<PAGE>
Registration No. ______________
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
INITIAL FILING TO
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:
E. Title of Securities being registered: Survivorship Flexible Premium
Adjustable Variable Life Insurance
Policy
F. Approximate date of proposed as soon as practicable after the
Public offering: effective date of this Registration
Statement.
Pursuant to Rule 24-F-2 of the Investment Company Act of 1940, 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, 1998 was filed on February 20, 1999.
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.
<PAGE>
CROSS REFERENCE TO ITEMS REQUIRED
BY FORM N-8B-2
Item No. of
Form N-8B-2 Caption
- ----------- -------
1 Cover Page; The Separate Account.
2 Cover Page.
3 Cover Page.
4 Sales and Other Agreements.
5 The Separate Account.
6 Not Applicable.
7 Not Applicable.
8 Appendix F. Financial Statement.
9 Legal Proceedings.
10 Detailed Description of Policy Features; Investment Options; Other
Policy Information.
11 Investment Options.
12 Investment Options; Sales and Other Agreements.
13 Introduction; Detailed Description of Policy Features.
14 Detailed description of Policy Features.
15 Premiums; Exhibit 99(11).
16 Introduction; The Separate Account.
17 Detailed description of Policy Features; Exhibit 99(11).
18 The Separate Account.
19 Other Information.
20 Not Applicable.
21 Policy Loan Privilege.
22 Not Applicable.
23 Bonding Arrangement.
24 Detailed Description of Policy Features; Other Information; Investment
Options.
25 Other Information.
26 Other Information; The Investment Options.
27 Other Information.
28 Appendix E: Directors and Executive Officers.
29 Other Information.
30 Other Information.
2
<PAGE>
CROSS REFERENCE TO ITEMS REQUIRED
BY FORM N-8B-2
Item No. of
Form N-8B-2 Caption
- ----------- -------
31 Not Applicable.
32 Not Applicable.
33 Not Applicable.
34 Not Applicable.
35 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.
41 Sales and Other Agreements.
42 Not Applicable.
43 Sales and Other Agreements.
44 The Separate Account.
45 Not Applicable.
46 Account Value and Net Surrender Value; The Separate Account.
47 The Separate Account.
48 Not Applicable.
49 Not Applicable.
50 Not Applicable.
51 Detailed Description of Policy Features; Other Policy Information.
52 Investment Options.
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)
3
<PAGE>
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy*
Issued by Massachusetts Mutual Life Insurance Company
This prospectus describes a survivorship life insurance policy (the "policy")
offered by Massachusetts Mutual Life Insurance Company ("MassMutual"). While the
policy is in force, it provides lifetime insurance protection on the two
Insureds named in the policy. It pays a death benefit at the death of the
surviving Insured (the "second death").
In this prospectus, "you" and "your" refer to the Owner of the policy. "We,"
"us," and "our" refer to MassMutual.
The policy provides premium payment and death benefit flexibility. It permits
you to vary the frequency and amount of premium payments and to increase or
decrease the death benefit. This flexibility allows you to meet changing
insurance needs under a single insurance policy.
You may allocate net premiums and account value among the divisions of the
Separate Account offered under this policy and a Guaranteed Principal Account
(the "GPA"). Each division invests in shares of a designated investment fund.
Currently, the funds listed at right are available under this policy.
You bear the investment risk of any account value allocated to the investment
funds. The death benefit may vary, and the net surrender value will vary,
depending on the investment performance of the funds.
This policy is not a deposit or obligation of, or guaranteed or endorsed by, any
financial institution. It is not insured by the Federal Deposit Insurance
Corporation, the Federal Reserve Board, or any other federal agency. It is also
subject to investment risks, including loss of the principal amount invested.
We service the policy at our Administrative Office located at 1295 State Street,
Springfield, Massachusetts 01111-0001. Our telephone number is (413) 788-8411.
Our Home Office is located in Springfield, Massachusetts.
This policy provides insurance protection. It is not a way to invest in mutual
funds. Replacing an existing life insurance policy with this policy may not be
to your advantage.
Please read this prospectus and keep it for further reference.
This prospectus is not an offer to sell the policy in any jurisdiction where it
is illegal to offer the policy or to anyone to whom it is illegal to offer the
policy.
*Title may vary in some jurisdictions.
MML Series Investment Fund
- --------------------------
MML Equity Fund
MML Money Market Fund
MML Managed Bond Fund
MML Blend Fund
MML Equity Index Fund
MML Small Cap Value Equity Fund
MML Growth Equity Fund
MML Small Cap Growth Equity Fund
Oppenheimer Variable Account Funds
- -----------------------------------
Oppenheimer Aggressive Growth Fund/VA
Oppenheimer Global Securities Fund/VA
Oppenheimer Capital Appreciation Fund/VA
Oppenheimer Strategic Bond Fund/VA
Oppenheimer Main Street Growth & Income Fund/VA
Oppenheimer High Income Fund/VA
Oppenheimer Bond Fund/VA
Variable Insurance Products Fund II
- -----------------------------------
Fidelity's VIP II Contrafund(R) Portfolio
T. Rowe Price Equity Series, Inc.
- ---------------------------------
T. Rowe Price Mid-Cap Growth Portfolio
American Century Variable Portfolios, Inc.
- ------------------------------------------
American Century's VP Income & Growth Fund
BT Insurance Funds
- -------------------
Bankers Trust's Small Cap Index Fund
Goldman Sachs Variable Insurance Trust
- --------------------------------------
Goldman Sachs Capital Growth Fund
Janus Aspen Series
- ------------------
Janus Aspen Capital Appreciation Portfolio
Janus Aspen Worldwide Growth Portfolio
Templeton Variable Product Series Fund
- --------------------------------------
Templeton International Fund
Neither the United States Securities and Exchange Commission nor any state
securities commission has approved this prospectus or determined that it is
accurate or complete. Any representation to the contrary is a criminal offense.
This prospectus is valid only when accompanied by the prospectuses for the
investment funds. The Securities and Exchange Commission maintains a Web site
(http://www.sec.gov) that contains material incorporated by reference and other
information regarding registrants that is filed with the Commission.
EFFECTIVE FEBRUARY, 2000
<PAGE>
Table of Contents
I. INTRODUCTION .................................................3
II. DETAILED DESCRIPTION OF
POLICY FEATURES
Purchasing the Policy .......................................6
Death Benefit ...............................................6
Premiums ....................................................8
Transfers ...................................................9
Policy Termination and Reinstatement .......................10
Charges and Deductions .....................................11
Deductions from Premiums ...................................11
Monthly Charges Against the
Account Value .............................................11
Daily Charges Against the
Separate Account ..........................................12
Surrender Charges ..........................................12
Other Charges ..............................................12
Special Circumstances ......................................12
Account Value and Net
Surrender Value ...........................................13
Policy Loan Privilege ......................................14
III. INVESTMENT OPTIONS
The Guaranteed Principal Account ...........................16
The Separate Account .......................................16
Fund Profiles ..............................................17
The Funds ..................................................19
The Investment Advisers ....................................12
IV. OTHER POLICY INFORMATION
When We Pay Proceeds .......................................24
Payment Options ............................................24
Beneficiary ................................................25
Assignment .................................................25
Limits on Our Right to Challenge
the Policy ................................................25
Error of Age or Gender .....................................26
Suicide ....................................................26
Additional Benefits You Can Get
by Rider ..................................................26
Sales and Other Agreements .................................26
V. OTHER INFORMATION
MassMutual..................................................28
Annual Reports..............................................28
Federal Income Tax Considerations...........................28
Your Voting Rights..........................................30
Reservation of Rights.......................................30
Bonding Arrangement.........................................31
Legal Proceedings...........................................31
Year 2000...................................................31
Experts.....................................................31
Appendix A
Definition of Terms ........................................32
Appendix B
Examples of Death Benefit
Option Changes ...........................................34
Appendix C
Rates of Return.............................................36
Appendix D
Illustration of Death Benefits,
Net Surrender Values, and
Accumulated Premiums .....................................40
Appendix E
Directors of MassMutual ....................................53
Executive Vice Presidents ..................................55
Appendix F
Financial Statements .....................................FF-1
2 Table of Contents
<PAGE>
I. Introduction
Please refer to Appendix A, Glossary for definitions of the terms contained in
this prospectus.
You should consult your policy for more information about its terms and
conditions, and for any state-specific variations that may apply to your policy.
These variations will depend on the "contract state" of your policy; it is
usually the state or other jurisdiction in which you live.
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.
There is no fixed schedule of premium payments. You may establish a schedule of
premium payments ("planned premium payments"), but if a planned premium payment
is not made the policy will not necessarily terminate. If planned premium
payments are made they do not guarantee a policy will remain in force. The
policy allows you to match premium payments to your income flows or other
financial decisions.
You may increase or decrease the death benefit and change the Death Benefit
Option under the policy. Further, the death benefit may vary, and the net
surrender value will vary, with the investment experience of the investment
funds in which an Owner has account value. The GPA interest rate is declared and
guaranteed each calendar year. This guaranteed calendar-year rate will not be
less than 3%; it may be greater than 3%. We may credit interest periodically at
rates that exceed this guaranteed rate.
The following diagram summarizes how the policy works.
<TABLE>
<S> <C> <C>
HOW THE POLICY WORKS
Premium Payment
We deduct a premium
expense charge from each premium
payment (graphic arrow to "Net
Premium")
Net Premium
We allocate the net premium and
account value among the
divisions of the Separate Account
and the GPA based on the
percentages you have chosen
Investment Earnings (graphic arrow to "Account Account Value Charges
Value")
Each day we credit or debit the ----------------------------------- Each month we deduct for
investment earnings or losses of the administrative, insurance, and
divisions of the Separate Account less Account Value rider expenses.
fund investment management fees
and separate account fees. You determine how the account Owner Access to
(graphic arrow to "Account Value") value is allocated among the Account Value
available investment options. You may access account values
(graphic arrows to "Account through loans and withdrawals
We also credit interest on values Value Charges", "Owner Access after the first Policy Year.
in the GPA. to Account Value", "Death
Benefit", "Policy Surrender")
-----------------------------------
Death Benefit Policy Surrender
You have a choice of three Death During the first 14 years of coverage,
Benefit Options. You can change the if you surrender all of your coverage or
Option at a later date. decrease your policy Face Amount, we
deduct a surrender charge from any
amount we pay you.
</TABLE>
Introduction 3
<PAGE>
All expense charges and deductions are described in Charges and Deductions in
Part II.
A summary of the product and separate account charges follows.
<TABLE>
<CAPTION>
CURRENT RATE GUARANTEED RATE
- ----------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
Premium Expense Charge All Coverage Years: 8.5% of premium up All Coverage Years: 10.5% of premium up to
to Premium Expense Factor; 3% of premium Premium Expense Factor; 7.5% of premium
over Premium Expense Factor. over Premium Expense Factor.
- ----------------------------------------------------------------------------------------------------------------------
Administrative Charge Policy Years 1-10: $12 per month per All Policy Years: $12 per month per
policy. policy.
Policy Years 11+: $8 per month per policy.
- ----------------------------------------------------------------------------------------------------------------------
Face Amount Charge A rate that varies by the Issue Ages, A rate that varies by the Issue Ages,
genders, and risk classifications of the genders, and risk classifications of the
Insureds, and the year of coverage. The Insureds, and the year of coverage. The
monthly rate, per $1,000 of Face Amount, monthly rate, per $1,000 of Face Amount,
ranges from: ranges from:
Coverage Years 1-10: $0.05 to $0.17 Coverage Years 1-10: $0.08 to $0.20
Coverage Years 11+: $0.00 Coverage Years 11+: $0.00
- ----------------------------------------------------------------------------------------------------------------------
Insurance Charges A per-thousand rate applied to the For standard risks, the guaranteed cost
insurance risk each month. The rate of insurance rates are based on the
varies by the Issue Ages, genders, and Commissioners 1980 Standard Ordinary
risk classifications of the Insureds, (CSO) Mortality Tables.
and the year of coverage.
- ----------------------------------------------------------------------------------------------------------------------
Mortality and Expense All Policy Years: 0.25% on an annual All Policy Years: 0.60% on an annual
Risk Charge basis of daily net asset value of the basis of daily net asset value of the
Separate Account. Separate Account.
- ----------------------------------------------------------------------------------------------------------------------
Investment Management (See separate table on next page.)
Fees and Other Expenses
- ----------------------------------------------------------------------------------------------------------------------
Loan Rate Expense Charge Policy Years 1-10: 0.50% of loaned All Policy Years: 0.80% of loaned amount.
amount.
Policy Years 11+: 0.25% of loaned amount.
- ----------------------------------------------------------------------------------------------------------------------
Withdrawal Fee $25 $25
- ----------------------------------------------------------------------------------------------------------------------
Surrender Charges Coverage Years 1-5: Based on the Coverage Years 1-5: Based on the
Target Premium (but not to exceed Target Premium (but not to exceed $45
$45 per thousand of Face Amount). per thousand of Face Amount).
Coverage Years 6-14: The preceding year Coverage Years 6-14: The preceding year
surrender charge reduced by 10% of the surrender charge reduced by 10% of the
first-year surrender charge. first year-surrender charge.
- ----------------------------------------------------------------------------------------------------------------------
</TABLE>
The Premium Expense Factor referenced above is used to determine the premium
expense charge and sales compensation. The Premium Expense Factor is shown in
the policy; it can be quoted upon request before the policy is issued. Examples
of current Premium Expense Factors per $1,000 of Face Amount, for a Male and
Female, both Non-tobacco risk class, are: Both Age 25 - $2.48; Both Age 55 -
$11.45; Both Age 85- $58.32. The Premium Expense Factor for your policy will be
based on the Issue Ages, genders, and risk classes of the Insureds, and on the
Face Amount.
The Target Premium referenced above is used to determine surrender charges.
Although the Target Premium is not shown in the policy, the surrender charges
are listed in the policy; they can be quoted upon request before the policy is
issued. Examples of current Target Premiums per $1,000 of Face Amount, for a
Male and Female, both Non-tobacco risk class, are: Both Age 25 - $2.48; Both Age
55 - $11.45; Both Age 85 - $58.32. The Target Premium for your policy will be
based on the Issue Ages, genders, and risk classes of the Insureds, and on the
Face Amount.
4 Introduction
<PAGE>
INVESTMENT MANAGEMENT FEES
AND OTHER EXPENSES
Total fund operating expenses expressed as a percentage of average net assets
for the year ended December 31, 1998.
<TABLE>
<CAPTION>
Total Fund
Management Other Operating
Fund Name Fees Expenses Expenses
- ---------------------------------- -------------- ------------ --------------
<S> <C> <C> <C>
MML Equity Fund 0.37% 0.00% 0.37%
MML Money Market Fund 0.46% 0.03% 0.49%
MML Managed Bond Fund 0.45% 0.03% 0.48%
MML Blend Fund 0.37% 0.00% 0.37%
MML Equity Index Fund 0.30% 0.20% 0.50%
MML Small Cap Value Equity Fund 0.39% 0.05% 0.44%
MML Growth Equity
MML Small Cap Growth Equity
Oppenheimer Aggressive Growth Fund/VA 0.69% 0.02% 0.71%
Oppenheimer Global Securities Fund/VA 0.68% 0.06% 0.74%
Oppenheimer Capital Appreciation Fund/VA 0.72% 0.03% 0.75%
Oppenheimer Strategic Bond Fund/VA 0.74% 0.06% 0.80%
Oppenheimer Main Street Growth & Income Fund/VA
Oppenheimer High Income Fund/VA
Oppenheimer Bond Fund/VA
Fidelity's VIP II Contrafund(R) Portfolio* 0.59% 0.07% 0.66%
T. Rowe Price Mid-Cap Growth Portfolio 0.85% 0.00% 0.85%
American Century's VP Income & Growth Fund N/A N/A 0.70%
Bankers Trust's Small Cap Index
Goldman Sachs Capital Growth
Janus Aspen Capital Appreciation Growth Portfolio
Janus Aspen Worldwide Portfolio
Templeton International
- --------------------------------------------------------------------------------------------------------------------
</TABLE>
*A portion of the brokerage commissions that Contrafund pays was used to reduce
the Other Expenses for the Fund. In addition, Contrafund, or the investment
manager on behalf of the Fund, entered into an arrangement with a Fund custodian
whereby credits realized as a result of non-invested cash balances were used to
reduce custodian expenses. Without such reductions, the Other Expenses would
have been 0.11%, increasing the Total Fund Operating Expenses to 0.70%.
Introduction 5
<PAGE>
II. Detailed Description of Policy Features
Purchasing the Policy
To purchase a policy you must send a completed application to our Administrative
Office. The minimum Initial Face Amount of a policy is currently $100,000. The
policy can be issued for two Insureds where the older Insured is between the
ages of 18 and 90 inclusive, and the younger Insured is between the ages of 18
and 85 inclusive. Before issuing a policy, we will require evidence of
insurability. This usually will require a medical examination.
We determine whether to accept or reject the application for the policy and the
Insureds' risk classifications. If we do not accept the application, we will
refund any premium paid.
Coverage under the policy becomes effective on the Issue Date of the policy or,
if later, the date the first premium is paid. See Premiums for more about the
first premium. For the first premium to be paid, we must receive it in good
order.
Unisex Policy. Policies generally are issued with values that vary based on the
genders of the Insureds. Policies purchased as part of an employee benefit plan
may be "unisex"; that is, they have policy values that do not vary by gender.
References in the prospectus to sex-distinct policy values are not applicable to
unisex policies. Upon request we will provide you illustrations showing the
effect of unisex rates on premiums, net surrender values and death benefits.
Right to Return the Policy. Once you receive your policy, you should review it
carefully. If you are not satisfied with your policy, you may cancel it within
10 days after you receive it. (This period of time may vary by state.)
To cancel the policy, return it to us at our Administrative Office, to the agent
who sold the policy, or to one of our agency offices. If you cancel your policy,
we will give you a refund.
In most states, this refund is the sum of:
(i) any premium paid for the policy; plus
(ii) any interest credited to the policy under the GPA; plus or minus
(iii) an amount reflecting the investment experience of the divisions of the
Separate Account under this policy to the date we receive the policy;
minus
(iv) any amounts withdrawn and any policy debt.
In other states, this refund is equal to any premium paid for the policy,
reduced by any amounts withdrawn and any policy debt.
Consult your policy to determine which refund applies under your policy. A few
states have variations of these two refund types.
Death Benefit
While the policy is in force, we will pay the death benefit to the named
Beneficiary at the second death. Although we normally will pay the death benefit
within seven days of receiving satisfactory proof of the Insureds' deaths, we
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 described in the
policy.
Minimum Death Benefit. In order to qualify as life insurance under Internal
Revenue Code ("IRC") Section 7702, the policy has a minimum death benefit
determined by one of two compliance tests. You choose the test when you apply
for the policy. You cannot change your choice of test after the policy is
issued.
Under one test, the Cash Value Test, the minimum death benefit is equal to a
percentage of the account value. The percentage depends on the genders (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 a percentage of the account value, but the percentage varies only by
the Attained Age of the younger Insured. The percentages are shown in the
policy.
6 Detailed Description of Policy Features
<PAGE>
Your choice of the Guideline Premium Test or the Cash Value Test will depend on
how you intend to pay premiums. In general, if you intend to pay premiums in
early policy years only, the Cash Value Test may be more appropriate. If you
intend to pay level premiums over a long period of years, the Guideline Premium
Test may be more appropriate. You should see policy illustrations of both
approaches to determine how the policy works under each approach, and which is
best for you.
Death Benefit Options. The death benefit is the benefit provided under the Death
Benefit Option in effect on the date of the second death. This benefit is
reduced by any outstanding policy debt and any due but unpaid premium needed to
avoid policy termination. You may choose one of three Death Benefit Options:
(a) Option 1 (a level amount option) or
(b) Options 2 or 3 (variable amount options).
You choose the Death Benefit Option in the application and you may change the
option at a later date subject to certain restrictions described in Changes in
Death Benefit Option.
The death benefit provided by Options 1, 2 and 3 is as follows.
Option 1 - The benefit 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 - The benefit 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 - The benefit is the greater of:
(a) the Face Amount plus the premiums paid less any premiums refunded under the
policy to the date of the second death; and
(b) the minimum death benefit on the date of the second death.
See Appendix B for examples of how changes in account value and the amount of
premiums paid may affect the death benefit of a policy.
Changes in Death Benefit Option. After the first Policy Year, you may change the
Death Benefit Option. You must provide a written application and you may have to
provide evidence that the Insureds still are insurable. The effective date of a
change will be the Monthly Charge Date on or preceding the date we approve the
change. A change in the Death Benefit Option will result in a change of the
policy Face Amount. The death benefit under the new Death Benefit Option will be
the same as the death benefit under the old Death Benefit Option at the time of
the change.
You cannot change the Death Benefit Option if:
1. the Face Amount is reduced to less than $100,000 as a result of the change,
2. the Attained Age of the younger Insured has reached 85, or of the older
has reached 90; or
3. only one of the Insureds is alive.
When the policy Face Amount changes as a result of a change in the Death Benefit
Option, the monthly charges also will change. The change in Face Amount also may
change the charges for certain additional benefits. The change in Face Amount
will not change the policy surrender charge.
For examples of Death Benefit Option changes and how they impact the contract,
see Appendix B.
Changes in Face Amount. You may request an increase or decrease in the Face
Amount by submitting a written request for a change of Face Amount to our
Administrative Office. The Face Amount change will be effective on the Monthly
Charge Date on or preceding our approval of the request.
Increases in Face Amount. You must provide us with a written application and
evidence the Insureds still are insurable to increase your Face Amount. An
increase may not be less than $50,000. You may not increase the Face Amount of
the policy after the younger Insured reaches Attained Age 85, or , if earlier,
after the older Insured reaches Attained Age 90.
If you increase the policy Face Amount, the monthly charges will increase.
Decreases in Face Amount. After the first Policy Year, you may decrease the
policy Face
Detailed Description of Policy Features 7
<PAGE>
Amount at any time (except during the 12-month period following a Face Amount
increase). You must send a written request to us. You may not decrease the Face
Amount if the decrease would result in a Face Amount of less than $100,000.
If you decrease the Face Amount, a surrender charge may apply. We will deduct
surrender charges 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 of the most recent increase; then
(b) the Face Amounts of the next most recent increases successively; and last
(c) the Initial Face Amount.
If you decrease the Face Amount the monthly charges deducted from the account
value will decrease.
If you decrease the Face Amount, the policy may become a "modified endowment
contract" under federal tax law. Consult your tax adviser. (See also Modified
Endowment Contracts in Part V.)
Premiums
The first premium must be paid before the policy can become effective.
Thereafter, within limits you may make premium payments at any time and in any
amount. Net premiums are allocated to the account value as you choose.
First Premium. Generally, you determine the first premium you want to pay for
the policy; but it must be at least equal to the minimum initial premium. The
minimum initial premium depends on your chosen premium frequency, Initial Face
Amount and Death Benefit Option, and on the Issue Age, gender, and risk
classification of each Insured.
Planned Premiums. When applying for the policy, you select the planned premium
amount and the payment frequency (annual, semiannual, quarterly, or monthly
check service). The planned premium must be at least $20. The amount of the
planned premium and the payment frequency you select are shown in the policy. We
will send you premium notices based on your selections. To change the amount and
frequency of planned premiums, send a written notice to us at our Administrative
Office.
If a planned premium payment is not made, the policy will not necessarily
terminate. Conversely, making planned premium payments does not guarantee the
policy will remain in force. To keep the policy in force, you must either have a
sufficient account value or meet the safety test. See Grace Period and
Termination.
Premium Payments and Flexibility. After you have paid the first premium, within
limits you may pay any amount at any time while at least one Insured is living.
Send all premium payments to us either at our Administrative Office or at the
address shown on the premium notice.
You may elect to pay premiums by pre-authorized check. Under this procedure, we
automatically deduct premium payments each month from a bank account you
designate. We will not send a bill for these automatic payments.
Premium Limitations. The minimum premium payment is $20.
If you choose the Cash Value Test to qualify your policy as life insurance, the
maximum premium each Policy Year is the greatest of:
(a) an amount equal to $100 plus double the Premium Expense Factor for the
policy;
(b) the amount of premium paid in the preceding Policy Year; and
(c) the highest premium payment amount that would not increase the insurance
risk (see Insurance Charges).
We may refund any amount of premium payment that exceeds the Cash Value Test
limit.
If you choose the Guideline Premium Test, the maximum premium for each Policy
Year is the lesser of:
(a) the maximum premium for the Cash Value Test; and
(b) the Guideline Premium Test amount which will be stated in the policy.
If you choose the Guideline Premium Test, we will refund any amount of premium
payment that exceeds the Guideline Premium Test limit. In
8 Detailed Description of Policy Features
<PAGE>
this case, you may instead increase the Face Amount, by meeting the requirements
for the increase, so that the premium payment is within the increased premium
limit. Otherwise, the policy would no longer qualify as life insurance under
federal tax law.
Allocating Net Premiums. A net premium is a premium payment we receive in good
order, minus the premium expense charge.
Net Premiums Received through Issue Date. We will allocate any net premiums
received through the Issue Date of the policy to our general investment account.
Any net premiums received before the Policy Date will be allocated as of that
Date. We will credit interest at the rate(s) we use for the GPA during that
time.
Register Date and Valuation Date. net premiums credited to the policy on and
after the Register Date will be allocated among the divisions and the GPA
according to your net premium allocation. Also, any values in the policy held
before the Register Date will be allocated on that Date among the divisions and
the GPA according to your net premium allocation on that Date.
The Register Date must be a Valuation Date. A Valuation Date is any date on
which the New York Stock Exchange is open for trading.
We set the Register Date for the policy. It depends on the type of refund
offered under the Right To Return provision in your policy. Refer back to
Purchasing the Policy for information about this provision.
If the refund includes interest and investment experience, the Register Date is
the Valuation Date that is on, or next follows, the later of:
(a) the day after the Issue Date of the policy; and
(b) the day we receive the first premium payment in good order.
If the refund does not include interest or investment experience:
1. The Register Date is the first Valuation Date after the end of the Right To
Return period;
2. Any net premiums received after the Issue Date but before the Register Date
will be allocated to the Money Market division; and
3. Any values in the policy held as of the Issue Date will be allocated to the
Money Market division on the first Valuation Date after the Issue Date.
Net Premium Allocation. When applying for the policy, you indicate how you want
net premiums allocated among the divisions and the GPA. You may change your net
premium allocation at any time. Just send a written notice to us at our
Administrative Office.
You may set your net premium allocation in terms of whole-number percentages
that add to 100%. (Also see Overall Limitation on Net Premium Allocations and
Transfers.)
Transfers
You may transfer all or part of the account value invested in a division of the
Separate Account to any other division or to the GPA. Simply send us a written
request. Although currently there is no limit on the number of transfers you may
make, we reserve the right to limit the number to no more than one every 90
days. If we impose a limit, it would not apply to a transfer of all funds in the
Separate Account divisions to the GPA or to transfers made in connection with
any automated-transfer program we offer.
We limit transfers from the GPA to the Separate Account divisions to one each
Policy Year. You may not transfer more than 25% of the fixed account value (less
any policy debt) at the time of the transfer. There is one exception to this
rule. If you:
. have transferred 25% of the fixed account value each year for three
consecutive Policy Years; and have neither
. allocated net premiums in the GPA, nor
. transferred any money into the GPA during these three Years; then
you may transfer the remainder of the fixed account value (less any policy debt)
out of the GPA in the succeeding Policy Year. In this case,
Detailed Description of Policy Features 9
<PAGE>
you must transfer the full amount out of the GPA in one transaction.
Any transfer is effective on the Valuation Date at the price next determined
after we receive the request in good order at our Administrative Office. We do
not charge for transfers.
Overall Limitation on Net Premium Allocations and Transfers. You may allocate
net premiums and transfer amounts to up to 16 divisions over the life of the
policy. We reserve the right to increase this limit.
In addition, we may need to further limit access to divisions of the Separate
Account, so the policy will continue to qualify as life insurance. See Investor
Control, under Federal Income Tax Considerations, in Section V. Other
Information, for more information.
Policy Termination and Reinstatement
The policy will not terminate simply because you do not make planned premium
payments. Conversely, making planned premium payments does not guarantee that
the policy will remain in force.
The policy may terminate if its account value cannot cover the monthly charges
and the safety test is not met.
If the policy does terminate, you may be permitted to reinstate it.
Grace Period and Termination. The policy may terminate without value if:
. its account value, less any outstanding policy debt, 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 premium amount (not less
than $20) needed to avoid termination. We will mail you a notice stating this
amount.
The policy will terminate without value if we do not receive the required
payment by the end of the grace period.
Grace Period. 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 the date we mail the
notice stating the amount needed.
During the grace period, the policy will stay in force. If the second death
occurs during the grace period, the death benefit will be payable. In this case,
any due but unpaid premium amount needed to avoid termination will be deducted
from the death benefit.
Safety Test. (Not available in New York) The safety test allows you to keep the
policy in force, regardless of the account value of the policy, by making
minimum premium payments. But the safety test can be met only during the
Guarantee Period stated in the policy.
The Guarantee Period has an associated monthly Guarantee Premium. The amount of
the Guarantee Premium depends on the Issue Age, gender, and risk classification
of each Insured, and on the Face Amount and Death Benefit Option.
During the Guarantee Period, the safety test is met if (A) equals or exceeds
(B), defined as:
(A) premiums paid less any amounts withdrawn, accumulated at an effective
annual interest rate of 3%;
(B) monthly Guarantee Premiums paid on each Monthly Charge Date beginning on
the Policy Date, accumulated at an effective annual interest rate of 3%.
In (A) above, we exclude any premiums refunded (see Premium Limitations).
Example:
The policy is in the Guarantee Period. The monthly Guarantee Premium is $25.
You have made premium payments of $35 on each Monthly Charge Date beginning on
the Policy Date. In this case, the safety test is met. Even if the account
value cannot cover the monthly charges, the policy will stay in force.
Generally, the Guarantee Period is the first five Policy Years. Consult your
policy for the Guarantee Period available to you.
Reinstating Your Policy. If your policy terminates, you may reinstate it--that
is, put it
10 Detailed Description of Policy Features
<PAGE>
back in force. But you may not reinstate your policy if:
. you surrendered it; or
. five years have passed since it terminated; or
. the younger Insured's Attained Age exceeds 99; or
. an Insured has died since the policy terminated.
Requirements to Reinstate Your Policy. To reinstate your policy, we will need:
1. a written application to reinstate;
2. evidence, satisfactory to us, that each Insured living when the policy
terminated still is insurable; and
3. a premium payment sufficient to keep the policy in force for three months
after reinstatement. The minimum amount of this premium payment will be
quoted on request.
Policy after You Reinstate. If you reinstate your policy, the Face Amount will
be the same as it was when it terminated. Your account value at reinstatement
will be the premium paid at that time, reduced by the premium expense charge and
any monthly charges then due. (Monthly charges for the period before
reinstatement are not recovered.) Surrender charges after reinstatement will
apply as if the policy had not terminated. However, if the surrender charge was
taken when the policy terminated, then the applicable surrender charges will not
be reinstated.
If you reinstate your policy, it may become a "modified endowment contract"
under current federal tax law. Consult your tax adviser.
Charges and Deductions
We will deduct charges from the policy to compensate us 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) selling and distributing the policy.
In addition, the fund managers deduct expenses from the funds. For more
information about these expenses, see the individual fund prospectuses.
Deductions from Premiums
We deduct a premium expense charge from each premium payment you make. The
premium expense charge rate is higher for premium payments up to the Premium
Expense Factor than for premium payments over the Premium Expense Factor. The
Premium Expense Factor is based on the Issue Ages, genders, and risk
classifications of the Insureds.
If you have increased the policy Face Amount, we allocate premium payments to
the Initial Face Amount and to all increases based on the relative size of the
Premium Expense Factor for each.
Monthly Charges Against the Account Value
We deduct charges from the account value on each Monthly Charge Date. The
monthly charges are:
(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.
We deduct the monthly charges from the division(s) and the GPA in proportion to
the non-loaned values of the policy in the division(s) and the GPA.
Monthly charges beyond Attained Age 99 of the younger Insured are zero.
Administrative Charge and Face Amount Charge. The monthly administrative charge
and face amount charge reimburse us for issuing and administering the policy,
and for such activities as processing claims, maintaining records and
communicating with you.
Insurance Charges. The monthly insurance charge for a policy is equal to the
insurance risk under the policy, multiplied by the monthly insurance charge rate
for that policy month. We determine the insurance risk on the first day of each
policy month. It is the amount by which the death benefit (discounted at the
monthly equivalent of 3% per year) exceeds the account value.
Detailed Description of Policy Features 11
<PAGE>
Insurance rates are based on the Issue Ages, genders, and risk classes of the
Insureds, and the year of coverage. We currently place Insureds into the
following five standard rate classes: Ultra Preferred Non-Tobacco, Select
Preferred Non-Tobacco, Non-Tobacco, Select Preferred Tobacco, and Tobacco. We
also have rate classes for less favorable mortality risks. In otherwise
identical policies, the monthly insurance rate is higher for tobacco users than
for those who do not use tobacco and higher for Non-Tobacco Insureds than for
Ultra Preferred Non-Tobacco Insureds.
Rider Charge. You can obtain additional benefits by requesting riders on your
policy. The monthly rider charges include charges for any benefits you add by
rider.
Daily Charges Against the Separate Account
Mortality and Expense Risk Charge. Each day we deduct a charge from the Separate
Account for mortality and expense risks. We do not deduct this charge from the
assets in the GPA.
The mortality risk is a risk that the group of lives we insure may, on average,
live for shorter periods of time than we estimated. The expense risk is a risk
that our costs of issuing and administering policies may be more than we
estimated.
If we do not need all the money we collect in mortality and risk charges to
cover death benefits and expenses, the amount we do not need will be our gain.
However, even if the money we collect is not enough to cover death benefits and
expenses, we will pay all death benefits and expenses.
Investment Management Fee and Other Expenses. Each fund incurs investment
management fees and other expenses. These are deducted from the fund.
Surrender Charges
If you fully surrender the policy or decrease the Face Amount during the first
14 Policy Years, we will take a surrender charge against the account value. This
also applies during the first 14 years after an increase in Face Amount.
We calculate surrender charges separately for the Initial Face Amount and for
each increase in the Face Amount. The surrender charge in the first five years
of coverage is based on the Target Premium. Then, 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 fifteenth and later years.
Decrease in Selected Face Amount. If you decrease your policy Face Amount, we
cancel all or a part of your Face Amount segments. We take a partial surrender
charge from the account value. The partial surrender charge is equal to the
surrender charge associated with each decreased or canceled Face Amount segment.
If the partial surrender charge for a decreased or canceled Face Amount segment
would be greater than the account value of the policy, we set the partial
surrender charge equal to the account value on the date of the surrender.
After a Face Amount decrease, we reduce the surrender charge for the remaining
segments by the amount of the partial surrender charge taken.
Other Charges
Withdrawal Fee. If you make a Withdrawal from your policy, we deduct $25 from
the amount you withdraw. This fee is guaranteed not to exceed $25.
Loan Interest Rate Expense Charge. This charge reimburses us for administering
policy loans.
Special Circumstances
We may vary the charges and other terms of Policies where special circumstances
result in sales or administrative expenses or insurance risks that are different
from those normally associated with these policies. We will make these
variations only in accordance with uniform rules we establish.
12 Detailed Description of Policy Features
<PAGE>
Account Value and Net Surrender Value
The account value of the policy has two components: the variable account value
and the fixed account value.
Variable Account Value. The variable account value is the sum of your values in
each of the divisions of the Separate Account. It reflects:
. net premiums allocated to the Separate Account;
. transfers to the Separate Account from the Guaranteed Principal Account;
. transfers and withdrawals from the Separate Account;
. monthly charges and surrender charges deducted from the Separate Account;
and
. the net investment experience of the Separate Account.
These transactions are all reflected in the variable account value through the
purchase and sale of accumulation units.
Net Investment Experience and Accumulation Units. The net investment experience
of the variable account value is reflected in the value of the accumulation
units. The value of your accumulation units in a division is equal to:
. the accumulation unit value in that division; multiplied by
. the number of accumulation units in that division credited to your policy.
We purchase and sell accumulation units at the unit value as of the closing time
of the New York Stock Exchange on the Valuation Date processed.
If we receive a premium or a transaction request in good order before the
closing time on a Valuation Date, units will be purchased or sold as of that
Valuation Date. If we receive it in good order after that time, units will be
purchased or sold as of the next Valuation Date.
The variable account value of the policy is the total of the values of the
accumulation units in each division credited to policy.
Fixed Account Value. The fixed account value is the accumulation at interest of:
. net premiums allocated to the Guaranteed Principal Account; plus
. amounts transferred into the GPA from the Separate Account; less
. amounts transferred or withdrawn from the GPA; and less
. monthly charges and surrender charges deducted from the GPA.
Interest on the Fixed Account Value. The fixed account value earns interest at
an effective annual rate, credited daily.
For the part of the fixed account value equal to any policy loan, the daily rate
we use is the daily equivalent of:
. the annual loan interest rate minus the loan interest rate expense charge;
or
. 3% if greater.
For the part of the fixed account in excess of any policy loan, the daily rate
we use is the daily equivalent of:
. the current interest rate we declare; or
. the guaranteed calendar-year interest rate we declare for the year if
greater.
This guaranteed calendar-year rate for each year will be at least 3%.
Net Surrender Value. The net surrender value of the policy is equal to:
. the account value; less
. any surrender charges that apply; and less
. any policy debt.
You may surrender your policy written request. We will determine the net
surrender value at the end of the Valuation Date on which we receive the request
in good order.
Withdrawals. After the first Policy Year, you may withdraw up to 75% of the net
surrender value. We deduct a fee of $25 from the amount withdrawn. We do not
charge a surrender charge for a withdrawal. The minimum amount you can withdraw
is $100 (including the withdrawal fee). We may not allow a withdrawal if it
would result
Detailed Description of Policy Features 13
<PAGE>
in a reduction of the Face Amount to less than $100,000.
You must state in the withdrawal Request from which divisions or the GPA you
want the withdrawal made. You can state the amount as a dollar amount or a
percentage. The withdrawal will be effective on the date we receive the written
request in good order. We will process it within seven days. The withdrawal
amount you wish taken from each division of the Separate Account and from the
GPA may not exceed the non-loaned account value in each of these. If you have
chosen Death Benefit Option 1 or 3, we will reduce the Face Amount by the amount
of the withdrawal unless you provide evidence satisfactory to us that the
Insureds or Insured alive still is insurable.
Policy Loan Privilege
General. After the first Policy Year, you may take a loan from the policy as
long as the account value exceeds the total of any surrender charges. You must
assign the policy to us as collateral for the loan. The maximum amount you can
borrow at any time is 90% of the policy's account value less any surrender
charge. If there is any outstanding policy debt (which includes accrued
interest), it reduces the maximum amount available.
Source of Loan. We take the policy loan amount from the divisions and the GPA in
proportion to the amount of account value in each division and the GPA
(excluding any outstanding loans) on the date of the loan. We reduce the amount
of units in the divisions of the Separate Account from which the loan is taken.
We transfer the resulting dollar amounts to the loaned portion of the GPA.
We may delay granting any loan you want taken from the GPA for up to six months.
We may delay granting any loan from the divisions 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 SEC permits us to delay payment for the protection of our Owners.
Whenever total policy debt equals or exceeds the account value less surrender
charges, we will send a notice to you. This notice will state the amount needed
to bring the policy debt back within the limit. If we do not receive this amount
within 31 days after the date we mailed the notice, the policy terminates
without value.
Loan Interest Charged. At the time of application for the policy, you may select
a fixed loan interest rate of 4% or an adjustable loan rate.
Each year we 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. If this
Average is no longer published, we will use a similar average as approved by the
insurance department of your "contract state." The maximum rate is the greater
of:
(i) the published monthly average for the calendar month ending two months
before the Policy Year begins; and
(ii) 4%.
If the maximum rate is less than 1/2% higher than the rate in effect for the
preceding year, we will not increase the rate. If the maximum rate is at least
1/2% lower than the rate in effect for the preceding year, we will decrease the
rate.
Interest on policy loans accrues daily and becomes part of the policy debt as it
accrues. It is due on each Policy Anniversary Date. If you do not pay it when it
is due, the interest is added to the loan. As part of the loan, it will bear
interest at the loan rate. We will treat capitalized interest the same as a new
loan. We will take an amount equal to the interest due from the divisions and
the GPA in proportion to the non-loaned account value in each.
Repayment. You may repay all or part of any policy debt at any time while at
least one of the Insureds is living and while the policy is in force. Any loan
repayment you make within 30 days of a Policy Anniversary Date first pays policy
loan
14 Detailed Description of Policy Features
<PAGE>
interest due. We will allocate any other loan repayment to the GPA until you
have repaid all loan amounts that were deducted from the GPA. We will allocate
additional loan repayments based on the premium allocation then in effect. You
must clearly identify loan repayments as such, or we will consider the payments
premium payments.
We will deduct any outstanding policy debt from the proceeds payable at the
second death or the surrender of the policy.
Interest on Loaned Value. We deposit an amount equal to the loaned amount in the
GPA. This amount earns interest at a rate equal to the greater of 3% and a rate
equal to the policy loan rate less the loan interest rate expense charge. We
guarantee this charge rate will not exceed 0.80%. Currently, the charge is 0.50%
in Policy Years one through 10 and 0.25% in Policy Years 11 and later.
Effect of Loan. A policy loan affects the policy since we reduce the death
benefit and net surrender value by the amount of the loan. If you repay the
loan, we increase the death benefit and net surrender value under the policy by
the amount of the repayment. Taking a policy loan could have adverse tax
consequences if your policy is a "modified endowment contract" under current
federal tax law. Consult your tax adviser.
As long as a loan is outstanding, a portion of the policy account value equal to
the loan is invested in the GPA. This amount does not participate in the
Separate Account investment performance.
Detailed Description of Policy Features 15
<PAGE>
III. Investment Options
The Guaranteed Principal Account
You may allocate some or all of the net premiums to the Guaranteed Principal
Account ("GPA"). You also may transfer some or all of the account value in the
divisions of the Separate Account to the GPA. Neither our general investment
account nor the GPA is registered under federal or state securities laws.
Amounts allocated to the GPA become part of our general investment account. Our
general investment account consists of all assets owned by us other than those
in the Separate Account and in our other separate accounts. Subject to
applicable law, we have sole discretion over the investment of the assets of our
general investment account.
We guarantee amounts allocated to the GPA in excess of any policy loan will
accrue interest daily at an effective annual rate at least equal to 3%. For
amounts in the GPA equal to any policy loan, 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
0.80% per year. Interest will be credited at this rate regardless of the actual
investment experience of the GPA. In addition to the guaranteed minimum interest
rate, we will declare a guaranteed minimum calendar year rate each December for
the upcoming calendar year. Interest we credit during any calendar year will not
be less than would be credited using this guaranteed minimum calendar year rate.
Although we are not obligated to credit interest at a rate higher than the
guaranteed minimum, we may declare a higher rate.
The Separate Account
Our Board of Directors established the Separate Account on July 13, 1988, as
a separate investment account of MassMutual. The Board established the Separate
Account based on the laws of the State of Massachusetts. The Separate Account is
registered with the Securities and Exchange Commission as a unit investment
trust under the provisions of the Investment Company Act of 1940. We have
established a segment within the Separate Account to receive and invest premium
payments for these policies. We have since divided this segment into 23
divisions. Each division invests in shares of a designated investment fund as
follows:
- -------------------------------------------------------
Division Fund
- -------------------------------------------------------
MML Equity MML Equity Fund
- -------------------------------------------------------
MML Money Market MML Money Market Fund
- -------------------------------------------------------
MML Managed Bond MML Managed Bond Fund
- -------------------------------------------------------
MML Blend MML Blend Fund
- -------------------------------------------------------
MML Equity Index MML Equity Index Fund
- -------------------------------------------------------
MML Small Cap Value MML Small Cap Value Equity
Equity Fund
- -------------------------------------------------------
MML Growth Equity MML Growth Equity Fund
- -------------------------------------------------------
MML Small Cap Growth MML Small Cap Growth Equity
Equity Fund
- -------------------------------------------------------
Oppenheimer Aggressive Oppenheimer Aggressive
Growth Growth Fund/VA
- -------------------------------------------------------
Oppenheimer Global Oppenheimer Global
Securities Securities Fund/VA
- -------------------------------------------------------
Oppenheimer Capital Oppenheimer Capital
Appreciation Appreciation Fund/VA
- -------------------------------------------------------
Oppenheimer Strategic Oppenheimer Strategic Bond
Bond Fund/VA
- -------------------------------------------------------
Oppenheimer Main Oppenheimer Main Street
Street Growth & Growth & Income Fund/VA
Income
- -------------------------------------------------------
Oppenheimer High Oppenheimer High Income
Income Fund/VA
- -------------------------------------------------------
Oppenheimer Bond Oppenheimer Bond Fund/VA
- -------------------------------------------------------
Fidelity VIP II Fidelity's VIP II
Contrafund Contrafund(R) Portfolio
- -------------------------------------------------------
T. Rowe Price Mid-Cap T. Rowe Price Mid-Cap
Growth Growth Portfolio
- -------------------------------------------------------
American Century VP American Century's VP
Income & Growth Income & Growth Fund
- -------------------------------------------------------
Bankers Trust Small Bankers Trust's Small Cap
Cap Index Index Fund
- -------------------------------------------------------
Goldman Sachs Capital Goldman Sachs Capital
Growth Growth Fund
- -------------------------------------------------------
Janus Aspen Capital Janus Aspen Capital
Appreciation Appreciation Portfolio
- -------------------------------------------------------
Janus Aspen Worldwide Janus Aspen Worldwide
Growth Growth Portfolio
- -------------------------------------------------------
Templeton International Templeton International Fund
- -------------------------------------------------------
16 Investment Options
<PAGE>
We may establish additional divisions within the Segment in the future.
We own the assets in the Separate Account. We are required to maintain
sufficient assets in the Separate Account to meet anticipated obligations of the
policies funded by the Separate Account. We credit or charge the income, gains,
or losses, realized or unrealized, of the Separate Account against the assets
held in the Separate Account. We do not take any regard of the other income,
gains, or losses of MassMutual. Assets in the Separate Account attributable to
the reserves and other liabilities under the policies cannot be charged with
liabilities from any other business conducted by MassMutual. We may transfer to
our general investment account any assets that exceed anticipated obligations of
the Separate Account.
Some of the funds offered are generally identical to, or are "clones" of, mutual
funds offered in the retail marketplace. These "clone" funds have the same
investment objectives, policies, and portfolio managers as the retail funds and
usually were formed after the retail funds. While the clone funds generally have
identical investment objectives, policies and portfolio managers, they are
separate and distinct from the retail funds. In fact, the performance of the
clone funds may be dramatically different from the performance of the retail
funds due to differences in the funds' sizes, dates shares of stock are
purchased and sold, cash flows and expenses. Thus, while the performance of the
retail funds may be informative, you should remember that such performance is
not the performance of the funds that support the policy. It is not an
indication of future performance of the policy funds.
Fund Profiles
Following is a chart illustrating the risk profiles of the investment options
available under this policy, and a summary of the 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 and
the funds is contained in the accompanying prospectuses, 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.
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
[Note to SEC Reviewer: We will be adding wording to further explain these charts.]
Equity Funds
Value Blend Growth
--------------- ------------------------------- ------------------------------ -------------------------------
<S> <C> <C> <C>
Large MML Equity Fund MML Equity Index Fund Fidelity's VIP II Contrafund(R)
Cap MML Blend Fund Oppenheimer Main Street Portfolio
Growth & Income Fund/VA Oppenheimer Capital
Goldman Sachs Capital Growth Appreciation Fund/VA
Fund MML Growth Equity Fund
Janus Aspen Capital
Appreciation Portfolio
--------------- ------------------------------- ------------------------------ -------------------------------
Medium American Century's VP Income Oppenheimer Aggressive Growth
Cap & Growth Fund Fund/VA
T. Rowe Price Mid-Cap Growth
Portfolio
--------------- ------------------------------- ------------------------------ -------------------------------
Small MML Small Cap Value Equity Bankers Trust's Small Cap MML Small Cap Growth Equity
Cap Fund Index Fund Fund
--------------- ------------------------------- ------------------------------ -------------------------------
Oppenheimer Global Securities
Global Fund/VA
Janus Aspen Worldwide Growth
Portfolio
--------------- ------------------------------- ------------------------------ -------------------------------
Inter- Templeton International Fund
national
--------------- ------------------------------- ------------------------------ -------------------------------
</TABLE>
Investment Options 17
<PAGE>
Bond Funds
<TABLE>
<CAPTION>
Short Term Medium Term Long Term
--------------- ------------------------------- ------------------------------ -------------------------------
<S> <C> <C> <C>
High MML Money Market Fund MML Managed Bond Fund
Quality
--------------- ------------------------------- ------------------------------ -------------------------------
Medium Oppenheimer Strategic Bond Oppenheimer Bond Fund/VA
Quality Fund/VA
--------------- ------------------------------- ------------------------------ -------------------------------
Low Oppenheimer High Income
Quality Fund/VA
--------------- ------------------------------- ------------------------------ -------------------------------
</TABLE>
*These charts are provided by Massachusetts Mutual Life Insurance Company. They
do not necessarily reflect the opinion of the underlying fund managers.
The Funds
The investment funds available through the policy are offered by nine investment
companies and trusts. They each provide an investment vehicle for the separate
investment accounts of variable life and variable annuity contracts offered by
companies such as MassMutual. Shares of these organizations are not offered to
the general public.
The assets of certain variable annuity separate accounts offered by MassMutual,
an affiliate, or other life insurers are invested in shares of these funds.
Because these separate accounts are invested in the same underlying funds, it is
possible that conflicts could arise between policy owners and owners of the
variable annuity contracts.
The Boards of Trustees or Boards of Directors of the funds will follow
procedures developed to determine whether conflicts have arisen. If a conflict
exists, the Boards will notify the insurers and they will take appropriate
action to eliminate the conflicts.
We purchase the shares of each fund for the 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. We redeem shares of the funds at their net
asset values as needed to make payments under the policies.
MML Series Investment Fund ("MML Trust").
The MML Trust, managed by MassMutual, was organized as a Massachusetts business
trust on December 19, 1984. All eight of the diversified investment portfolios
of the Trust are available under this policy.
MML Equity Fund
Sub-adviser: David L. Babson & Company, Inc.
MML Equity Fund seeks to achieve a superior rate of return over time from both
capital appreciation and current income and to preserve capital by investing in
equity securities.
MML Money Market Fund
MML Money Market Fund seeks to maximize current income, to preserve capital, and
to maintain liquidity by investing in money market instruments.
An investment in the fund is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other government Agency. Although the fund seeks to
preserve the value of your investment at $1.00 per share, it is possible to lose
money by investing in the Fund.
MML Managed Bond Fund
MML Managed Bond Fund seeks a high rate of return, consistent with capital
preservation, by investing primarily in investment grade, publicly traded, fixed
income securities.
18 Investment Options
<PAGE>
MML Blend Fund
Sub-adviser: David L. Babson & Company, Inc. (equity segment of the fund)
MML Blend Fund seeks a high total rate of return over time, consistent with
prudent investment risk and capital preservation, by investing in equity, fixed
income and money market securities.
MML Equity Index Fund
Sub-adviser: Mellon Equity Associates, LLP
MML Equity Index Fund seeks investment results that correspond to the price and
yield performance of 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 by the Fund. The Fund is not sponsored, endorsed,
sold or promoted by Standard & Poor's, a division of The McGraw-Hill Companies
("S&P"), or The McGraw Hill Companies, Inc. Standard & Poor's makes no
representation regarding the advisability of investing in the Fund.)
MML Small Cap Value Equity Fund
Sub-adviser: David L. Babson & Company, Inc
The MML Small Cap Value Equity Fund seeks long-term growth of capital and income
by investing primarily in small company stocks.
MML Growth Equity Fund
Sub-adviser: Massachusetts Financial Services Company
The MML Growth Equity Fund seeks growth of capital and income over time by
investing primarily in equity securities of large companies with long-term
growth potential.
MML Small Cap Growth Equity Fund
Sub-advisers: J. P. Morgan Investment Management, Inc. (50%), and Waddell & Reed
Investment Management Company (50%).
The MML Small Cap Growth Equity Fund seeks growth of capital over time by
investing primarily in equity securities of smaller and medium-size companies
with long-term growth potential.
Oppenheimer Variable Account Funds ("Oppenheimer Trust").
The Oppenheimer Trust is managed by OppenheimerFunds, Inc. The Trust consists of
10 separate funds, seven of which are offered under this policy.
Oppenheimer Aggressive Growth Fund/VA
Oppenheimer Aggressive Growth Fund/VA is a mutual fund that seeks long-term
capital appreciation by investing in "growth-type" companies. Prior to May 1,
1998, the Fund was named Oppenheimer Capital Appreciation Fund.
Oppenheimer Global Securities Fund/VA
Oppenheimer Global Securities Fund/VA is a mutual fund that seeks long-term
capital appreciation by investing mainly in common stocks, and can also buy
other equity securities, including preferred stocks and securities convertible
into common stock.
Oppenheimer Capital Appreciation Fund/VA
Oppenheimer Capital Appreciation Fund/VA is a mutual fund that seeks long-term
capital appreciation by investing in securities of well-known established
companies. It invests mainly in equity securities.
Oppenheimer Strategic Bond Fund/VA
Oppenheimer Strategic Bond Fund/VA is a mutual fund that 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 in three market sectors: debt securities of foreign government and
companies, U.S. Government securities, and lower-rated, high-yield securities of
U.S. companies.
Oppenheimer Main Street Growth & Income Fund/VA
The Oppenheimer Main Street Growth & Income Fund/VA seeks total return (which
includes growth in the value of its shares as well as current income) from
equity and debt securities.
Oppenheimer High Income Fund/VA
The Oppenheimer High Income Fund/VA seeks a high level of current income. The
Fund invests in unrated securities or high risk securities in the lower rating
categories, commonly known as
Investment Options 19
<PAGE>
"junk bonds," which are subject to a greater risk of loss of principal and non
payment of interest than higher-rated securities.
Oppenheimer Bond Fund/VA
The Oppenheimer Bond Fund/VA seeks a high level of current income. The Fund
seeks capital growth when consistent with its primary objective. The Fund will,
under normal market conditions, invest at least 65% of its total assets in
investment grade securities.
Variable Insurance Products Fund II.
Variable Insurance Products Fund II, managed by Fidelity Management & Research
Company ("FMR"), was organized as a Massachusetts business trust on March 21,
1988. One of its investment portfolios, the VIP II Contrafund(R) Portfolio, is
available under this policy.
Fidelity's VIP II Contrafund(R) Portfolio
This fund seeks long-term capital appreciation. It invests primarily in common
stocks. It also invests in the securities of companies whose value FMR believes
is not fully recognized by the public, in domestic and foreign issuers, and in
either "growth" stocks or "value" stocks or both.
T. Rowe Price Equity Series, Inc.
The T. Rowe Price Equity Series, Inc., was incorporated in Maryland in 1994.
Currently, it consists of four series, each representing a separate class of
shares having different objectives and investment policies. One of the series,
the Mid-Cap Growth Portfolio, is available under this policy.
T. Rowe Price Mid-Cap Growth Portfolio
The T. Rowe Price Mid-Cap Growth Portfolio seeks to provide long-term capital
appreciation by investing in mid-cap stocks with potential for above-average
earnings growth. T. Rowe Price defines mid-cap companies as those with market
capitalizations within the range of companies in the S&P 400 Mid-Cap Index.
American Century Variable Portfolios, Inc.
American Century Variable Portfolios, Inc., is part of American Century
Investments, a family of funds that includes nearly 70 no-load mutual funds
covering a variety of investment opportunities. One of the funds, VP Income &
Growth Fund, is offered under this policy.
American Century's VP Income & Growth Fund
American Century's VP Income & Growth Fund seeks long-term growth of capital as
well as current income. The fund pursues a total return and dividend yield that
exceed those of the S&P 500 by investing in stocks of companies with strong
dividend growth potential.
BT Insurance Funds Trust.
BT Insurance Funds Trust was organized as a Massachusetts business trust in
1996. Bankers Trust's Small Cap Index Fund is a separate series of the BT
Insurance Funds Trust.
Bankers Trust Company is the investment adviser to the BT Small Cap Index Fund.
Bankers Trust Company is located at 130 Liberty Street, New York, NY 10006.
Bankers Trust's Small Cap Index Fund
Bankers Trust's Small Cap Index Fund seeks to match, before expenses, the
risk and return characteristics of the Russell 2000 Index. The fund will invest
primarily in common stocks of companies that comprise the Russell 2000 Index, in
approximately the same weightings as the Russell 2000 Index. The fund may also
use stock index futures and options.
(The Russell 2000 index is a widely accepted benchmark of small company stock
performance. It is a model, not an actual portfolio, and is a subset of the
Russell 3000 Index. The Russell 2000 tracks the smallest companies in the
Russell 3000. As of December 31, 1998, the weighted average market
capitalization of the companies in the Russell 2000 was $0.88 billion.
That compares to $72 billion for the companies in the Russell 3000.)
20 Investment Options
<PAGE>
Goldman Sachs Variable Insurance Trust.
The Goldman Sachs Variable Insurance Trust is an open-end, management investment
company, organized in Delaware in September 1997. The Goldman Sachs Capital
Growth Fund is a separate series of shares of the Trust.
Goldman Sachs Capital Growth
The Goldman Sachs Capital Growth Fund seeks long-term growth of capital through
diversified investments in equity securities of companies that are considered to
have long-term capital appreciation potential.
Janus Aspen Series.
The Janus Aspen Series is an open-end management investment company. Janus Aspen
Worldwide Growth Portfolio and Janus Aspen Capital Appreciation Portfolio are
each a separate portfolio of the Janus Aspen Series.
Janus Aspen Capital Growth Portfolio
The Janus Aspen Capital Appreciation Portfolio seeks long-term growth of
capital. The Portfolio invests primarily in common stocks selected for their
growth potential. The Portfolio may invest in companies of any size, from
larger, well-established companies to smaller, emerging growth companies.
Janus Aspen Worldwide Growth Portfolio
The Janus Aspen Worldwide Growth Portfolio seeks long-term growth of capital in
a manner consistent with the preservation of capital. The Portfolio invests
primarily in common stocks of companies of any size throughout the world.
Templeton Variable Products Series Fund ("Templeton Fund").
The Templeton Fund is an open-end management investment company organized as a
Massachusetts business trust on February 25, 1988. The Templeton International
Fund is a separate series of the Templeton Fund.
Templeton International Fund - Class 2 Shares.*
The Templeton International Fund seeks long-term capital growth. The fund
invests primarily in a diversified portfolio of non-U.S. common stocks.
*Subject to state availability.
The Investment Advisers
MassMutual serves as investment manager of each of the MML Trust funds under
investment management agreements. David L. Babson & Company, Inc. ("Babson"),
which is a controlled subsidiary of MassMutual, is the investment sub-adviser to
the MML Equity Fund, the equity segment of the MML Blend Fund, and the MML Small
Cap Value Equity 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 Associates,
LLP ("Mellon Equity"). Mellon Equity manages the investment and reinvestment of
the assets of the MML Equity Index Fund.
MassMutual has entered into a sub-advisory agreement with Massachusetts
Financial Services Company ("MFS"). MFS manages the investment of the MML Growth
Equity Fund.
MassMutual has entered into a sub-advisory agreement with J. P. Morgan
Investment Management, Inc. ("J.P. Morgan"), and Waddell & Reed Investment
Management Company ("Waddell & Reed"). J. P. Morgan and Waddell & Reed each
manage 50% of the portfolio of MML Small Cap Growth Equity 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 manages investment companies, including other
Oppenheimer funds, with assets of more than $95 billion as of December 31, 1998,
and with more than four million shareholder accounts. OFI is located at Two
World Trade Center, 34th Floor, New York, New York 10048-0203. 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
Investment Options 21
<PAGE>
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.
Fidelity Management & Research Company ("FMR") is the investment adviser to the
VIP II Contrafund(R) Portfolio. FMR is the management arm of Fidelity
Investments(R), which was established in 1946. Fidelity Investments(R) has its
principal business address at 82 Devonshire Street, Boston, Massachusetts. FMR
handles the VIP II Contrafund(R) business affairs and, with the assistance of
affiliates, chooses the fund's investments. Fidelity Management & Research
(U.K.) Inc., in London, England, and Fidelity Management & Research (Far East),
Inc., serve as sub-advisers for the VIP II Contrafund(R) Portfolio.
T. Rowe Price Associates, Inc. ("T. Rowe Price"), is the investment adviser to
the T. Rowe Price Mid-Cap Growth Portfolio. T. Rowe Price was founded in 1937.
The T. Rowe Price Equity Series, Inc. (the "Corporation"), was incorporated in
Maryland in 1994, and is a diversified, open-end investment company. The
Corporation is governed by a Board of Directors that meets regularly to review
the fund's investments, performance, expenses, and other business affairs. The
policy of the Corporation is that a majority of Board members will be
independent of T. Rowe Price.
American Century Investment Management, Inc., is the investment adviser to the
American Century's VP Income & Growth Fund. Under the laws of the state of
Maryland, the Board of Directors is responsible for managing the business and
affairs of the fund. Acting under an investment management agreement entered
into with the fund, American Century Investment Management, Inc., serves as the
manager of the fund. Its principal place of business is American Century Tower,
4500 Main Street, Kansas City, Missouri. The manager has been providing
investment advisory services to investment companies and institutional investors
since it was founded in 1958.
Bankers Trust Company, with headquarters at 130 Liberty Street, New York, NY
10006, acts as the investment adviser of BT Insurance Funds Trust.
Bankers Trust is a wholly owned subsidiary of Deutsche Bank AG. Deutsche Bank AG
is a major global banking institution that is engaged in a wide range of
financial services, including investment management, mutual funds, retail and
commercial banking, investment banking and insurance. Deutsche Bank AG, as
Bankers Trust's parent company, controls its operations as investment adviser.
Goldman Sachs Asset Management ("GSAM"), a separate operating division of
Goldman, Sachs & Co. ("Goldman Sachs"), serves as investment adviser to the
Goldman Sachs Capital Growth Fund. Goldman Sachs registered as an investment
adviser in 1991. GSAM is located at One New York Plaza, New York, NY 10004.
The custodian for each fund of the Goldman Sachs Variable Insurance Trust is
State Street Bank and Trust Company. It is located at 1776 Heritage Drive, North
Quincy, MA 02110. Janus Aspen is an open-end management investment company.
Janus Aspen Capital Appreciation Portfolio and Janus Aspen Worldwide Growth
Portfolio are each separate portfolios of the Janus Aspen Series.
Janus Capital is the investment adviser to the Janus Aspen Capital Appreciation
Portfolio and the Janus Aspen Worldwide Growth Portfolio. Janus Capital is
located at 100 Fillmore Street, Denver, CO 80206-4928.
The Templeton Fund is an open-end management investment company organized as a
Massachusetts business trust on February 25, 1988. The Templeton International
Fund is a separate series of the Templeton Fund.
Templeton Investment Counsel, Inc. ("TIC"), is the investment manager of the
Templeton International Fund. TIC is located at 500 East Broward Boulevard, Fort
Lauderdale, FL 33394-3091.
22 Investment Options
<PAGE>
IV. Other Policy Information
When We Pay Proceeds
If the policy has not terminated, we normally pay surrender, withdrawal, or loan
proceeds or the death benefit within seven days after we receive all required
documents in a form satisfactory to us at our Administrative Office.
We can delay payment of the death benefit, the net surrender value, or any
withdrawal or loan from the Separate Account during any period when:
(i) it is not reasonably practical 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 we contest the payment. We
investigate all death claims occurring within the two-year contestable period.
We may investigate death claims occurring beyond the two-year contestable
period. When we receive the information from a completed investigation, we
generally determine within five days whether we will authorize payment of the
claim. We make all payments promptly after authorization.
If we delay payment of a surrender or withdrawal 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. We pay interest on the death benefit from the date of death to
the date of payment.
Payment Options
We will pay the policy proceeds (the death benefit or the net surrender value)
in cash. Or if you wish, we will pay all or part of these under one or more of
the following payment options. The minimum amount that can be applied under a
payment option is $5,000. If the periodic payment under any option is less than
$50, 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.
- --------------------------------------------------------------------------------
Installments for a Equal monthly payments for any period selected, up
Specified Period 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 based on the life of a
named person. Payments will continue for the
lifetime of that person. You can elect income with
or without a minimum payment period.
- --------------------------------------------------------------------------------
Interest We will hold any amount applied under this option.
We will pay interest on the amount at an effective
annual rate determined by us. This rate will not
be less than 3%.
- --------------------------------------------------------------------------------
Other Policy Information 23
<PAGE>
- --------------------------------------------------------------------------------
Installments of Specified Fixed amount payments. The total amount paid
Amount during the first year must be at least 6% of the
total amount applied. We will credit interest each
month on the unpaid balance and add this interest
to the unpaid balance. 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 less than the agreed fixed
amount. The last payment will be for the balance
only.
- --------------------------------------------------------------------------------
Life Income with Payments Equal monthly payments based on the life of a
Guaranteed for Amount named person. We will make payments until the
Applied total amount paid equals the amount applied,
whether the named person lives until all payments
have been made or not. If the named person lives
beyond the payment of the total amount applied, we
will continue to make monthly payments as long as
the named person lives.
- --------------------------------------------------------------------------------
Joint Lifetime Income with Monthly payments based on the lives of two named
Reduced Payments to Survivor persons. We will make payments at the initial
level while both are living, or for 10 years if
longer. When one dies (but not before the 10 years
has elapsed), we will reduce the payments by
one-third. Payments 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.
- --------------------------------------------------------------------------------
Withdrawal Rights Under Payment Options. If provided in the payment option
election, you may withdraw or apply under any other option all or part of the
unpaid balance under the Fixed Amount or Interest Payment Option. You may not
withdraw any part of the payments under the Specified Period Payment Option or
payments that are based on a named person's life.
Beneficiary
A Beneficiary is any person named on our records to receive insurance proceeds
at the second death. The Applicant names the Beneficiary in the application for
the policy. You may name 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.
You 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 you or, if deceased, to your estate.
Assignment
You may assign the policy 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
. 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
Issue Date.
For any policy change or reinstatement requiring evidence the Insured(s) are
insurable, 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.
24 Other Policy Information
<PAGE>
Error of Age or Gender
If either Insured's age or gender is misstated in the policy application, we
will adjust the death benefit we pay under the policy based on what the policy
would provide based on the most recent monthly charge for the correct date of
birth and correct gender.
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.
Additional Benefits You Can Get by Rider
You can obtain additional benefits if you request them and qualify for them. We
provide additional benefits by riders. Additional benefits are 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.
Survivorship Term Rider. This rider provides level survivorship insurance on the
lives of the policy Insureds. The insurance is convertible for a limited period
of time. The Rider Face Amount must be at least $100,000 and must not exceed two
times the Face Amount under the base policy.
The Rider Face Amount may be increased or decreased. An increase requires
evidence of insurability and the increase must not raise the Rider Face Amount
to more than two times the policy Face Amount. The minimum increase amount is
$50,000. A decrease may not bring the Rider Face Amount below $100,000. If the
policy Face Amount decreases to an amount below one-half the Rider Face Amount,
the Rider Face Amount will be decreased to an amount equal to two times the
reduced policy Face Amount.
While both Insureds are living, coverage under the rider can be fully or
partially converted until the earlier of Attained Age 70 of the younger Insured
or Attained Age 80 of the older Insured. Conversion can be either to an increase
in Face Amount under the policy, or to a new survivorship life policy we are
offering for conversion at that time. Evidence of insurability will not be
required.
The rider terminates when the policy terminates or when the policy is changed to
another policy under which this rider is not available.
The monthly charge for this rider is the sum of the risk charge for the Rider
Face Amount and the rider face amount charge.
Policy Split Option Rider. (Not available in New York) This rider allows you to
exchange the policy for two new policies, one on the life of each Insured. Both
Insureds must be living when the exchange is made. We do not require evidence
that the Insureds are insurable. Each new policy may be a fixed premium
permanent life policy or a flexible premium adjustable life policy. This right
will be available for the six-month period beginning on:
. The date six months after the effective date of a final court decree of
divorce. The decree must first become effective at least one year after the
policy Issue Date, and it must remain in effect during the entire six-month
period after it first becomes effective.
. The date IRC Section 2056:
- is nullified;
- is amended to eliminate or reduce by at least 50% the Insureds'
federal estate tax marital deduction;
. The date the maximum federal estate tax rate given in IRC Section 2001 is
reduced to half the rate in effect on the policy Issue Date of this policy.
. The effective date of the dissolution of the corporation or partnership
that owns the policy.
Other Policy Information 25
<PAGE>
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. (If the policy also has the Survivorship
Term Rider, the amount of that rider is added to the policy Face Amount for
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 of the new policies.
We attach this rider to the policy only at the time of policy issue and only if
the younger Insured is younger than age 80 and the insurance risk class of
neither Insured is uninsurable.
There is no charge for this rider.
Estate Protection Rider. You may attach this rider to the policy only at the
time the policy is issued. It provides an additional death benefit during the
first four Policy Years if both Insureds die during this period. You select the
Face Amount of the rider. The minimum amount is $25,000 and the maximum amount
is 125% of the Initial Face Amount.
We will deduct a monthly charge from the account value for this rider. It will
equal the rider charge rate multiplied by the Face Amount of the rider, divided
by $1,000.
Accelerated Death Benefit Rider. This rider advances to the Owner a portion of
the policy death benefit, after the death of the first Insured to die, when we
receive proof, satisfactory to us, that the surviving Insured is terminally ill
and is not expected to live more than 12 months. In return for the advance
payment, a lien is placed on the policy, equal to the amount of benefit
accelerated. Interest is not charged on the lien.
Where this rider is available, we will include it with all policies. There is no
charge for this rider.
Sales and Other Agreements
MML Distributors, LLC ("MML Distributors"), 1414 Main Street, Springfield,
Massachusetts 01144-1013, is the principal underwriter of the policy. MML
Investors Services, Inc. ("MMLISI"), at the same address serves as the
co-underwriter of the policy. Both MML Distributors and MMLISI are registered
with the SEC as broker-dealers and are members of the National Association of
Securities Dealers, Inc. (the "NASD").
MML Distributors may have selling agreements with other broker-dealers that are
registered with the SEC and are members of the NASD ("selling brokers"). We sell
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. We intend to offer the policy in California and New York.
We also may contract with independent third party broker-dealers who may assist
us in finding broker-dealers to offer and sell the policies. These third parties
also may provide training, marketing and other sales related functions for us
and other broker-dealers. And they may provide certain administrative services
to us in connection with the policies.
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.
Both MML Distributors and MMLISI receive compensation for their activities as
underwriters of the policy.
Agents who sell these policies will receive commissions based on certain
commission schedules and rules. We pay some commissions as a percentage of the
premium paid in each year of coverage. These commissions distinguish between
premiums up to the Premium Expense Factor and premiums paid in excess of the
Premium Expense Factor. The Premium Expense Factor is based on the Issue Ages,
genders, and risk classifications of the Insureds. We also pay commissions as a
percentage of the average monthly Account Value in each Policy Year. The maximum
commission percentages are as follow.
26 Other Policy Information
<PAGE>
For coverage year 1, 50% of premium paid up to the Premium Expense Factor and 3%
of premium paid in excess of the Factor; for coverage years 2 through 5, 5% of
premium paid up to the Premium Expense Factor and 3% of premium paid in excess
of the Factor; for coverage years 6 through 10, 3% of all premium paid; and for
coverage years 11 and beyond, 1% of all premium paid. Also, for Policy Years 2
and beyond, 0.15% of the average monthly account value during the Year.
We may compensate agents who have financing agreements with general agents of
MassMutual differently. Agents who meet certain productivity and persistency
standards in selling MassMutual policies are eligible for additional
compensation. General agents and district managers who are registered
representatives of MMLISI also may receive commission overrides, allowances and
other compensation.
We may pay independent, third-party broker-dealers who assist us in finding
broker-dealers to offer and sell the policies compensation based on premium
payments for the policies. In addition, some sales personnel may receive various
types of non-cash compensation as special sales incentives, including trips and
educational and/or business seminars.
While the compensation we pay to broker-dealers for sales of policies may vary
with the sales agreement and level of production, the compensation generally is
expected to be comparable to the aggregate compensation we pay to agents and
general agents.
Other Policy Information 27
<PAGE>
V. Other 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, 1998, MassMutual had
consolidated statutory assets in excess of $67 billion and estimated total
assets under management of $176.8 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 part of MassMutual.
Due to our current tax status, we do not charge the Segment for our federal
income taxes that may be a result of activity of the Segment. Periodically, we
review the question of a charge to the Segment for our federal income taxes. In
the future, we may impose a charge for any federal income taxes we pay resulting
from activity of the Segment. Depending on the method of calculating interest on
policy values allocated to the Guaranteed Principal Account, we may charge for
the policy's share of our federal income taxes that are a result of activity of
the GPA.
Under current laws, we may have to pay state or local taxes (in addition to
premium taxes). At present, these taxes are not significant. We reserve the
right to charge the Separate Account for such taxes, if any, resulting from
activity of the Separate Account.
Annual Reports
MassMutual maintains the records and accounts relating to the Separate Account,
the Segment and the divisions. Each year within the 30 days following the Policy
Anniversary Date, we will mail you a report showing:
(i) the account value at the beginning of the previous Policy Year,
(ii) all premiums paid during that Year,
(iii) all additions to and deductions from the account value during the Year;
and
(iv) the account value, death benefit, net surrender value and policy debt as
of the last Policy Anniversary Date.
This report may contain additional information if required by any applicable law
or regulation.
Federal Income Tax Considerations
The information in this prospectus is general It is not an exhaustive discussion
of all tax questions that might arise under the policy. It also is not intended
as tax advice. In addition, we do not know the likelihood that the current
federal income tax laws and Treasury Regulations or the current interpretations
of the Internal Revenue Service ("IRS")will continue. We cannot make any
guarantee regarding the future tax treatment of any policy. We reserve the right
to make changes to the policy that we determine are needed for it to continue to
qualify as life insurance for tax purposes.
For complete information on any tax issue, we urge you to consult a qualified
tax adviser. No attempt is made in this prospectus to consider any applicable
state or other tax laws.
Policy Proceeds, Premiums and Loans. We believe the policy meets the Internal
Revenue Code ("IRC") definition of life insurance. Therefore, the death benefit
under the policy generally is excludible from the Beneficiary's gross income
under the IRC.
Decreases in Face Amount and withdrawals may be taxable depending on the
circumstances. The IRC states that if:
. there is a reduction of future benefits during the first 15 years after a
policy is issued and
. there is a cash distribution as a result of the reduction,
28 Other Information
<PAGE>
you may be taxed on all or a part of the amount distributed.
If these conditions do not apply, a withdrawal is taxable only to the extent it
exceeds your unrecovered premiums unless the policy is a modified endowment
contract. After 15 years, cash distributions are not subject to federal income
tax, except to the extent they exceed the total amount of premiums paid and not
previously recovered.
If you surrender the policy for its full net surrender value, the distribution
may be considered ordinary income for tax purposes. The distribution is ordinary
income to the extent the Account Value received exceeds the premiums paid (or
any other amounts paid for the policy) paid but not previously recovered. In
making this calculation, the value received is equal to the account value
reduced by any surrender charges, but not reduced by any outstanding policy
debt.
A change of the Owner or the Insured(s) or an exchange or assignment of the
policy may result in immediate taxable income.
We believe that under current tax law any loan received under the policy will be
treated as policy debt of the Owner. The loan will not be considered income to
you unless the policy has become a "modified endowment contract") ("MEC")." If
the policy is a modified endowment contract, loans will be fully taxable to the
extent of any income in the policy and could be subject to 10% penalty tax.
Interest on policy loans used for personal purposes generally is not
tax-deductible. However, you may deduct this interest if the loan proceeds are
used for "trade or business" or "investment" purposes if you meet certain tax
rules.
If the Owner is a business or corporation additional restrictions may apply. For
example, there are limits on interest deductions available for loans against a
business-owned policy. The corporate alternative minimum tax may apply to any
gain in the policy. This tax also may apply to a portion of the amount by which
death benefits received exceed the policy's net surrender value on the date of
the second death.
The impact of federal income taxes on values under this policy and on the
benefit to you or your Beneficiary depends on MassMutual's tax status and on the
tax status of the individual concerned. We currently do not make any charge
against the Separate Account for federal income taxes. We may make such a charge
eventually in order to recover the future federal income tax liability of the
Separate Account.
Federal estate and gift taxes, state and local estate taxes, and other taxes
depend on the circumstances of each Owner or Beneficiary.
Investor Control. There are a number of tax benefits associated with variable
life insurance policies. Gains on the net investment experience of the Separate
Account are deferred until accessed or withdrawn, and gains from transfers also
are not taxed. For these benefits to continue, the policy must continue to
qualify as life insurance. In part, federal tax law requires that we, the
insurer, be treated as controlling the investments of the divisions and not you,
the policy Owner.
You may make transfers among divisions of the Separate Account, but you may not
direct the investments each division makes. If the IRS were to conclude that
you, as the investor, have control over these investments, then the policy would
no longer qualify as life insurance and you could be taxed on all the gain
accumulated in the policy.
The IRS has provided some guidance on investor control, but many issues remain
unclear. One such issue is whether a policy Owner can have too much investor
control if the variable life policy offers a large number of investment funds in
which to invest account values. We do not know if the IRS will provide any
further guidance on this issue. We do not know if any such guidance would apply
retroactively to policies already in force.
Consequently, we reserve the right to further limit net premium allocations and
transfers under the policy, so that it will not lose its qualification as life
insurance due to investor control.
Modified Endowment Contracts. If a policy is a modified endowment contract
("MEC"), loans, withdrawals, and other amounts distributed under the policy are
taxable to the
Other Information 29
<PAGE>
extent of any accumulated income in the policy. The collateral assignment of a
MEC is also treated as a taxable distribution.
In general, the amount subject to taxation is the excess of the account value
(both loaned and unloaned), less applicable surrender charges, over the
previously unrecovered premiums paid. Death benefits paid under a MEC, 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 IRC definition of
life insurance but fails the "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 for a policy providing
guaranteed benefits and requiring the payment of only seven level annual
premiums.
A policy may pass the 7-pay test and still be taxed as a MEC if it is received
in exchange for a MEC.
If certain changes are made to a policy we will re-test it to determine if it
has become a MEC. For example, if you reduce the death benefit during the first
seven contract years we will retest the policy. If the test shows the policy has
become a MEC, this classification change is effective retroactively to the
Policy Year in which the actual premiums paid exceed the new 7-pay limits.
We will retest whenever there is a "material change" to the policy while it is
in force. If there is a material change a new 7-pay test period begins at that
time. The term "material change" includes any increases in death benefits.
Since the policy provides for flexible premium payments, we have procedures for
determining whether increases in death benefits or additional premium payments
cause 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 MEC, it also will
be subject to a 10% penalty tax. There are a few exceptions to the additional
penalty tax 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) made because the taxpayer became disabled; or
(iii) made as part of a series of substantially equal periodic payments paid for
the life or life expectancy of the taxpayer. These payments must be made
at least annually.
Once a policy fails the 7-pay test, loans and distributions in the year of
failure and in future years are subject to the rules for MECs. In addition,
loans and distributions received in anticipation of failing the 7-pay test are
defined as any loans and distributions made within two years prior to failing
the 7-pay test and are subject to taxation.
Under certain circumstances, a loan, collateral assignment, or other
distribution under a MEC 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 MEC, the law considers the total of all income in all the
MECs issued within the same calendar year to the same Owner by an insurer and
its affiliates. Loans, collateral assignments, and distributions from any one
MEC are taxable to the extent of this total income.
Qualified Plans. The policy may be used as part of certain tax-qualified and/or
ERISA employee benefit plans. Since the rules concerning the use of a policy
with such plans are complex, you should not use the policy in this way until you
have consulted a competent tax adviser. You may not use the policy as part of an
Individual Retirement Account (IRA).
Your Voting Rights
You have the right to instruct us how to vote on questions submitted to the
shareholders of the funds supporting the policy to the extent you have invested
in these divisions.
Your right to instruct us is based on the number of shares of the funds
attributable to your policy. The policy's number of shares of the funds is
determined by dividing the policy's account value held in each division of the
Separate Account by $100. Fractional votes are counted.
30 Other Information
<PAGE>
You receive proxy material and a form to complete giving us voting instructions.
Shares of the funds held by the Separate Account for which we do not receive
instructions are voted for or against any proposition in the same proportion as
the shares for which we do receive instructions.
Reservation of Rights
We reserve the right to take certain actions. Specifically, we reserve the right
to:
. Create new divisions of the Separate Account;
. Rename divisions;
. Combine any two or more Separate Accounts, Segments or divisions;
. Close divisions to future investments;
. Operate the Separate Account as a unit investment trust under the 1940 Act
or in any other form permitted by law;
. De-register the Separate Account under the 1940 Act in the event such
registration is no longer required; and
. Substitute one or more funds for other funds with similar investment
objectives.
We have reserved all rights to the name Massachusetts Mutual 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.
Bonding Arrangement
An insurance company blanket bond is maintained providing $75,000,000 coverage
for officer, employees, general agents and agents of MassMutual (subject to a
$350,000 deductible).
Legal Proceedings
We are not currently involved in any legal proceedings that would have a
material impact on the policy.
Experts
We have included the financial statements of MassMutual, and the Survivorship
Variable Universal Life Segment of Massachusetts Mutual Variable Life Separate
Account I, in this prospectus in reliance on the reports of
PricewaterhouseCoopers LLP, independent accountants, given on the authority of
that firm as experts in accounting and auditing.
PricewaterhouseCoopers LLP's report on the statutory financial statements of
MassMutual includes explanatory paragraphs relating to the use of statutory
accounting practices rather than generally accepted accounting principles.
Effective July 22, 1999, MassMutual dismissed PricewaterhouseCoopers LLP as its
independent certified public accountants and appointed Deloitte & Touche LLP,
City Place, 185 Asylum Street, Hartford, Conn. 06103, as its independent
certified public accountants. Deloitte & Touche LLP has not audited or reviewed
the financial statements of MassMutual.
Craig Waddington, FSA, MAAA, Vice President and Actuary for MassMutual, has
examined the illustrations in Appendix D of this prospectus. We filed his
opinion on the illustrations as an exhibit to the registration statement filed
with the SEC.
Other Information 31
<PAGE>
Appendix A
Definition of Terms
Account Value: The sum of the variable account value and the fixed account value
of the policy.
Administrative Office: Our 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 you 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 due but unpaid premium needed to avoid policy termination.
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.
Fixed Account Value: The current account value that is allocated to the
Guaranteed Principal Account.
Good Order: Generally, "in good order" means that we have received everything we
need to process the transaction. For example, we may need certain forms
completed and signed before we can process a transaction. Likewise, we cannot
process certain financial transactions until we have received funds with proper
instructions and authorizations.
Guaranteed Principal Account ("GPA"): Part of our general investment account,
the GPA is a fixed account to and from which you may make allocations and
transfers.
Initial Face Amount: The amount of insurance coverage issued under the policy.
Subject to certain limitations, you may change the Face Amount after issue.
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 policy is actually issued; it is also the date
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 due. 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 each
month.
Net Premium: The premium payment we receive in good order, minus the premium
expense charge.
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.
32 Appendix A
<PAGE>
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.
Premium Expense Factor: An amount used to determine the premium expense charges
and sales compensation. For the Initial Face Amount, the Premium Expense Factor
is based on the Issue Ages, genders, and risk classifications of the Insureds.
For each increase in Face Amount, the Premium Expense Factor is based on the
ages, genders and risk classifications of the Insureds on the effective date of
the increase.
Second Death: The death of the surviving Insured.
Separate Account: The policies' designated segment of the "Massachusetts Mutual
Variable Life Separate Account I" we established under the laws of Massachusetts
and registered as a unit investment trust with the Securities and Exchange
Commission under the 1940 Act. The Separate Account is used to receive and
invest net premiums for this policy.
Target Premium: An amount used to determine surrender charges. The Target
Premium is based on the Issue Ages, genders, and risk classifications of the
Insureds. It is lower than or equal to the Premium Expense Factor.
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.
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
your number of units in that division.
We, us, our: Refer 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, your: Refer to the Owner of the policy.
Appendix A 33
<PAGE>
Appendix B
Examples of the Impact of the Account Value and Premiums on the Policy Death
Benefit
Example I ~ Death Benefit Option 1
- --------------------------------------------------------------------------------
Assume the following:
- --------------------------------------------------------------------------------
. Face Amount is $1,000,000
. Account value is $50,000
. Minimum death benefit is $219,000
. No policy debt
- --------------------------------------------------------------------------------
Based on these assumptions,
. the death benefit is $1,000,000.
If the account value increases to $80,000 and the minimum death benefit
increases to $350,400,
. the death benefit remains at $1,000,000.
If the account value decreases to $30,000 and the minimum death benefit
decreases to $131,400,
. the death benefit still remains at $1,000,000.
Example II ~ Death Benefit Option 2
- --------------------------------------------------------------------------------
Assume the following:
- --------------------------------------------------------------------------------
. Face Amount is $1,000,000
. Account value is $50,000
. Minimum death benefit is $219,000
. No policy debt
Based on these assumptions,
. the death benefit is $1,050,000 (Face Amount plus account value).
If the account value increases to $80,000 and the minimum death benefit
increases to $350,400,
. the death benefit will increase to $1,080,000.
If the account value decreases to $30,000 and the minimum death benefit
decreases to $131,400,
. the death benefit will decrease to $1,030,000.
Example III ~ Death Benefit Option 3
- --------------------------------------------------------------------------------
Assume the following:
- --------------------------------------------------------------------------------
. Face Amount is $1,000,000
. Account Value is $50,000
. Minimum death benefit is $219,000
. No policy debt
. Premiums paid under the policy to-date total $40,000
- --------------------------------------------------------------------------------
Based on these assumptions,
. the death benefit is $1,040,000 (Face Amount plus Premiums paid).
If you pay an additional $30,000 of premium and the account value increases to
$80,000 and the minimum death benefit increases to $350,400,
. the death benefit will increase to $1,070,000.
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 of $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 $525,000. If you change from Option 2 to
Option 1, the death benefit under Option 1 is equal to the Policy Face
Amount. Since the death benefit under the 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 and the death
benefit after the change will remain at $525,000.
34 Appendix B
<PAGE>
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 death benefit under Option
3 is equal to the Face Amount plus the premiums paid, or $512,000. If you
change from Option 3 to Option 1, the death benefit under Option 1 is equal
to the Face Amount. Since the death benefit under the 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 and
the death benefit after the change will remain at $512,000.
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 the 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 you change 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 you change from Option 1 to Option 3, the death
benefit under Option 3 is equal to the Face Amount plus the premiums paid
to-date. Since the death benefit under the 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 and the death
benefit after the change will remain at $700,000.
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 to-date.
For example, if the policy has a Face Amount of $1,000,000 and an Account
Value of $70,000 and premiums paid of $25,000, the death benefit under
Option 2 is equal to the Face Amount plus the account value, or $1,070,000.
If you change from Option 2 to Option 3, the death benefit under Option 3
is equal to the Face Amount plus the premiums paid to-date. Since the death
benefit under the policy does not 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.
Appendix B 35
<PAGE>
Appendix C
Rates of Return
From time to time, we may report different types of historical performance for
the divisions of the Separate Account available under the policy. We may report
the average annual total returns of the funds over various time periods. These
returns will reflect deductions for investment management fees and fund expenses
and an annual deduction for the mortality and expense risk charge. The returns
do not reflect any policy charges, which, if included, would reduce performance.
On request, we will provide an illustration of account values and net surrender
values for hypothetical Insureds of given ages, genders, risk classifications,
premium levels and Initial Face Amounts. We will base the illustration either on
actual historic fund performance or on a hypothetical investment return. The
hypothetical return will be between 0% and 12%. 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
charges except the surrender charge are deducted.
We also may distribute sales literature comparing 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. These comparisons may show the
percentage change in the net asset values of the funds or in the accumulation
unit values. 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.
Tables 1 and 2 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 1 shows figures for
periods ended December 31, 1998, while Table 2 shows December 31 one-year total
returns for each year shown. These rates do not reflect:
. the mortality and expense risk charges assessed against the Separate
Account
. deductions from premiums or monthly charges assessed against the account
value of the Policies
. the policy's surrender charges
Therefore, these rates are not illustrative of how actual investment performance
will affect the benefits under the policy (see, however, Illustration of Death
Benefits, Net Surrender Values, and Accumulated Premiums, Appendix D). The rates
of return shown are not necessarily indicative of future performance. You may
consider these rates of return, however, in assessing the competence and
performance of the investment advisers.
36 Appendix C
<PAGE>
TABLE 1
EFFECTIVE ANNUAL RATES OF RETURN
AS OF DECEMBER 31, 1998
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------------
Since
Fund Inception 15 Years 10 Years 5 Years 1 Year
- -------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
MML Equity 14.84% 15.76% 16.39% 19.66% 16.20%
MML Money Market 6.66% 6.16% 5.41% 4.95% 5.16%
MML Managed Bond 10.24% 10.16% 9.19% 7.07% 8.14%
MML Blend 13.67% --- 13.70% 14.60% 13.56%
MML Equity Index 31.03% --- --- --- 28.22%
MML Small Cap Value Equity (23.88%) --- --- --- (23.88%)*
MML Growth Equity --- --- --- --- ---
MML Small Cap Growth Equity --- --- --- --- ---
Oppenheimer Aggressive Growth++ 15.07% --- 16.12% 13.06% 12.36%
Oppenheimer Global Securities 12.49% --- --- 9.67% 14.11%
Oppenheimer Capital Appreciation+ 16.03% --- 16.85% 22.10% 24.00%
Oppenheimer Strategic Bond 6.79% --- --- 6.83% 2.90%
Oppenheimer Main Street Growth & Income 27.00% --- --- --- 4.70%
Oppenheimer High Income 12.26% --- 12.71 8.62 0.31%
Oppenheimer Bond 9.66% --- --- --- 6.80%
Fidelity's VIP II Contrafund(R) 28.62% --- --- --- 29.98%
T. Rowe Price Mid-Cap Growth 20.43% --- --- --- 22.08%
American Century's VP Income & Growth 30.68% --- --- --- 26.87%
Bankers Trust's Small Cap Index 2.07% --- --- --- (2.18%)
Goldman Sachs Capital Growth 13.40% --- --- --- ---
Janus Aspen Capital Appreciation 51.65% --- --- --- 58.11%
Janus Aspen Worldwide Growth 24.06% --- --- 21.32 28.92%
Templeton International 14.10% --- --- 11.74 9.08%
- -------------------------------------------------------------------------------------------------------------------------
</TABLE>
The figures in this Table do not reflect any charges at the Separate Account or
Policy level.
+ Prior to May 1, 1999, the Oppenheimer Capital Appreciation Fund/VA was called
the Oppenheimer Growth Fund.
++ Prior to May 1, 1998, the Oppenheimer Aggressive Growth Fund/VA was called
the Oppenheimer Capital Appreciation Fund.
*Since inception.
Dates of inception:
MML Equity Fund - 9/15/71
MML Money Market Fund - 12/16/81
MML Managed Bond Fund - 12/16/81
MML Blend Fund - 2/3/84
MML Equity Index Fund - 5/1/97
MML Small Cap Value Equity Fund - 6/1/98
MML Growth Equity Fund - 5/3/99
MML Small Cap Growth Equity Fund - 5/3/99
Oppenheimer Capital Appreciation Fund/VA - 4/3/85
Oppenheimer Aggressive Growth Fund/VA - 8/15/86
Oppenheimer Global Securities Fund/VA - 11/12/90
Oppenheimer Strategic Bond Fund/VA - 5/3/93
Oppenheimer Main Street Growth and Income - 7/5/95
Oppenheimer High Income Fund/VA - 4/30/86
Oppenheimer Bond Fund/VA - 4/3/85
VIP II Contrafund(R) Portfolio - 1/3/95
T. Rowe Price Mid-Cap Growth Portfolio - 12/31/96
American Century's VP Income & Growth Fund - 10/30/97
Bankers Trust's Small Cap Index Fund - 8/25/97
Goldman Sachs Capital Growth Fund - 5/1/98
Janus Aspen Capital Appreciation Portfolio - 5/1/97
Janus Aspen Worldwide Growth Portfolio - 9/13/93
Templeton International Fund - 5/1/92
Appendix C 37
<PAGE>
TABLE 2
ONE YEAR TOTAL RETURNS
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
MML MML
MML MML MML Small Cap MML Small Cap
Year MML Managed Money Equity Value Growth Growth
Ended Equity** Bond MML Blend Market Index Equity Equity Equity
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1998 16.20% 8.14% 13.56% 5.16% 28.22% (23.88%)* --- ---
1997 28.59% 9.91% 20.89% 5.18% 21.93%* --- --- ---
1996 20.25% 3.25% 13.95% 5.01% --- --- --- ---
1995 31.13% 19.14% 23.28% 5.58% --- --- --- ---
1994 4.10% (3.76%) 2.48% 3.84% --- --- --- ---
1993 9.52% 11.81% 9.70% 2.75% --- --- --- ---
1992 10.48% 7.31% 9.36% 3.48% --- --- --- ---
1991 25.56% 16.66% 24.00% 6.01% --- --- --- ---
1990 (0.51%) 8.38% 2.37% 8.12% --- --- --- ---
1989 23.04% 12.83% 19.96% 9.16% --- --- --- ---
1988 16.68% 7.13% 13.40% 7.39% --- --- --- ---
1987 2.10% 2.60% 3.12% 6.49% --- --- --- ---
1986 20.15% 14.46% 18.30% 6.60% --- --- --- ---
1985 30.54% 19.94% 24.88% 8.03% --- --- --- ---
1984 5.40% 11.69% 8.24%* 10.39% --- --- --- ---
1983 22.85% 7.26% --- 8.97% --- --- --- ---
1982 25.67% 22.79%* --- 11.12%* --- --- --- ---
- -------------------------------------------------------------------------------------------------------------
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
Oppenheimer
Oppenheimer Oppenheimer Oppenheimer Oppenheimer Main Street
Year Capital Aggressive Global Strategic Growth & Oppenheimer Oppenheimer
Ended Appreciation+ Growth++ Securities Bond Income High Income Bond
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1998 24.00% 12.36% 14.11% 2.90% 4.70% 0.31% 6.80%
1997 26.69% 11.67% 22.42% 8.71% 32.48% 21.22% 9.26%
1996 25.20% 20.23% 17.80% 12.07% 32.51% 15.25% 4.80%
1995 36.66% 32.52% 2.24% 15.33% --- 20.37% 17.00%
1994 0.97% (7.59%) (5.72%) (3.78%) --- (3.18%) (1.94%)
1993 7.25% 27.32% 70.32% 4.25%* --- 26.34% 13.04%
1992 14.53% 15.42% (7.11%) --- --- 17.92% 6.50%
1991 25.54% 54.72% 3.39% --- --- 33.91% 17.63%
1990 (8.21%) (16.82%) 0.40%* --- --- 4.65% 7.92%
1989 23.59% 27.57% --- --- --- 4.84% 13.32%
1988 22.09% 13.41% --- --- --- --- ---
1987 3.31% 14.34% --- --- --- --- ---
1986 17.76% (1.65%)* --- --- --- --- ---
1985 9.50%* --- --- --- --- --- ---
1984 --- --- --- --- --- --- ---
1983 --- --- --- --- --- --- ---
1982 --- --- --- --- --- --- ---
- -------------------------------------------------------------------------------------------------------------
</TABLE>
The figures in this Table do not reflect any charges at the Separate Account
or Policy level.
* Since inception.
** Performance for the MML Equity Fund for years 1981 through 1974: 6.67%,
27.62%, 19.54%, 3.71%, (0.52%), 24.77%, 32.85%, (17.61%). Performance for the
MML Equity Fund prior to 1974 is not available.
+ Prior to May 1, 1999, the Oppenheimer Capital Appreciation Fund/VA was called
the Oppenheimer Growth Fund.
++ Prior to May 1, 1998, the Oppenheimer Aggressive Growth Fund/VA was called
the Oppenheimer Capital Appreciation Fund.
38 Appendix C
<PAGE>
TABLE 2 (continued)
ONE YEAR TOTAL RETURNS
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------------
T. Rowe Goldman Janus
Price Mid VP Income B.T. Small Sachs Janus Aspen Aspen
Year VIP II Cap & Growth Cap Index Capital Capital Worldwide Templeton
Ended Contrafund Growth Fund Fund Growth Appreciation Growth International
- --------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1998 29.98% 22.08% 26.87% (2.18%) 13.40% 58.11% 28.92% 9.08%
1997 24.14% 18.80%* 7.8%* --- --- --- 22.15% 13.78%
1996 21.22% -- -- --- --- --- 29.04% 24.04%
1995 39.72%* -- -- --- --- --- 27.37% 15.78%
1994 --- -- -- --- --- --- 1.53% (2.22%)
1993 --- -- -- --- --- --- --- 47.28%
1992 --- -- -- --- --- --- --- ---
1991 --- -- -- --- --- --- --- ---
1990 --- -- --- --- --- --- --- ---
1989 --- -- --- --- --- --- --- ---
1988 --- -- --- --- --- --- --- ---
1987 --- -- --- --- --- --- --- ---
1986 --- -- --- --- --- --- --- ---
1985 --- -- --- --- --- --- --- ---
1984 --- -- --- --- --- --- --- ---
1983 --- -- --- --- --- --- --- ---
1982 --- -- --- --- --- --- --- ---
- --------------------------------------------------------------------------------------------------------------------
</TABLE>
The figures in this Table do not reflect any charges at the Separate Account or
Policy level.
*Since inception.
Dates of inception:
MML Equity Fund - 9/15/71
MML Money Market Fund - 12/16/81
MML Managed Bond Fund - 12/16/81
MML Blend Fund - 2/3/84
MML Equity Index Fund - 5/1/97
MML Small Cap Value Equity Fund - 6/1/98
MML Growth Equity Fund - 5/3/99
MML Small Cap Growth Equity Fund - 5/3/99
Oppenheimer Capital Appreciation Fund/VA - 4/3/85
Oppenheimer Aggressive Growth Fund/VA - 8/15/86
Oppenheimer Global Securities Fund/VA - 11/12/90
Oppenheimer Strategic Bond Fund/VA - 5/3/93
Oppenheimer Main Street Growth and Income - 7/5/95
Oppenheimer High Income Fund/VA - 4/30/86
Oppenheimer Bond Fund/VA - 4/3/85
VIP II Contrafund(R)Portfolio - 1/3/95
T. Rowe Price Mid-Cap Growth Portfolio - 12/31/96
American Century's VP Income & Growth Fund - 10/30/97
Bankers Trust's Small Cap Index Fund - 8/25/97
Goldman Sachs Capital Growth Fund - 5/1/98
Janus Aspen Capital Appreciation Portfolio - 5/1/97
Janus Aspen Worldwide Growth Portfolio - 9/13/93
Templeton International Fund - 5/1/92
Appendix C 39
<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), equal to constant gross annual rates of 0%, 6%, and 12%. The tables
are based on annual premium payments of $7,500 for a combination of an Ultra
Preferred Non-Tobacco Male age 35 and an Ultra Preferred Non-Tobacco Female age
35. Ultra Preferred Non-Tobacco is currently our 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
. any policy loan were made during the period of time illustrated
. the rates of return for all funds averaged 0%, 6%, and 12% but varied above
or below that average for particular funds.
The death benefits and net surrender values shown in Tables 1, 2, 3, 7, 8, and 9
reflect the following current charges:
. administrative charges of $12 per month per policy in Policy Years 1-10,
and $8 per month in Policy Years 11 and beyond.
. face amount charges of $0.07 per month per $1,000 of Face Amount in
coverage years 1-10.
. insurance charges based on the current rates we are charging for Ultra
Preferred Non-Tobacco, fully underwritten risks.
. mortality and expense risk charges of 0.25% on an annual basis of the daily
net asset value of the Separate Account in all Policy Years.
. fund level expenses of 0.73% on an annual basis of the net asset value of
the Separate Account. These expenses represent the unweighted average of
all fund expenses.
The death benefits and net surrender values shown in Tables 4, 5, 6, 10, 11, and
12 reflect the following guaranteed maximum charges as well as the current fund
level expenses.
. administrative charges equal to $12 per month per policy in all years.
. face amount charge of $0.08 per month per $1,000 of Face Amount in coverage
years 1-10.
. insurance charges based on the Commissioners 1980 Standard Ordinary
Nonsmoker Mortality Table.
. mortality and expense risk charges equal to 0.60% on an annual basis of the
daily net asset value of the Separate Account in all years.
Net surrender values shown in the tables reflect the deduction of surrender
charges in the first 14 Policy Years. The surrender charge in the first five
Years is the Target Premium or $45 per $1,000 of Face Amount if less. In each of
Years six through 14, the surrender charge is equal to the surrender charge in
the preceding year reduced by 10% of the surrender charge in the first year.
Taking the current mortality and expense risk charge and the fund level expenses
into account, the gross rates of 0%, 6%, and 12% are (0.97%), 4.97%, and 10.91%,
respectively, on a net basis.
40 Appendix D
<PAGE>
<TABLE>
<CAPTION>
TABLE 1
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
Male and Female Each Issue Age 35, Ultra Preferred Non-Tobacco $7,500 Annual Premium
Death Benefit Option 1 $1 million Initial Face Amount
Current Schedule of Charges Guideline Premium Test
Death Benefit Assuming Hypothetical Net Surrender Value Assuming Hypothetical
Gross Annual Investment Return of: Gross Annual Investment Return of:
----------------------------------------------- -----------------------------------------------
Premiums
End of Accumulated at
Policy 5% Interest
Year Per Year 0% 6% 12% 0% 6% 12%
- ------------------------- ----------------------------------------------- ----------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 $7,875 $1,000,000 $1,000,000 $1,000,000 $2,042 $2,425 $2,810
2 $16,144 $1,000,000 $1,000,000 $1,000,000 $7,925 $9,065 $10,251
3 $24,826 $1,000,000 $1,000,000 $1,000,000 $13,750 $16,033 $18,503
4 $33,942 $1,000,000 $1,000,000 $1,000,000 $19,518 $23,346 $27,654
5 $43,514 $1,000,000 $1,000,000 $1,000,000 $25,227 $31,021 $37,802
6 $53,565 $1,000,000 $1,000,000 $1,000,000 $31,270 $39,466 $49,446
7 $64,118 $1,000,000 $1,000,000 $1,000,000 $37,257 $48,310 $62,317
8 $75,199 $1,000,000 $1,000,000 $1,000,000 $43,187 $57,571 $76,546
9 $86,834 $1,000,000 $1,000,000 $1,000,000 $49,061 $67,271 $92,284
10 $99,051 $1,000,000 $1,000,000 $1,000,000 $54,878 $77,430 $109,692
15 $169,931 $1,000,000 $1,000,000 $1,000,000 $87,447 $140,972 $234,751
20 $260,394 $1,000,000 $1,000,000 $1,000,000 $116,404 $219,256 $441,179
25 $375,851 $1,000,000 $1,000,000 $1,055,017 $143,302 $318,396 $787,326
30 $523,206 $1,000,000 $1,000,000 $1,668,633 $167,363 $443,564 $1,367,732
35 $711,272 $1,000,000 $1,000,000 $2,714,028 $186,702 $601,170 $2,339,679
40 $951,298 $1,000,000 $1,000,000 $4,244,209 $196,881 $800,097 $3,966,551
45 $1,257,639 $1,000,000 $1,108,022 $7,024,435 $186,339 $1,055,260 $6,689,938
50 $1,648,615 $1,000,000 $1,446,886 $11,780,554 $127,241 $1,377,986 $11,219,575
- ------------------------- ----------------------------------------------- ----------------------------------------------
<CAPTION>
Account Value Assuming Hypothetical
Gross Annual Investment Return of:
--------------------------------------------------------------
End of
Policy Year 0% 6% 12%
--------------------------------------------------------------
<S> <C> <C> <C>
1 $5,942 $6,325 $6,710
2 $11,825 $12,965 $14,151
3 $17,650 $19,933 $22,403
4 $23,418 $27,246 $31,554
5 $29,127 $34,921 $41,702
6 $34,780 $42,976 $52,956
7 $40,377 $51,430 $65,437
8 $45,917 $60,301 $79,276
9 $51,401 $69,611 $94,624
10 $56,828 $79,380 $111,642
15 $87,447 $140,972 $234,751
--------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------------------
Please remember that the hypothetical investment rates of return shown above and
elsewhere in this prospectus are illustrative only and are not a representation
of past or future investment rates of return. Actual rates of return may be more
or less than those shown.
Appendix D 41
<PAGE>
<TABLE>
<CAPTION>
TABLE 2
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
Male and Female Each Issue Age 35, Ultra Preferred Non-Tobacco $7,500 Annual Premium
Death Benefit Option 2 $1 million Initial Face Amount
Current Schedule of Charges Guideline Premium Test
Death Benefit Assuming Hypothetical Net Surrender Value Assuming Hypothetical
Gross Annual Investment Return of: Gross Annual Investment Return of:
----------------------------------------------- -----------------------------------------------
Premiums
End of Accumulated at
Policy 5% Interest
Year Per Year 0% 6% 12% 0% 6% 12%
- -------------------------- ----------------------------------------------- ----------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 $7,875 $1,005,942 $1,006,325 $1,006,710 $2,042 $2,425 $2,810
2 $16,144 $1,011,825 $1,012,965 $1,014,151 $7,925 $9,065 $10,251
3 $24,826 $1,017,650 $1,019,933 $1,022,403 $13,750 $16,033 $18,503
4 $33,942 $1,023,417 $1,027,246 $1,031,554 $19,517 $23,346 $27,654
5 $43,514 $1,029,127 $1,034,920 $1,041,702 $25,227 $31,020 $37,802
6 $53,565 $1,034,780 $1,042,975 $1,052,956 $31,270 $39,465 $49,446
7 $64,118 $1,040,377 $1,051,429 $1,065,436 $37,257 $48,309 $62,316
8 $75,199 $1,045,916 $1,060,300 $1,079,275 $43,186 $57,570 $76,545
9 $86,834 $1,051,399 $1,069,609 $1,094,620 $49,059 $67,269 $92,280
10 $99,051 $1,056,826 $1,079,377 $1,111,637 $54,876 $77,427 $109,687
15 $169,931 $1,087,434 $1,140,949 $1,234,711 $87,434 $140,949 $234,711
20 $260,394 $1,116,352 $1,219,149 $1,440,951 $116,352 $219,149 $440,951
25 $375,851 $1,143,094 $1,317,896 $1,786,029 $143,094 $317,896 $786,029
30 $523,206 $1,166,675 $1,441,582 $2,362,680 $166,675 $441,582 $1,362,680
35 $711,272 $1,184,678 $1,594,121 $3,324,626 $184,678 $594,121 $2,324,626
40 $951,298 $1,191,423 $1,776,662 $4,925,526 $191,423 $776,662 $3,925,526
45 $1,257,639 $1,172,639 $1,980,625 $7,579,912 $172,639 $980,625 $6,579,912
50 $1,648,615 $1,097,917 $2,175,754 $11,962,190 $97,917 $1,175,754 $10,962,190
- -------------------------- ----------------------------------------------- ----------------------------------------------
<CAPTION>
Account Value Assuming Hypothetical
Gross Annual Investment Return of:
--------------------------------------------------------------
End of
Policy Year 0% 6% 12%
<S> <C> <C> <C>
1 $5,942 $6,325 $6,710
2 $11,825 $12,965 $14,151
3 $17,650 $19,933 $22,403
4 $23,417 $27,246 $31,554
5 $29,127 $34,920 $41,702
6 $34,780 $42,975 $52,956
7 $40,377 $51,429 $65,436
8 $45,916 $60,300 $79,275
9 $51,399 $69,609 $94,620
10 $56,826 $79,377 $111,637
15 $87,434 $140,949 $234,711
--------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------------------
Please remember that the hypothetical investment rates of return shown above and
elsewhere in this prospectus are illustrative only and are not a representation
of past or future investment rates of return. Actual rates of return may be more
or less than those shown.
42 Appendix D
<PAGE>
TABLE 3
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
<TABLE>
<CAPTION>
Male and Female Each Issue Age 35, Ultra Preferred Non-Tobacco $7,500 Annual Premium
Death Benefit Option 3 $1 million Initial Face Amount
Current Schedule of Charges Guideline Premium Test
Death Benefit Assuming Hypothetical Net Surrender Value Assuming Hypothetical
Gross Annual Investment Return of: Gross Annual Investment Return of:
----------------------------------------------- -----------------------------------------------
Premiums
End of Accumulated at
Policy 5% Interest
Year Per Year 0% 6% 12% 0% 6% 12%
- ------------------------- ----------------------------------------------- ----------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 $7,875 $1,007,500 $1,007,500 $1,007,500 $2,042 $2,425 $2,810
2 $16,144 $1,015,000 $1,015,000 $1,015,000 $7,925 $9,065 $10,251
3 $24,826 $1,022,500 $1,022,500 $1,022,500 $13,750 $16,033 $18,503
4 $33,942 $1,030,000 $1,030,000 $1,030,000 $19,517 $23,346 $27,654
5 $43,514 $1,037,500 $1,037,500 $1,037,500 $25,227 $31,020 $37,802
6 $53,565 $1,045,000 $1,045,000 $1,045,000 $31,270 $39,465 $49,446
7 $64,118 $1,052,500 $1,052,500 $1,052,500 $37,256 $48,309 $62,316
8 $75,199 $1,060,000 $1,060,000 $1,060,000 $43,186 $57,570 $76,545
9 $86,834 $1,067,500 $1,067,500 $1,067,500 $49,059 $67,269 $92,281
10 $99,051 $1,075,000 $1,075,000 $1,075,000 $54,875 $77,427 $109,688
15 $169,931 $1,112,500 $1,112,500 $1,112,500 $87,430 $140,952 $234,727
20 $260,394 $1,150,000 $1,150,000 $1,150,000 $116,337 $219,173 $441,073
25 $375,851 $1,187,500 $1,187,500 $1,187,500 $143,034 $318,060 $786,891
30 $523,206 $1,225,000 $1,225,000 $1,667,635 $166,457 $442,397 $1,366,914
35 $711,272 $1,262,500 $1,262,500 $2,712,446 $183,951 $597,534 $2,338,315
40 $951,298 $1,300,000 $1,300,000 $4,241,782 $189,017 $789,473 $3,964,282
45 $1,257,639 $1,337,500 $1,337,500 $7,020,484 $164,188 $1,026,063 $6,686,175
50 $1,648,615 $1,375,000 $1,393,802 $11,774,041 $65,801 $1,327,430 $11,213,372
- -------------------------- ----------------------------------------------- ----------------------------------------------
<CAPTION>
Account Value Assuming Hypothetical
Gross Annual Investment Return of:
--------------------------------------------------------------
End of
Policy Year 0% 6% 12%
--------------------------------------------------------------
<S> <C> <C> <C>
1 $5,942 $6,325 $6,710
2 $11,825 $12,965 $14,151
3 $17,650 $19,933 $22,403
4 $23,417 $27,246 $31,554
5 $29,127 $34,920 $41,702
6 $34,780 $42,975 $52,956
7 $40,376 $51,429 $65,436
8 $45,916 $60,300 $79,275
9 $51,399 $69,609 $94,621
10 $56,825 $79,377 $111,638
15 $87,430 $140,952 $234,727
--------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------------------
Please remember that the hypothetical investment rates of return shown above and
elsewhere in this prospectus are illustrative only and are not a representation
of past or future investment rates of return. Actual rates of return may be more
or less than those shown.
Appendix D 43
<PAGE>
TABLE 4
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
<TABLE>
<CAPTION>
Male and Female Each Issue Age 35, Ultra Preferred Non-Tobacco $7,500 Annual Premium
Death Benefit Option 1 $1 million Initial Face Amount
Guaranteed Schedule of Mortality and Expense Charges and Guideline Premium Test
Current Fund Level Charges
Death Benefit Assuming Hypothetical Net Surrender Value Assuming Hypothetical
Gross Annual Investment Return of: Gross Annual Investment Return of:
----------------------------------------------- ----------------------------------------------
Premiums
End of Accumulated at
Policy 5% Interest
Year Per Year 0% 6% 12% 0% 6% 12%
- -------------------------- ----------------------------------------------- ----------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 $7,875 $1,000,000 $1,000,000 $1,000,000 $1,751 $2,121 $2,491
2 $16,144 $1,000,000 $1,000,000 $1,000,000 $7,323 $8,414 $9,550
3 $24,826 $1,000,000 $1,000,000 $1,000,000 $12,815 $14,990 $17,344
4 $33,942 $1,000,000 $1,000,000 $1,000,000 $18,227 $21,861 $25,952
5 $43,514 $1,000,000 $1,000,000 $1,000,000 $23,559 $29,039 $35,455
6 $53,565 $1,000,000 $1,000,000 $1,000,000 $29,200 $36,927 $46,338
7 $64,118 $1,000,000 $1,000,000 $1,000,000 $34,758 $45,146 $58,311
8 $75,199 $1,000,000 $1,000,000 $1,000,000 $40,233 $53,710 $71,487
9 $86,834 $1,000,000 $1,000,000 $1,000,000 $45,623 $62,632 $85,992
10 $99,051 $1,000,000 $1,000,000 $1,000,000 $50,925 $71,925 $101,961
15 $169,931 $1,000,000 $1,000,000 $1,000,000 $80,683 $129,862 $215,932
20 $260,394 $1,000,000 $1,000,000 $1,000,000 $105,339 $198,586 $399,484
25 $375,851 $1,000,000 $1,000,000 $1,000,000 $125,315 $281,785 $700,876
30 $523,206 $1,000,000 $1,000,000 $1,460,439 $137,189 $380,585 $1,197,081
35 $711,272 $1,000,000 $1,000,000 $2,329,056 $131,673 $493,759 $2,007,807
40 $951,298 $1,000,000 $1,000,000 $3,563,630 $87,906 $618,955 $3,330,495
45 $1,257,639 $0 $1,000,000 $5,765,882 $0 $752,923 $5,491,317
50 $1,648,615 $0 $1,000,000 $9,390,604 $0 $915,774 $8,943,432
- -------------------------- ----------------------------------------------- ----------------------------------------------
<CAPTION>
Account Value Assuming Hypothetical
Gross Annual Investment Return of:
--------------------------------------------------------------
End of
Policy Year 0% 6% 12%
--------------------------------------------------------------
<S> <C> <C> <C>
1 $5,651 $6,021 $6,391
2 $11,223 $12,314 $13,450
3 $16,715 $18,890 $21,244
4 $22,127 $25,761 $29,852
5 $27,459 $32,939 $39,355
6 $32,710 $40,437 $49,848
7 $37,878 $48,266 $61,431
8 $42,963 $56,440 $74,217
9 $47,963 $64,972 $88,332
10 $52,875 $73,875 $103,911
15 $80,683 $129,862 $215,932
--------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------------------
Please remember that the hypothetical investment rates of return shown above and
elsewhere in this prospectus are illustrative only and are not a representation
of past or future investment rates of return. Actual rates of return may be more
or less than those shown.
44 Appendix D
<PAGE>
TABLE 5
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
<TABLE>
<CAPTION>
Male and Female Each Issue Age 35, Ultra Preferred Non-Tobacco $7,500 Annual Premium
Death Benefit Option 2 $1 million Initial Face Amount
Guaranteed Schedule of Mortality and Expense Charges and Guideline Premium Test
Current Fund Level Charges
Death Benefit Assuming Hypothetical Net Surrender Value Assuming Hypothetical
Gross Annual Investment Return of: Gross Annual Investment Return of:
----------------------------------------------- -----------------------------------------------
Premiums
End of Accumulated at
Policy 5% Interest
Year Per Year 0% 6% 12% 0% 6% 12%
- ------------------------- ----------------------------------------------- ----------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 $7,875 $1,005,651 $1,006,021 $1,006,391 $1,751 $2,121 $2,491
2 $16,144 $1,011,223 $1,012,314 $1,013,450 $7,323 $8,414 $9,550
3 $24,826 $1,016,715 $1,018,889 $1,021,244 $12,815 $14,989 $17,344
4 $33,942 $1,022,126 $1,025,760 $1,029,850 $18,226 $21,860 $25,950
5 $43,514 $1,027,457 $1,032,937 $1,039,352 $23,557 $29,037 $35,452
6 $53,565 $1,032,707 $1,040,433 $1,049,843 $29,197 $36,923 $46,333
7 $64,118 $1,037,873 $1,048,259 $1,061,422 $34,753 $45,139 $58,302
8 $75,199 $1,042,955 $1,056,428 $1,074,202 $40,225 $53,698 $71,472
9 $86,834 $1,047,950 $1,064,954 $1,088,307 $45,610 $62,614 $85,967
10 $99,051 $1,052,857 $1,073,848 $1,103,871 $50,907 $71,898 $101,921
15 $169,931 $1,080,590 $1,129,701 $1,215,648 $80,590 $129,701 $215,648
20 $260,394 $1,104,997 $1,197,884 $1,397,984 $104,997 $197,884 $397,984
25 $375,851 $1,124,249 $1,279,174 $1,694,021 $124,249 $279,174 $694,021
30 $523,206 $1,134,252 $1,371,856 $2,171,886 $134,252 $371,856 $1,171,886
35 $711,272 $1,124,234 $1,465,828 $2,934,869 $124,234 $465,828 $1,934,869
40 $951,298 $1,072,136 $1,534,907 $4,138,201 $72,136 $534,907 $3,138,201
45 $1,257,639 $0 $1,510,014 $5,996,932 $0 $510,014 $4,996,932
50 $1,648,615 $0 $1,267,615 $8,825,609 $0 $267,615 $7,825,609
- ------------------------- ----------------------------------------------- ----------------------------------------------
<CAPTION>
Account Value Assuming Hypothetical
Gross Annual Investment Return of:
--------------------------------------------------------------
End of
Policy Year 0% 6% 12%
--------------------------------------------------------------
<S> <C> <C> <C>
1 $5,651 $6,021 $6,391
2 $11,223 $12,314 $13,450
3 $16,715 $18,889 $21,244
4 $22,126 $25,760 $29,850
5 $27,457 $32,937 $39,352
6 $32,707 $40,433 $49,843
7 $37,873 $48,259 $61,422
8 $42,955 $56,428 $74,202
9 $47,950 $64,954 $88,307
10 $52,857 $73,848 $103,871
15 $80,590 $129,701 $215,648
--------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------------------
Please remember that the hypothetical investment rates of return shown above and
elsewhere in this prospectus are illustrative only and are not a representation
of past or future investment rates of return. Actual rates of return may be more
or less than those shown.
Appendix D 45
<PAGE>
TABLE 6
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
<TABLE>
<CAPTION>
Male and Female Each Issue Age 35, Ultra Preferred Non-Tobacco $7,500 Annual Premium
Death Benefit Option 3 $1 million Initial Face Amount
Guaranteed Schedule of Mortality and Expense Charges and Guideline Premium Test
Current Fund Level Charges
Death Benefit Assuming Hypothetical Net Surrender Value Assuming Hypothetical
Gross Annual Investment Return of: Gross Annual Investment Return of:
----------------------------------------------- -----------------------------------------------
Premiums
End of Accumulated at
Policy 5% Interest
Year Per Year 0% 6% 12% 0% 6% 12%
- ------------------------- ----------------------------------------------- ----------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 $7,875 $1,007,500 $1,007,500 $1,007,500 $1,751 $2,121 $2,491
2 $16,144 $1,015,000 $1,015,000 $1,015,000 $7,323 $8,414 $9,550
3 $24,826 $1,022,500 $1,022,500 $1,022,500 $12,814 $14,989 $17,344
4 $33,942 $1,030,000 $1,030,000 $1,030,000 $18,226 $21,860 $25,950
5 $43,514 $1,037,500 $1,037,500 $1,037,500 $23,557 $29,036 $35,452
6 $53,565 $1,045,000 $1,045,000 $1,045,000 $29,196 $36,922 $46,333
7 $64,118 $1,052,500 $1,052,500 $1,052,500 $34,751 $45,138 $58,303
8 $75,199 $1,060,000 $1,060,000 $1,060,000 $40,222 $53,697 $71,473
9 $86,834 $1,067,500 $1,067,500 $1,067,500 $45,605 $62,612 $85,970
10 $99,051 $1,075,000 $1,075,000 $1,075,000 $50,900 $71,896 $101,928
15 $169,931 $1,112,500 $1,112,500 $1,112,500 $80,554 $129,707 $215,743
20 $260,394 $1,150,000 $1,150,000 $1,150,000 $104,861 $197,988 $398,715
25 $375,851 $1,187,500 $1,187,500 $1,187,500 $123,780 $279,799 $698,204
30 $523,206 $1,225,000 $1,225,000 $1,453,424 $132,690 $374,612 $1,191,331
35 $711,272 $1,262,500 $1,262,500 $2,318,157 $118,778 $476,307 $1,998,411
40 $951,298 $1,300,000 $1,300,000 $3,547,250 $52,054 $569,365 $3,315,187
45 $1,257,639 $0 $1,337,500 $5,739,745 $0 $608,158 $5,466,424
50 $1,648,615 $0 $1,375,000 $9,348,548 $0 $474,240 $8,903,379
- ------------------------- ----------------------------------------------- ----------------------------------------------
<CAPTION>
Account Value Assuming Hypothetical
Gross Annual Investment Return of:
--------------------------------------------------------------
End of
Policy Year 0% 6% 12%
--------------------------------------------------------------
<S> <C> <C> <C>
1 $5,651 $6,021 $6,391
2 $11,223 $12,314 $13,450
3 $16,714 $18,889 $21,244
4 $22,126 $25,760 $29,850
5 $27,457 $32,936 $39,352
6 $32,706 $40,432 $49,843
7 $37,871 $48,258 $61,423
8 $42,952 $56,427 $74,203
9 $47,945 $64,952 $88,310
10 $52,850 $73,846 $103,878
15 $80,554 $129,707 $215,743
--------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------------------
Please remember that the hypothetical investment rates of return shown above and
elsewhere in this prospectus are illustrative only and are not a representation
of past or future investment rates of return. Actual rates of return may be more
or less than those shown.
46 Appendix D
<PAGE>
TABLE 7
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
<TABLE>
<CAPTION>
Male and Female Each Issue Age 35, Ultra Preferred Non-Tobacco $7,500 Annual Premium
Death Benefit Option 1 $1 million Initial Face Amount
Current Schedule of Charges Cash Value Test
Death Benefit Assuming Hypothetical Net Surrender Value Assuming Hypothetical
Gross Annual Investment Return of: Gross Annual Investment Return of:
----------------------------------------------- -----------------------------------------------
Premiums
End of Accumulated at
Policy 5% Interest
Year Per Year 0% 6% 12% 0% 6% 12%
- ------------------------- ----------------------------------------------- ----------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 $7,875 $1,000,000 $1,000,000 $1,000,000 $2,042 $2,425 $2,810
2 $16,144 $1,000,000 $1,000,000 $1,000,000 $7,925 $9,065 $10,251
3 $24,826 $1,000,000 $1,000,000 $1,000,000 $13,750 $16,033 $18,503
4 $33,942 $1,000,000 $1,000,000 $1,000,000 $19,518 $23,346 $27,654
5 $43,514 $1,000,000 $1,000,000 $1,000,000 $25,227 $31,021 $37,802
6 $53,565 $1,000,000 $1,000,000 $1,000,000 $31,270 $39,466 $49,446
7 $64,118 $1,000,000 $1,000,000 $1,000,000 $37,257 $48,310 $62,317
8 $75,199 $1,000,000 $1,000,000 $1,000,000 $43,187 $57,571 $76,546
9 $86,834 $1,000,000 $1,000,000 $1,000,000 $49,061 $67,271 $92,284
10 $99,051 $1,000,000 $1,000,000 $1,000,000 $54,878 $77,430 $109,692
15 $169,931 $1,000,000 $1,000,000 $1,000,000 $87,447 $140,972 $234,751
20 $260,394 $1,000,000 $1,000,000 $1,389,498 $116,404 $219,256 $441,111
25 $375,851 $1,000,000 $1,000,000 $2,051,892 $143,302 $318,396 $786,166
30 $523,206 $1,000,000 $1,000,000 $2,981,266 $167,363 $443,564 $1,361,308
35 $711,272 $1,000,000 $1,111,542 $4,283,086 $186,702 $600,834 $2,315,182
40 $951,298 $1,000,000 $1,265,653 $6,177,763 $196,881 $796,008 $3,885,385
45 $1,257,639 $1,000,000 $1,447,175 $9,013,378 $186,339 $1,033,696 $6,438,127
50 $1,648,615 $1,000,000 $1,671,110 $13,358,159 $127,241 $1,315,835 $10,518,235
- ------------------------- ----------------------------------------------- ----------------------------------------------
<CAPTION>
Account Value Assuming Hypothetical
Gross Annual Investment Return of:
--------------------------------------------------------------
End of
Policy Year 0% 6% 12%
--------------------------------------------------------------
<C> <C> <C> <C>
1 $5,942 $6,325 $6,710
2 $11,825 $12,965 $14,151
3 $17,650 $19,933 $22,403
4 $23,418 $27,246 $31,554
5 $29,127 $34,921 $41,702
6 $34,780 $42,976 $52,956
7 $40,377 $51,430 $65,437
8 $45,917 $60,301 $79,276
9 $51,401 $69,611 $94,624
10 $56,828 $79,380 $111,642
15 $87,447 $140,972 $234,751
--------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------------------
Please remember that the hypothetical investment rates of return shown above and
elsewhere in this prospectus are illustrative only and are not a representation
of past or future investment rates of return. Actual rates of return may be more
or less than those shown.
Appendix D 47
<PAGE>
TABLE 8
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
<TABLE>
<CAPTION>
Male and Female Each Issue Age 35, Ultra Preferred Non-Tobacco $7,500 Annual Premium
Death Benefit Option 2 $1 million Initial Face Amount
Current Schedule of Charges Cash Value Test
Death Benefit Assuming Hypothetical Net Surrender Value Assuming Hypothetical
Gross Annual Investment Return of: Gross Annual Investment Return of:
----------------------------------------------- -----------------------------------------------
Premiums
End of Accumulated at
Policy 5% Interest
Year Per Year 0% 6% 12% 0% 6% 12%
- ------------------------- ----------------------------------------------- ----------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 $7,875 $1,005,942 $1,006,325 $1,006,710 $2,042 $2,425 $2,810
2 $16,144 $1,011,825 $1,012,965 $1,014,151 $7,925 $9,065 $10,251
3 $24,826 $1,017,650 $1,019,933 $1,022,403 $13,750 $16,033 $18,503
4 $33,942 $1,023,417 $1,027,246 $1,031,554 $19,517 $23,346 $27,654
5 $43,514 $1,029,127 $1,034,920 $1,041,702 $25,227 $31,020 $37,802
6 $53,565 $1,034,780 $1,042,975 $1,052,956 $31,270 $39,465 $49,446
7 $64,118 $1,040,377 $1,051,429 $1,065,436 $37,257 $48,309 $62,316
8 $75,199 $1,045,916 $1,060,300 $1,079,275 $43,186 $57,570 $76,545
9 $86,834 $1,051,399 $1,069,609 $1,094,620 $49,059 $67,269 $92,280
10 $99,051 $1,056,826 $1,079,377 $1,111,637 $54,876 $77,427 $109,687
15 $169,931 $1,087,434 $1,140,949 $1,234,711 $87,434 $140,949 $234,711
20 $260,394 $1,116,352 $1,219,149 $1,440,951 $116,352 $219,149 $440,951
25 $375,851 $1,143,094 $1,317,896 $2,051,162 $143,094 $317,896 $785,886
30 $523,206 $1,166,675 $1,441,582 $2,980,241 $166,675 $441,582 $1,360,841
35 $711,272 $1,184,678 $1,594,121 $4,281,644 $184,678 $594,121 $2,314,402
40 $951,298 $1,191,423 $1,776,662 $6,175,708 $191,423 $776,662 $3,884,093
45 $1,257,639 $1,172,639 $1,980,625 $9,010,401 $172,639 $980,625 $6,436,001
50 $1,648,615 $1,097,917 $2,175,754 $13,353,767 $97,917 $1,175,754 $10,514,777
- ------------------------- ----------------------------------------------- ----------------------------------------------
<CAPTION>
Account Value Assuming Hypothetical
Gross Annual Investment Return of:
--------------------------------------------------------------
End of
Policy Year 0% 6% 12%
--------------------------------------------------------------
<S> <C> <C> <C>
1 $5,942 $6,325 $6,710
2 $11,825 $12,965 $14,151
3 $17,650 $19,933 $22,403
4 $23,417 $27,246 $31,554
5 $29,127 $34,920 $41,702
6 $34,780 $42,975 $52,956
7 $40,377 $51,429 $65,436
8 $45,916 $60,300 $79,275
9 $51,399 $69,609 $94,620
10 $56,826 $79,377 $111,637
15 $87,434 $140,949 $234,711
--------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------------------
Please remember that the hypothetical investment rates of return shown above and
elsewhere in this prospectus are illustrative only and are not a representation
of past or future investment rates of return. Actual rates of return may be more
or less than those shown.
48 Appendix D
<PAGE>
TABLE 9
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
<TABLE>
<CAPTION>
Male and Female Each Issue Age 35, Ultra Preferred Non-Tobacco $7,500 Annual Premium
Death Benefit Option 3 $1 million Initial Face Amount
Current Schedule of Charges Cash Value Test
Death Benefit Assuming Hypothetical Net Surrender Value Assuming Hypothetical
Gross Annual Investment Return of: Gross Annual Investment Return of:
----------------------------------------------- -----------------------------------------------
Premiums
End of Accumulated at
Policy 5% Interest
Year Per Year 0% 6% 12% 0% 6% 12%
- ------------------------- ----------------------------------------------- ----------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 $7,875 $1,007,500 $1,007,500 $1,007,500 $2,042 $2,425 $2,810
2 $16,144 $1,015,000 $1,015,000 $1,015,000 $7,925 $9,065 $10,251
3 $24,826 $1,022,500 $1,022,500 $1,022,500 $13,750 $16,033 $18,503
4 $33,942 $1,030,000 $1,030,000 $1,030,000 $19,517 $23,346 $27,654
5 $43,514 $1,037,500 $1,037,500 $1,037,500 $25,227 $31,020 $37,802
6 $53,565 $1,045,000 $1,045,000 $1,045,000 $31,270 $39,465 $49,446
7 $64,118 $1,052,500 $1,052,500 $1,052,500 $37,256 $48,309 $62,316
8 $75,199 $1,060,000 $1,060,000 $1,060,000 $43,186 $57,570 $76,545
9 $86,834 $1,067,500 $1,067,500 $1,067,500 $49,059 $67,269 $92,281
10 $99,051 $1,075,000 $1,075,000 $1,075,000 $54,875 $77,427 $109,688
15 $169,931 $1,112,500 $1,112,500 $1,112,500 $87,430 $140,952 $234,727
20 $260,394 $1,150,000 $1,150,000 $1,389,302 $116,337 $219,173 $441,048
25 $375,851 $1,187,500 $1,187,500 $2,051,627 $143,034 $318,060 $786,064
30 $523,206 $1,225,000 $1,225,000 $2,980,906 $166,457 $442,397 $1,361,144
35 $711,272 $1,262,500 $1,262,500 $4,282,601 $183,951 $597,534 $2,314,919
40 $951,298 $1,300,000 $1,300,000 $6,177,109 $189,017 $789,473 $3,884,974
45 $1,257,639 $1,337,500 $1,434,780 $9,012,498 $164,188 $1,024,843 $6,437,499
50 $1,648,615 $1,375,000 $1,657,332 $13,356,990 $65,801 $1,304,986 $10,517,315
- ------------------------- ----------------------------------------------- ----------------------------------------------
<CAPTION>
Account Value Assuming Hypothetical
Gross Annual Investment Return of:
--------------------------------------------------------------
End of
Policy Year 0% 6% 12%
--------------------------------------------------------------
<S> <C> <C> <C>
1 $5,942 $6,325 $6,710
2 $11,825 $12,965 $14,151
3 $17,650 $19,933 $22,403
4 $23,417 $27,246 $31,554
5 $29,127 $34,920 $41,702
6 $34,780 $42,975 $52,956
7 $40,376 $51,429 $65,436
8 $45,916 $60,300 $79,275
9 $51,399 $69,609 $94,621
10 $56,825 $79,377 $111,638
15 $87,430 $140,952 $234,727
--------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------------------
Please remember that the hypothetical investment rates of return shown above and
elsewhere in this prospectus are illustrative only and are not a representation
of past or future investment rates of return. Actual rates of return may be more
or less than those shown.
Appendix D 49
<PAGE>
TABLE 10
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
<TABLE>
<CAPTION>
Male and Female Each Issue Age 35, Ultra Preferred Non-Tobacco $7,500 Annual Premium
Death Benefit Option 1 $1 million Initial Face Amount
Guaranteed Schedule of Mortality and Expense Charges and Cash Value Test
Current Fund Level Charges
Death Benefit Assuming Hypothetical Net Surrender Value Assuming Hypothetical
Gross Annual Investment Return of: Gross Annual Investment Return of:
----------------------------------------------- -----------------------------------------------
Premiums
End of Accumulated at
Policy 5% Interest
Year Per Year 0% 6% 12% 0% 6% 12%
- ------------------------- ----------------------------------------------- ----------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 $7,875 $1,000,000 $1,000,000 $1,000,000 $1,751 $2,121 $2,491
2 $16,144 $1,000,000 $1,000,000 $1,000,000 $7,323 $8,414 $9,550
3 $24,826 $1,000,000 $1,000,000 $1,000,000 $12,815 $14,990 $17,344
4 $33,942 $1,000,000 $1,000,000 $1,000,000 $18,227 $21,861 $25,952
5 $43,514 $1,000,000 $1,000,000 $1,000,000 $23,559 $29,039 $35,455
6 $53,565 $1,000,000 $1,000,000 $1,000,000 $29,200 $36,927 $46,338
7 $64,118 $1,000,000 $1,000,000 $1,000,000 $34,758 $45,146 $58,311
8 $75,199 $1,000,000 $1,000,000 $1,000,000 $40,233 $53,710 $71,487
9 $86,834 $1,000,000 $1,000,000 $1,000,000 $45,623 $62,632 $85,992
10 $99,051 $1,000,000 $1,000,000 $1,000,000 $50,925 $71,925 $101,961
15 $169,931 $1,000,000 $1,000,000 $1,000,000 $80,683 $129,862 $215,932
20 $260,394 $1,000,000 $1,000,000 $1,257,628 $105,339 $198,586 $399,247
25 $375,851 $1,000,000 $1,000,000 $1,817,457 $125,315 $281,785 $696,344
30 $523,206 $1,000,000 $1,000,000 $2,565,682 $137,189 $380,585 $1,171,544
35 $711,272 $1,000,000 $1,000,000 $3,541,135 $131,673 $493,759 $1,914,127
40 $951,298 $1,000,000 $1,000,000 $4,833,658 $87,906 $618,955 $3,040,036
45 $1,257,639 $0 $1,049,748 $6,529,825 $0 $749,820 $4,664,161
50 $1,648,615 $0 $1,110,024 $8,775,423 $0 $874,035 $6,909,782
- ------------------------- ----------------------------------------------- ----------------------------------------------
<CAPTION>
Account Value Assuming Hypothetical
Gross Annual Investment Return of:
--------------------------------------------------------------
End of
Policy Year 0% 6% 12%
--------------------------------------------------------------
<S> <C> <C> <C>
1 $5,651 $6,021 $6,391
2 $11,223 $12,314 $13,450
3 $16,715 $18,890 $21,244
4 $22,127 $25,761 $29,852
5 $27,459 $32,939 $39,355
6 $32,710 $40,437 $49,848
7 $37,878 $48,266 $61,431
8 $42,963 $56,440 $74,217
9 $47,963 $64,972 $88,332
10 $52,875 $73,875 $103,911
15 $80,683 $129,862 $215,932
--------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------------------
Please remember that the hypothetical investment rates of return shown above and
elsewhere in this prospectus are illustrative only and are not a representation
of past or future investment rates of return. Actual rates of return may be more
or less than those shown.
50 Appendix D
<PAGE>
TABLE 11
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
<TABLE>
<CAPTION>
Male and Female Each Issue Age 35, Ultra Preferred Non-Tobacco $7,500 Annual Premium
Death Benefit Option 2 $1 million Initial Face Amount
Guaranteed Schedule of Mortality and Expense Charges and Cash Value Test
Current Fund Level Charges
Death Benefit Assuming Hypothetical Net Surrender Value Assuming Hypothetical
Gross Annual Investment Return of: Gross Annual Investment Return of:
----------------------------------------------- -----------------------------------------------
Premiums
End of Accumulated at
Policy 5% Interest
Year Per Year 0% 6% 12% 0% 6% 12%
- ------------------------- ----------------------------------------------- ----------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 $7,875 $1,005,651 $1,006,021 $1,006,391 $1,751 $2,121 $2,491
2 $16,144 $1,011,223 $1,012,314 $1,013,450 $7,323 $8,414 $9,550
3 $24,826 $1,016,715 $1,018,889 $1,021,244 $12,815 $14,989 $17,344
4 $33,942 $1,022,126 $1,025,760 $1,029,850 $18,226 $21,860 $25,950
5 $43,514 $1,027,457 $1,032,937 $1,039,352 $23,557 $29,037 $35,452
6 $53,565 $1,032,707 $1,040,433 $1,049,843 $29,197 $36,923 $46,333
7 $64,118 $1,037,873 $1,048,259 $1,061,422 $34,753 $45,139 $58,302
8 $75,199 $1,042,955 $1,056,428 $1,074,202 $40,225 $53,698 $71,472
9 $86,834 $1,047,950 $1,064,954 $1,088,307 $45,610 $62,614 $85,967
10 $99,051 $1,052,857 $1,073,848 $1,103,871 $50,907 $71,898 $101,921
15 $169,931 $1,080,590 $1,129,701 $1,215,648 $80,590 $129,701 $215,648
20 $260,394 $1,104,997 $1,197,884 $1,397,984 $104,997 $197,884 $397,984
25 $375,851 $1,124,249 $1,279,174 $1,811,032 $124,249 $279,174 $693,882
30 $523,206 $1,134,252 $1,371,856 $2,556,961 $134,252 $371,856 $1,167,562
35 $711,272 $1,124,234 $1,465,828 $3,529,381 $124,234 $465,828 $1,907,773
40 $951,298 $1,072,136 $1,534,907 $4,817,846 $72,136 $534,907 $3,030,092
45 $1,257,639 $0 $1,510,014 $6,508,662 $0 $510,014 $4,649,044
50 $1,648,615 $0 $1,267,615 $8,747,157 $0 $267,615 $6,887,525
- ------------------------- ----------------------------------------------- ----------------------------------------------
<CAPTION>
Account Value Assuming Hypothetical
Gross Annual Investment Return of:
--------------------------------------------------------------
End of
Policy Year 0% 6% 12%
--------------------------------------------------------------
<S> <C> <C> <C>
1 $5,651 $6,021 $6,391
2 $11,223 $12,314 $13,450
3 $16,715 $18,889 $21,244
4 $22,126 $25,760 $29,850
5 $27,457 $32,937 $39,352
6 $32,707 $40,433 $49,843
7 $37,873 $48,259 $61,422
8 $42,955 $56,428 $74,202
9 $47,950 $64,954 $88,307
10 $52,857 $73,848 $103,871
15 $80,590 $129,701 $215,648
--------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------------------
Please remember that the hypothetical investment rates of return shown above and
elsewhere in this prospectus are illustrative only and are not a representation
of past or future investment rates of return. Actual rates of return may be more
or less than those shown.
Appendix D 51
<PAGE>
TABLE 12
Survivorship Flexible Premium Adjustable Variable Life Insurance Policy
<TABLE>
<CAPTION>
Male and Female Each Issue Age 35, Ultra Preferred Non-Tobacco $7,500 Annual Premium
Death Benefit Option 3 $1 million Initial Face Amount
Guaranteed Schedule of Mortality and Expense Charges and Cash Value Test
Current Fund Level Charges
Death Benefit Assuming Hypothetical Net Surrender Value Assuming Hypothetical
Gross Annual Investment Return of: Gross Annual Investment Return of:
----------------------------------------------- ----------------------------------------------
Premiums
End of Accumulated at
Policy 5% Interest
Year Per Year 0% 6% 12% 0% 6% 12%
- ------------------------- ----------------------------------------------- ----------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
1 $7,875 $1,007,500 $1,007,500 $1,007,500 $1,751 $2,121 $2,491
2 $16,144 $1,015,000 $1,015,000 $1,015,000 $7,323 $8,414 $9,550
3 $24,826 $1,022,500 $1,022,500 $1,022,500 $12,814 $14,989 $17,344
4 $33,942 $1,030,000 $1,030,000 $1,030,000 $18,226 $21,860 $25,950
5 $43,514 $1,037,500 $1,037,500 $1,037,500 $23,557 $29,036 $35,452
6 $53,565 $1,045,000 $1,045,000 $1,045,000 $29,196 $36,922 $46,333
7 $64,118 $1,052,500 $1,052,500 $1,052,500 $34,751 $45,138 $58,303
8 $75,199 $1,060,000 $1,060,000 $1,060,000 $40,222 $53,697 $71,473
9 $86,834 $1,067,500 $1,067,500 $1,067,500 $45,605 $62,612 $85,970
10 $99,051 $1,075,000 $1,075,000 $1,075,000 $50,900 $71,896 $101,928
15 $169,931 $1,112,500 $1,112,500 $1,112,500 $80,554 $129,707 $215,743
20 $260,394 $1,150,000 $1,150,000 $1,255,848 $104,861 $197,988 $398,682
25 $375,851 $1,187,500 $1,187,500 $1,815,086 $123,780 $279,799 $695,435
30 $523,206 $1,225,000 $1,225,000 $2,562,518 $132,690 $374,612 $1,170,100
35 $711,272 $1,262,500 $1,262,500 $3,536,962 $118,778 $476,307 $1,911,871
40 $951,298 $1,300,000 $1,300,000 $4,828,193 $52,054 $569,365 $3,036,599
45 $1,257,639 $0 $1,337,500 $6,522,769 $0 $608,158 $4,659,121
50 $1,648,615 $0 $1,375,000 $8,766,426 $0 $474,240 $6,902,697
- ------------------------- ----------------------------------------------- ----------------------------------------------
<CAPTION>
Account Value Assuming Hypothetical
Gross Annual Investment Return of:
--------------------------------------------------------------
End of
Policy Year 0% 6% 12%
1 $5,651 $6,021 $6,391
2 $11,223 $12,314 $13,450
3 $16,714 $18,889 $21,244
4 $22,126 $25,760 $29,850
5 $27,457 $32,936 $39,352
6 $32,706 $40,432 $49,843
7 $37,871 $48,258 $61,423
8 $42,952 $56,427 $74,203
9 $47,945 $64,952 $88,310
10 $52,850 $73,846 $103,878
15 $80,554 $129,707 $215,743
--------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------------------
Please remember that the hypothetical investment rates of return shown above and
elsewhere in this prospectus are illustrative only and are not a representation
of past or future investment rates of return. Actual rates of return may be more
or less than those shown.
52 Appendix D
<PAGE>
Appendix E
Directors of Massachusetts Mutual Life Insurance Company
<TABLE>
<CAPTION>
Name, Position, Business Address Principal Occupation(s) During Past Five Years
<S> <C>
Roger G. Ackerman, Director Corning, Inc.
One Riverfront Plaza, HQE 2 Chairman and Chief Executive Officer (since 1996)
Corning, NY 14831 President and Chief Operating Officer (1990-1996)
James R. Birle, Director Resolute Partners, LLC
2 Soundview Drive Chairman (since 1997), Founder (1994)
Greenwich, CT 06836 President (1994-1997)
Blackstone Group
General Partner (1988-1994)
Gene Chao, Director Computer Projections, Inc.
733 SW Vista Avenue Chairman, President and CEO (since 1991)
Portland, OR 97205
Patricia Diaz Dennis, Director SBC Communications Inc.
175 East Houston, Room 5-A-70 Senior Vice President - Regulatory and Public Affairs (since 1998)
San Antonio, TX 78205 Senior Vice President and Assistant General Counsel (1995-1998)
Sullivan & Cromwell
Special Counsel (1993-1995)
U.S. Department of State
Asst. Secy. of State for Human Rights and Human Affrs. (1992-1993)
Anthony Downs, Director The Brookings Institution
1775 Massachusetts Ave., N.W. Senior Fellow (since 1977)
Washington, DC 20036-2188
James L. Dunlap, Director Ocean Energy, Inc.
1201 Louisiana, Suite 1400 Vice Chairman (since 1998)
Houston, TX 77002-5603 United Meridian Corporation
President and Chief Operating Officer (1996-1998)
Texaco, Inc.
Senior Vice President (1987-1996)
William B. Ellis, Director Yale University School of Forestry and Environmental Studies
31 Pound Foolish Lane Senior Fellow (since 1995)
Glastonbury, CT 06033 Northeast Utilities
Chairman of the Board (1993-1995) and Chief Executive Officer (1983-1993)
Robert M. Furek, Director Resolute Partners LLC
1 State Street, Suite 2310 Partner (since 1997)
Hartford, CT 06103 State Board of Trustees for the Hartford School System
Chairman (since 1997)
Heublein, Inc.
President and Chief Executive Officer (1987-1996)
</TABLE>
Appendix E 53
<PAGE>
<TABLE>
<CAPTION>
Name, Position, Business Address Principal Occupation(s) During Past Five Years
<S> <C>
Charles K. Gifford, Director BankBoston, N.A.
100 Federal Street Chairman and Chief Executive Officer (since 1996)
Boston, MA 02110 President (1989-1996)
BankBoston Corporation
Chairman (since 1998) and Chief Executive Officer (since 1995)
President (1989-1996)
William N. Griggs, Director Griggs & Santow, Inc.
75 Wall Street, 20th Floor Managing Director (since 1983)
New York, NY 10005
George B. Harvey, Director Pitney Bowes
One Landmark Square, Suite 1905 Chairman, President and CEO (1983-1996)
Stamford, CT 06901
Barbara B. Hauptfuhrer, Director Director of various corporations (since 1972)
1700 Old Welsh Road
Huntingdon Valley, PA 19006
Sheldon B. Lubar, Director Lubar & Co. Incorporated
700 North Water Street, Suite 1200 Chairman (since 1977)
Milwaukee, WI 53202
William B. Marx, Jr., Director Lucent Technologies
5 Peacock Lane Senior Executive Vice President (1996-1996)
Village of Golf, FL 33436-5299 AT&T Multimedia Products Group
Executive Vice President and CEO (1994-1996)
AT&T Network Systems Group
Executive Vice President and CEO (1993-1994)
Group Executive and President (1989-1993)
John F. Maypole, Director Peach State Real Estate Holding Company
55 Sandy Hook Road - North Managing Partner (since 1984)
Sarasota, FL 34242
Robert J. O'Connell, Director, MassMutual
President and Chief Executive Officer President and Chief Executive Officer (since 1999)
1295 State Street American International Group, Inc.
Springfield, MA 01111 Senior Vice President (1991-1998)
AIG Life Companies
President and Chief Executive Officer (1991-1998)
Thomas B. Wheeler, Director and MassMutual
Chairman of the Board Chairman of the Board (since 1996)
1295 State Street President (1988-1996) and Chief Executive Officer (1988-1999)
Springfield, MA 01111
</TABLE>
54 Appendix E
<PAGE>
<TABLE>
<CAPTION>
Name, Position, Business Address Principal Occupation(s) During Past Five Years
<S> <C>
Alfred M. Zeien, Director The Gillette Company
Prudential Tower Chairman and Chief Executive Officer (since 1991)
Boston, MA 02199
Executive Vice Presidents:
Lawrence V. Burkett, Jr. MassMutual
1295 State Street Executive Vice President and General Counsel (since 1993)
Springfield, MA 01111 Senior Vice President and Deputy General Counsel (1992-1993)
Peter J. Daboul MassMutual
1295 State Street Executive Vice President and Chief Information Officer (since 1997)
Springfield, MA 01111 Senior Vice President (1990-1997)
John B. Davies MassMutual
1295 State Street Executive Vice President (since 1994)
Springfield, MA 01111 Associate Executive Vice President (1994-1994)
General Agent (1982-1993)
Daniel J. Fitzgerald MassMutual
1295 State Street Executive Vice President (since 1994)
Springfield, MA 01111 Corporate Financial Operations (1994-1997)
Senior Vice President (1991-1994)
James E. Miller MassMutual
1295 State Street Executive Vice President (since 1997 and 1987-1996)
Springfield, MA 01111 UniCare Life & Health
Senior Vice President (1996-1997)
John V. Murphy MassMutual
1295 State Street Executive Vice President (since 1997)
Springfield, MA 01111 David L. Babson & Co., Inc.
Executive Vice President and Chief Operating Officer (1995-1997)
Concert Capital Management, Inc.
Chief Operating Officer (1993-1995)
Liberty Financial Companies
Senior Vice President and Chief Financial Officer (1977-1993)
Joseph M. Zubretsky MassMutual
1295 State Street Executive Vice President and Chief Financial Officer (since 1997)
Springfield, MA 01111 HealthSource
Chief Financial Officer (1996-1996)
Coopers & Lybrand
Partner (1990-1996)
</TABLE>
Appendix E 55
<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 of Directors or
unless such person's indemnification is awarded by vote of the
Board of Directors.
<PAGE>
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 55 pages.
The Undertaking to File Reports.
The Undertaking pursuant to Rule 484 under the Securities Act of
1993.
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: Deloitte & Touche LLP and PricewaterhouseCoopers
LLP as its independent accountants;
2. Form of Counsel's opinion as to the legality of securities
being registered;
3. Form of Opinion and consent of Craig Waddington, FSA, MAAA,
opining as to actuarial matters contained in the Registration
Statement.
99.A. The following Exhibits correspond to those required by Paragraph A of
the instructions as to Exhibits in Form N-8B-2:
1a. Resolution of Board of Directors of MassMutual establishing the
Separate Account./1/
1b. To be filed: Certificate of Secretary as to the establishment of the
SVUL II Segment of the Separate Account.
2. Not Applicable.
3a. Form of Distribution Servicing Agreement between MML Distributors, LLC
and MassMutual./3/
3b. Form of Co-Underwriting Agreement between MML Investors Services, Inc.
and MassMutual./3/
4. Not Applicable.
5.a. Form of Survivorship Flexible Premium Adjustable Variable Life
insurance policy.
b. Form of Survivorship Term Rider/10/
c. Form of Estate Protection Rider/10/
d. Form of Accelerated Death Benefit Rider/10/
e. Form of Policy Split Option Rider/10/
6a. Certificate of Incorporation of MassMutual./1/
6b. By-Laws of MassMutual./1/
7. Not Applicable.
<PAGE>
8. Form of Participation Agreements.
a. Oppenheimer Variable Account Fund/1/
b. Variable Insurance Products Fund II/4/
c. T. Rowe Price Equity Series, Inc./5/
d. American Century Variable Portfolios, Inc./4/
e. Janus Aspen Trust/11/
f. Bankers Trust/11/
g. Goldman Sachs Trust/5/
h. Templeton Trust/11/
9. Not Applicable.
10. To be filed: Form of Application for a Survivorship Flexible Premium
Adjustable Variable Life insurance policy.
11. Form of Memorandum describing MassMutual's issuance, transfer, and
redemption procedures for the Policy./6/
99.B. Form of Opinion and Consent of Counsel as to the legality of the
securities being registered.
99.C. No financial statement will be omitted from the Prospectus pursuant to
Instruction 1(b) or (c) of Part I.
99.D. Not Applicable.
99.E. To be filed: Consents of Deloitte & Touche LLP and PricewaterhouseCoopers
LLP as independent accountants.
99.F. Form of Opinion and consent of Craig Waddington, FSA, MAAA,
as to actuarial matters pertaining to the securities being registered.
99.G.
1. Powers of Attorney/7/
2. Power of Attorney - Roger G. Ackerman/8/
3. Powers of Attorney - Robert J. O'Connell and Thomas B. Wheeler/9/
27 Not Applicable
__________
/1/ Incorporated by reference to Initial Registration Statement of the Separate
Account filed with the Commission as an exhibit on February 28,1997.
(Registration No. 333-22557)
/2/ Incorporated by reference to Registration Statement asan exhibit filed with
the Commission on December 5, 1997.
/3/ Incorporated by reference to Post-Effective Amendment No. 2 to Registration
Statement No. 33-89798 as an exhibit filed with the Commission on May 1, 1997.
/4/ Incorporated by reference to the Pre-Effective Amendment No. 2 to
Registration Statement No. 333-41657 filed with the Commission as an exhibit on
May 26, 1998.
/5/ Incorporated by reference to the Initial Registration Statement No. 333-
65887 filed with the Commission as an exhibit on October 20, 1998.
/6/ Incorporated by reference to the Pre-Effective Amendment No. 1 to
Registration Statement No. 333-41667 filed with the Commission as an exhibit on
March 18, 1998.
/7/ Incorporated by reference to Registration Statement No. 333-22557 filed with
the Commission as an exhibit on February 28, 1997.
/8/ Incorporated by reference to the Pre-Effective Amendment No. 1 to
Registration Statement No. 333-45039 on Form N-4 filed with the Commission as an
exhibit on June 4, 1998.
/9/ Incorporated by reference to the Pre-Effective Amendment No. 1 to
Registration Statement No. 333-65887 filed with the Commission on Form S-6 as an
exhibit on January 28, 1999.
/10/Incorporated by reference to the initial Registration Statement to SVULII-
C.M. Life filed with the Commission as an exhibit on October 5, 1999.
/11/Incorporated by reference to Pre-Effective Amendment No. 1 to Registration
Statement No. 333-80991 filed with the Commission on September 20, 1999.
<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 4th day of October, 1999.
MASSACHUSETTS MUTUAL VARIABLE LIFE SEPARATE ACCOUNT I
MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY
(Depositor)
By: /s/ Robert J. O'Connell*
-----------------------------------------------
Robert J. O'Connell, Chief Executive Officer
Massachusetts Mutual Life Insurance Company
/s/ Richard M. Howe on October 4, 1999, as Attorney-in-Fact pursuant to
- --------------------
*Richard M. Howe powers of attorney filed herewith.
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.
Signature Title Date
--------- ----- ----
/s/ Robert J. O'Connell * Chief Executive Officer and October 4, 1999
- ---------------------------- Chairman of the Board
Robert J. O'Connell
/s/ Joseph M. Zubretsky* Executive Vice President, October 4, 1999
- ----------------------------- Chief Financial Officer &
Joseph M. Zubretsky Chief Accounting Officer
- -----------------------------
/s/ Roger G. Ackerman* Director October 4, 1999
- -----------------------------
Roger G. Ackerman
/s/ James R. Birle* Director October 4, 1999
- -----------------------------
James R. Birle
/s/ Gene Chao* Director October 4, 1999
- -----------------------------
Gene Chao, Ph.D.
/s/ Patricia Diaz Dennis* Director October 4, 1999
- -----------------------------
Patricia Diaz Dennis
/s/ Anthony Downs* Director October 4, 1999
- -----------------------------
Anthony Downs
<PAGE>
/s/ James L. Dunlap* Director October 4, 1999
- -----------------------------
James L. Dunlap
/s/ William B. Ellis* Director October 4, 1999
- -----------------------------
William B. Ellis, Ph.D.
/s/ Robert M. Furek* Director October 4, 1999
- -----------------------------
Robert M. Furek
/s/ Charles K. Gifford* Director October 4, 1999
- -----------------------------
Charles K. Gifford
/s/ William N. Griggs* Director October 4, 1999
- -----------------------------
William N. Griggs
/s/ George B. Harvey* Director October 4, 1999
- -----------------------------
George B. Harvey
/s/ Barbara B. Hauptfuhrer* Director October 4, 1999
- -----------------------------
Barbara B. Hauptfuhrer
/s/ Sheldon B. Lubar* Director October 4, 1999
- -----------------------------
Sheldon B. Lubar
/s/ William B. Marx, Jr.* Director October 4, 1999
- -----------------------------
William B. Marx, Jr.
/s/ John F. Maypole* Director October 4, 1999
- -----------------------------
John F. Maypole
/s/ Thomas B. Wheeler* Director & Chairman of the October 4, 1999
- ----------------------------- Board of Directors
Thomas B. Wheeler
/s/ Alfred M. Zeien* Director October 4, 1999
- -----------------------------
Alfred M. Zeien
/s/ Richard M. Howe on October 4, 1999, as Attorney-in-Fact
- --------------------------- pursuant to powers of attorney filed herewith.
*Richard M. Howe
<PAGE>
EXHIBIT LIST
99.A.5.a Form of Survivorship Flexible Premium Adjustable Variable Life
Policy.
99.B. Form of Opinion and Consent of Counsel as to the legality of the
securities being registered.
99.F Form of Opinion and consent of Craig Waddington, FSA, MAAA, as to
actuarial matters pertaining to the securities being registered.
<PAGE>
Massachusetts Mutual Life Insurance Company
[MassMutual logo appears here] 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 JANUARY 1, 2000 POLICY NUMBER 123456789
ISSUE DATE JANUARY 1, 2000 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. 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/ABC /S/ABC
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
due, and 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 61 days after the due date.
There is, however, a right to reinstate the policy.
Other rights available under this policy 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. Page No.
-------- --------
<S> <C>
Part 1. - The Basics Of This Policy Face Amount Charge..................
The Parties Involved - Owner, Insureds, Insurance Charge....................
Beneficiary, Irrevocable Beneficiary........ Rider Charge........................
Dates - Policy Date, Policy Anniversary Grace Period And Termination........
Date, Policy Year, Monthly Charge Date, Safety Test.........................
Issue Date, Valuation Date, Valuation
Period, Valuation Time, Register Date....... Part 4. - Life Benefits..............
Policy A Legal Contract....................... Policy Ownership.....................
Policy Is Not Participating................... Rights Of Owner.....................
Representations And Contestability............ Changing The Owner Or Beneficiary...
Misstatement Of Age Or Gender................. Transfers Of Values.................
Death By Suicide.............................. Assigning This Policy...............
Meaning Of In Force........................... Annual Report.......................
Meaning Of Second Death....................... This Policy's Share in Dividends.....
Simultaneous Deaths........................... Policy Is Participating.............
Face Amount................................... How Dividends May Be Used...........
Year Of Coverage.............................. Dividend After Death Of Insureds....
Ages - Issue Age, Attained Age................ Right To Change The Face Amount......
Written Request............................... Increases In The Face Amount........
Currency...................................... Decreases In The Face Amount........
Home Office................................... Evidence Of Changes.................
Borrowing Against This Policy........
Part 2. - Premium Payments........................ Right To Make Loans.................
The First Premium............................. Effect Of Loan......................
Planned Premiums.............................. Maximum Loan Available..............
Premium Flexibility And Premium Notices....... Interest On Loans...................
Where To Pay Premiums......................... Policy Debt Limit...................
Right To Refund Premiums...................... Repayment Of Policy Debt............
Net Premium................................... Other Borrowing Rules...............
Allocation Of Net Premiums.................... Surrendering This Policy And Making
Withdrawals.........................
Part 3. - Accounts, Values, And Charges........... Right To Surrender..................
The Separate Account And The Guaranteed Net Surrender Value.................
Principal Account........................... Making Withdrawals..................
The Separate Account.......................... How We Pay..........................
Changes In The Separate Account............... Reinstating This Policy..............
Accumulation Units............................ When Policy May Be Reinstated.......
Purchase And Sale Of Accumulation Units....... Requirements To Reinstate...........
The Guaranteed Principal Account.............. Policy After Reinstatement..........
Values Of This Policy...........................
Account Value Of Policy....................... Part 5. - The Death Benefit..........
Variable Account Value Of Policy.............. Amount Of Death Benefit.............
Fixed Account Value Of Policy................. Death Benefit Options...............
Interest On Fixed Account Value............... Minimum Death Benefit...............
Monthly Policy Charges.......................... Changes In The Death Benefit Option.
Monthly Charges............................... When We Pay.........................
Administrative Charge......................... Interest On Death Benefit...........
</TABLE>
<PAGE>
TABLE OF CONTENTS (continued)
<TABLE>
<CAPTION>
<S> <C>
Part 6. - Payment Options. ....................... Part 7. - Notes On Our Computations.....
Availability Of Options ...................... Net Investment Factor .............
Minimum Amounts .............................. Accumulation Unit Value ...........
Description Of Options ....................... Adjustment Of Units And Values ....
Options 1, 2, 3, 4, 5, 6 ..................... Basis Of Computation ..............
Alternate Life Income ........................ Method Of Computing Values ........
Electing A Payment Option.....................
Effective Date And Payment Dates.............. Payment Option Rates Tables........
Withdrawals And Changes.......................
Income Protection.............................
Other Payment Option Rules....................
</TABLE>
Any riders and endorsements, and a copy of the application for the policy,
follow page XX.
- --------------------------------------------------------------------------------
For additional important terms used in this policy, see the following
provisions:
<TABLE>
<CAPTION>
Term Provision Page No.
------ --------- --------
<S> <C>
Death Benefit Factor Minimum Death Benefit
Guarantee Periods Safety Test
Guarantee Premiums Safety Test
Insurance Risk Insurance Charge
Loan Interest Rate Expense Charge Interest On Fixed Account Value
Minimum Annual Interest Rate For The Interest On Fixed Account Value
Guaranteed Principal Account
Policy Debt Right To Make Loans
Premium Expense Charge, Factor Net Premium
Separate Account Charge For Mortality And Net Investment Factor
Expense Risk
Surrender Charges Net Surrender Value
Withdrawal Fee Making Withdrawals
</TABLE>
<PAGE>
- --------------------------------------------------------------------------------
POLICY SPECIFICATIONS
SURVIVORSHIP FLEXIBLE PREMIUM ADJUSTABLE VARIABLE LIFE INSURANCE POLICY
ISSUE AGE GENDER
INSURED NO. 1 JANE C. DOE 35 FEMALE
INSURED NO. 2 JOHN A. DOE 35 MALE
POLICY DATE JANUARY 1, 2000 POLICY NUMBER 123456789
ISSUE DATE JANUARY 1, 2000 INITIAL FACE AMOUNT $ 100,000
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 and additional Policy Specifications will be
sent.
DEATH BENEFIT OPTION (See Part 5 of
this policy. 1
MONTHLY CHARGE DATES 1st day of each month
FIRST PREMIUM $1,000.00
PLANNED PREMIUM $1,000.00
PLANNED PREMIUM FREQUENCY Annual
GUARANTEE PERIOD First 5 Policy Years
GUARANTEE PREMIUM $206.20
POLICY CHARGES AND FEES:
MAXIMUM PREMIUM EXPENSE CHARGE 10.0% of premium payments up to Premium
DURING EACH YEAR OF Expense Factor; 7.5% of excess premium
COVERAGE (See Net payments
Premium provision
in Part 2.)
MAXIMUM MONTHLY
ADMINISTRATIVE CHARGE* $12.00 through Attained Age 99 of
younger Insured; $0.00 thereafter
MAXIMUM MONTHLY FACE
AMOUNT CHARGE*
BY YEAR OF COVERAGE
Years 1 - 10 $0.08
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 0.80%
MAXIMUM WITHDRAWAL FEE $25.00 per withdrawal
SURRENDER CHARGE See the Table(s) Of Surrender Charges
MAXIMUM SEPARATE ACCOUNT CHARGE FOR 0.60% effective annual rate (decimal
MORTALITY AND EXPENSE RISK** daily equivalent 0.00001639)
* For more information, see the "Monthly Policy Charges" section in Part 3 of
this policy. Monthly charges beyond Attained Age 99 of the younger Insured
are zero.
** 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 JANUARY 1, 2000 POLICY NUMBER 123456789
ISSUE DATE JANUARY 1, 2000
- --------------------------------------------------------------------------------
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:
. $912.00;
. 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. $ 8,006.40;
B. $ 773.60 multiplied by the result of one (1) plus the number of full
Policy Years elapsed.
LIMITATIONS 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. We reserve the right to increase this limit.
Further limits on access to Separate Account divisions may be added in order for
this policy to continue to qualify as life insurance under federal tax law.
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.
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 JANUARY 1, 2000 POLICY NUMBER 123456789
ISSUE DATE JANUARY 1, 2000
- --------------------------------------------------------------------------------
SEPARATE ACCOUNT INFORMATION (See The Separate Account provision in Part 3.)
- ----------------------------
The Separate Account referred to in this policy is C.M. Life Variable Life
Separate Account I.
The divisions of the Separate Account are:
MML Equity Oppenheimer Main Street Growth & Income
MML Money Market Oppenheimer High Income
MML Managed Bond Oppenheimer Bond
MML Blend Fidelity VIP II Contrafund
MML Equity Index T. Rowe Price Mid-Cap Growth
MML Small Cap Value Equity American Century VP Income & Growth
MML Growth Equity Bankers Trust Small Cap Index
MML Small Cap Growth Equity Goldman Sachs Capital Growth
Oppenheimer Aggressive Growth Janus Aspen Capital Appreciation
Oppenheimer Global Securities Janus Aspen Worldwide Growth
Oppenheimer Capital Appreciation Templeton International
Oppenheimer Strategic Bond
The types of investments and the objectives for each division are given in the
Prospectus.
MINIMUM ANNUAL INTEREST RATE FOR THE 3.00% (decimal monthly equivalent
GUARANTEED PRINCIPAL ACCOUNT 0.00246627)
LOAN INTEREST RATE (See Interest On Loans in Part 4.) Variable
MINIMUM FACE AMOUNT $100,000
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 JANUARY 1, 2000 POLICY NUMBER 123456789
ISSUE DATE JANUARY 1, 2000
- --------------------------------------------------------------------------------
PREMIUM EXPENSE FACTOR: 773.00
TABLE OF MAXIMUM MONTHLY INSURANCE CHARGES
RATES PER THOUSAND OF INSURANCE RISK
RISK CLASSES: INSURED NO. 1: NON-TOBACCO
INSURED NO. 2: 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
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
</TABLE>
The rate for the younger insured's Attained Ages above 99 is 0.00.
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 JANUARY 1, 2000 POLICY NUMBER 123456789
ISSUE DATE JANUARY 1, 2000
- --------------------------------------------------------------------------------
TABLE OF SURRENDER CHARGES
IF SURRENDER OCCURS IN SURRENDER
POLICY YEAR CHARGE
- ------------------------------------------- ---------------
1 $2,280.00
2 $2,280.00
3 $2,280.00
4 $2,280.00
5 $2,280.00
6 $2,052.00
7 $1,824.00
8 $1,596.00
9 $1,368.00
10 $1,140.00
11 $912.00
12 $684.00
13 $456.00
14 $228.00
15 and later $0.00
For more information about surrender charges, see Part 4 of this policy.
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 JANUARY 1, 2000 POLICY NUMBER 123456789
ISSUE DATE JANUARY 1, 2000
- --------------------------------------------------------------------------------
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>
Death Benefit Factor for Attained Ages above 99 is 1.00. These Death Benefit
Factors are used to determine the amount of the minimum death benefit. 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 JANUARY 1, 2000 POLICY NUMBER 123456789
ISSUE DATE JANUARY 1, 2000
- --------------------------------------------------------------------------------
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 JANUARY 1, 2000 POLICY NUMBER 123456789
ISSUE DATE JANUARY 1, 2000
- --------------------------------------------------------------------------------
BENEFICIARY INFORMATION
BENEFICIARY
- -----------
JAMES B. DOE, SON OF THE INSUREDS
POLICY SPECIFICATIONS PAGE 8 0F 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 Involved - Owner, Insureds, Beneficiary, Irrevocable Beneficiary
The Owner is the person who owns this policy, as shown in our
records. The Owner has the right to exercise rights and
privileges and to receive benefits under the terms of this policy
during the lifetime of either Insured. If the Owner designated
under the terms of 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."
Page 1
<PAGE>
Dates - Policy Date, Policy Anniversary Date, Policy Year, Monthly Charge Date,
Issue Date, Valuation Date, Valuation Period, Valuation Time, Register Date
The Policy Date is shown in the Policy Specifications. It is the
starting point for determining Policy Anniversary Dates, Policy
Years, and Monthly Charge Dates. The first Policy Anniversary
Date is one year after the Policy Date. The period from the
Policy Date to the first Policy Anniversary Date, or from one
Policy Anniversary Date to the next, is called a Policy Year.
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.
Example: The Policy Date is June 10, 20X1. The first Policy
Anniversary Date is one year later, June 10, 20X2. The
period from June 10, 20X1, through June 9, 20X2, is a
Policy Year. The first Monthly Charge Date is June 10,
20X1. The next Monthly Charge Date is one month later,
July 10, 20X1.
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
Home Office.
Policy A Legal Contract
This policy is a legal contract between the Owner and 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.
Page 2
<PAGE>
Representations And Contestability
We rely on all statements made by or for either or both Insureds
in the application(s). Legally, those 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:
. 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 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 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 two 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 two years after that reinstatement
date.
Misstatement Of Age Or Gender
If the date of birth or gender of either Insured as 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. 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
two 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
two 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.
Page 3
<PAGE>
If either Insured commits suicide, while sane or insane, within
two 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
"In force" means that the insurance provided by this 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 two 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.
Policy debt and surrender are discussed in Part 4.
Meaning Of Second Death
The "second death" under this policy means the death of the
survivor of the Insureds.
Simultaneous Deaths
The Insureds may die at the same time, with no reasonable way to
determine who died first. In this case, we will assume that
Insured No. 2 died before Insured No. 1. However, the Owner may
provide otherwise by written request while both Insureds are
living.
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, Attained Age
The Issue Age for each Insured (shown in the Policy
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 Home 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.
Page 4
<PAGE>
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.
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 And Premium Notices
After the first premium has been paid, there is no requirement
that any amount of premium be paid on any 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 Premiums
All premiums after the first premium are payable to 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 Premiums
We have the right to refund any amount of premium paid in a
Policy Year that exceeds the Limit On Premium Payments for the
Year shown in the Policy Specifications.
A Limit On Total Premium Payments also may be stated in the
Policy Specifications. If such a Limit is stated, we will
automatically refund the amount of any premium paid that exceeds
that Limit.
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.
Page 5
<PAGE>
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
Premium Expense Factor for each segment. The Premium Expense
Factor 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
Premium Expense Factor for it is 4,000. You later
increase the Face Amount by $700,000, to $1,200,000;
the Premium Expense Factor for that increase is 6,000.
The sum of the Premium Expense Factors 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.
Allocation Of Net Premiums
Each net premium we receive on or before the Issue Date will be
allocated to our general investment 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 Account
The Separate Account shown in the Policy 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.
Page 6
<PAGE>
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.
Changes In The Separate Account
We have the right to establish additional divisions of 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 rights to rename any division and 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.
Any changes in the Separate Account will be described in the
Prospectus for this policy.
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 Of Accumulation Units
Amounts are credited to and taken from divisions of the Separate
Account by purchasing and selling accumulation 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, 20X1. 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 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.
In no case will accumulation units be purchased or sold before
the Register Date.
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The Guaranteed Principal Account
The Guaranteed Principal Account is part of our general
investment 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.
Values Of This Policy
Account Value Of Policy
The account value of this policy on any date is the variable
account value of this policy plus the fixed account value of this
policy, both determined as of that date.
Variable Account Value Of Policy
The variable account value of this policy reflects:
. 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 Of Policy
The fixed account value of this policy is the accumulation at
interest of:
. The net premiums for this policy allocated to our general
investment account and 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 Account Value
The fixed account value of this policy earns interest at 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
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. The Minimum Annual Interest Rate For The Guaranteed
Principal Account.
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 Charge
The amount of the monthly administrative charge will be
determined by us. However, it will not exceed the Maximum Monthly
Administrative Charge shown in the Policy Specifications.
Face Amount Charge
The amount of the monthly face amount charge will be 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 separate tables.
The monthly 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.
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(a) We compute the account value of this policy after all
additions and deductions other than the deduction of the
insurance charge.
(b) We determine the amount of benefit under the Death Benefit
Option in effect. The minimum death benefit used here is
based on the account value computed in (a). The amount of
death benefit under each Death Benefit Option and the minimum
death benefit are discussed in Part 5.
(c) We divide the amount of benefit determined in (b) by an
amount equal to 1 plus the decimal monthly equivalent 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 monthly
insurance risk.
If there are two or more tables of maximum monthly insurance
charges, the pro rata monthly 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 monthly insurance
risk is increased due to the minimum death benefit, 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 monthly 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 monthly 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.
Grace Period And Termination
This policy may terminate without value if its account value on a
Monthly Charge Date, less any policy debt, 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. The
safety test is discussed in the next provision.
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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.
If the account value less policy debt on a Monthly Charge Date
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 payments of the Guarantee
Premium (shown in the Policy Specifications) from the Policy Date
to that day, accumulated with interest.
In the safety test, interest is accumulated at an effective
annual rate equal to the Minimum Annual Interest Rate For The
Guaranteed Principal Account, which is shown in the Policy
Specifications. In accumulating premiums paid, we exclude any
premium amounts refunded under the Right To Refund Premiums
provision in Part 2. Also, we assume in this test that Guarantee
Premiums are paid on each Monthly Charge Date.
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 is $25. Premium 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 monthly charges for that 6th
Monthly Charge Date are reduced to $95, and the account
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.
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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;
. Exercise dividend rights; and
. Reinstate this policy after termination.
Changing The Owner Or Beneficiary
While either Insured is living, the Owner or any Beneficiary may
be changed by written request. We do not limit the number 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 Values
Transfers of values are subject to the limitations stated in 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 same Valuation Date will be considered one
transfer.
Assigning This Policy
This policy may be assigned. However, for any assignment to 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.
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.
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 preceding Policy Year and all premiums paid during that
Year. 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 end of
that Year.
The annual report also will include any additional information
required by applicable law or regulation.
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This Policy's Share In Dividends
Policy Is Participating
This policy is "participating," which means it may share in 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 May Be Used
Dividends may be used in a number of ways. These are called
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.
Account 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 Death Of Insureds
If the second death occurs after the first Policy Year, the 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.
Increases In The Face Amount
While both Insureds are living, the Face Amount of this 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 three months at the new monthly
charges and interest, we may require a payment
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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 precedes, 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 Face Amount
After the first Policy Year, the Face Amount may be decreased 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 precedes, 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 Changes
If the Face Amount is changed, we will send the Owner any revised
and 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 Loans
Once the account value exceeds any surrender charges that 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."
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.
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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 Available
The maximum amount that can be borrowed on any date is 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).
(3) We subtract any existing policy debt from the amount
determined in (2). 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 4% 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.
The maximum limit is the Published Monthly Average for the
calendar month ending two 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, 20X1. The
calendar month ending two months before June is
March. The loan interest rate for the Policy Year
beginning June 10, 20X1, will not be greater than
the Published Monthly Average for March, 20X1.
However, if that Average is lower than the Minimum
Annual Interest Rate For The Guaranteed Principal
Account plus 1%, then the maximum loan interest
rate for that Policy Year will be equal to the
Minimum Annual Interest Rate For The Guaranteed
Principal Account plus 1%.
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If the maximum limit for a Policy Year is at least 1/2% higher
than the loan interest rate in effect for the preceding 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 preceding 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 Policy Debt
All or part of any policy debt may be repaid at any time 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 Rules
We may delay the granting of any loan attributable to the
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:
. 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 your written request to surrender. This policy
will terminate as of the date of surrender.
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Net Surrender Value
The net surrender value of this policy is equal to the 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 Withdrawals
After the first Policy Year, withdrawals may be made while the
policy is in force through Attained Age 99 of the younger
Insured.
We need a written request for a withdrawal. The request must
state the Account (or Accounts) from which the withdrawal will be
made. For any withdrawal from the Separate Account, the request
also must state the division (or divisions) from which the
withdrawal will be made. A withdrawal will be effective on 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.
A 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, the decrease will be effective on the date of the
withdrawal. If this 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.
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 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.
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We may delay paying any surrender or withdrawal from the
Guaranteed Principal Account for up to six 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 Policy May Be Reinstated
After this policy has terminated, it may be reinstated -- that
is, put back in force. However, the policy may not be reinstated:
. If it has been surrendered for its net surrender value; or
. More than five years after the date of termination; or
. After the Policy Anniversary Date nearest the younger
Insured's 100th birthday; or
. If an Insured has died since the date of termination.
Requirements To Reinstate
A written application and evidence of insurability 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 three months after reinstatement.
This amount will be quoted on request.
Policy After Reinstatement
The policy will be reinstated on the Monthly Charge Date that is
on, or precedes, 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.
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.
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.
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<PAGE>
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 Benefit
If both Insureds die while this policy is in force, the 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 Options
Three Death Benefit Options, described here, are 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:
. 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 Benefit
The minimum death benefit on any date is equal to the 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 Death Benefit Option
After the first Policy Year, the Death Benefit Option may be
changed upon written request while both Insureds are living.
However, the Death Benefit Option may not be changed 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.
A change in the Death Benefit Option will be effective on the
Monthly Charge Date that is on, or precedes, the date we approve
the change.
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: 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;
. Option 3 to Option 1: Increased by an amount equal to the sum
of all premiums paid (and not refunded);
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<PAGE>
. Option 3 to Option 2: 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.
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 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.
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.
Interest On Death Benefit
If the death benefit is paid in one sum, we will add interest
from the date of the second 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
applicable law.
If the death benefit is applied under a payment option (described
in Part 6), interest will be paid from the date of the second
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
applicable 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 Options
All or part of the death benefit or net surrender value 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 Options
Our regular payment options are Options 1 through 6. 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
Page 20
<PAGE>
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 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 two 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 Income
If Option 2, 5, or 6 is elected, the named person(s) can 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 Payment Option
To elect any payment option, we require a written 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 And Payment Dates
The effective date of a payment option is the date the amount is
applied under that option. For a death 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.
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<PAGE>
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 Changes
If provided in the payment option election, all or part 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 six 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 the second death. This consent must be received at our
Home Office.
Other Payment Option Rules
Options for any amount payable to an association, 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 Factor
For each division of the Separate Account, the Net 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 .00001639 for each day of a Valuation Period. The Net
Investment Factor may be greater or less than 1.00000000.
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<PAGE>
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 Insureds, any Beneficiary, any
assignee, and any other person under this policy.
Accumulation Unit Value
The value of an accumulation unit in each division was 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 And Values
We have the right to split or consolidate the number of
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 Computation
The basis of computation consists of the mortality rates 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;
. The amount and value of any paid-up additions purchased with
dividends; 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 in a less favorable
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 Computing Values
When required by the state where this policy was 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.
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<PAGE>
- --------------------------------------------------------------------------------
OPTION 1. INSTALLMENTS FOR
A SPECIFIED PERIOD -
PAYMENT OPTION RATES
- --------------------------------------------------------------------------------
MONTHLY INCOME PER
$1,000 OF AMOUNT APPLIED
- --------------------------------------------------------------------------------
Years Monthly Income
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.
- -------------------------------------------------------------------------------
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<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
- --------------------------------------------------------------------------------
5 YEARS 10 YEARS 20 YEARS AMOUNT
AGE* LIFE ONLY MINIMUM MINIMUM MINIMUM APPLIED
- --------------------------------------------------------------------------------
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.
- --------------------------------------------------------------------------------
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<PAGE>
<TABLE>
<CAPTION>
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
- --------------------------------------------------------------------------------
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>
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<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 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 OLDER THAN MALE BY:
------------------------------------------------------------------
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
- ----------------------------------------------------------------------------------
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
MALE1 & MALE2
- ------------------------------------------------------------------------------------------------
MALE1 MALE2 IS YOUNGER THAN MALE1 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>
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>
MALE1 MALE2 IS OLDER THAN MALE1 BY:
---------------------------------------------------------------------------------
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
- ------------------------------------------------------------------------------------------------
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 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
FEMALE1 & FEMALE2
- ------------------------------------------------------------------------------------------------
FEMALE1 FEMALE2 IS YOUNGER THAN FEMALE1 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>
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>
FEMALE1 FEMALE2 IS OLDER THAN FEMALE1 BY:
---------------------------------------------------------------------------------
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
- ------------------------------------------------------------------------------------------------
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 30
<PAGE>
[Mass Mutual logo 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 Insureds are hereby notified that by virtue of this policy they are members
of Massachusetts Mutual Life Insurance Company and are 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>
EXHIBIT 99.B -- FORM OF LEGAL OPINION
October 5, 1999
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.F -- FORM OF ACTUARIAL OPINION
October 5, 1999
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
- -------------------------
Craig Waddington, FSA, MAAA
Vice President and Actuary
