivorship Flexible Premium
Adjustable Variable Life Insurance Policies (the "Policies") under the
Securities Act of 1933. The prospectus included in the filing describes the
Policies. I am familiar with the forms of the Policies and the prospectus.
In my opinion, the illustrations of benefits under the Policies included in the
section entitled "Illustrations" in Appendix A of the prospectus, based on the
assumptions stated in the illustrations, are consistent with the provisions of
the respective forms of the Policies. The age selected in the illustrations is
representative of the manner in which the Policies operate.
I hereby consent to the use of this opinion as an exhibit to Registration
Statement filing and to the reference of my name under the heading "Experts" in
the prospectus.
Sincerely,
/s/ Craig Waddington
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Craig Waddington, FSA, MAAA
Vice President and Actuary
