ALLIANZ LIFE VARIABLE ACCOUNT B
497, 1997-02-10
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            PROFILE OF THE VALUEMARK IV VARIABLE ANNUITY CONTRACT

                                December 27, 1996    

This Profile is a summary of some of the more  important  points that you should
consider and know before  purchasing the Valuemark IV Variable  Annuity Contract
with a fixed  account  option.  The  Contract  is more  fully  described  in the
prospectus which accompanies this Profile. Please read the prospectus carefully.

1. THE VALUEMARK IV VARIABLE  ANNUITY  CONTRACT.  The variable  annuity contract
with a fixed account option  offered by Allianz Life is a contract  between you,
the owner,  and Allianz Life Insurance  Company of North  America,  an insurance
company.  The Contract provides a means for investing on a tax-deferred basis in
23 funds of Franklin  Valuemark  Funds,  a series fund,  and a fixed  account of
Allianz Life. The Contract is intended for retirement savings or other long-term
investment  purposes  and provides for a death  benefit and  guaranteed  annuity
income options.

The Contract has 24 investment options.  There are 23 funds which are managed by
professional  money  managers.  A list of the  available  funds is  contained in
Section 4. Depending upon market  conditions,  you can make or lose money in the
funds.

The fixed  account  offers an interest  rate that is guaranteed by Allianz Life.
The interest  rate is set monthly and is  guaranteed  for 12 months.  While your
money is in the fixed account, the interest your money will earn as well as your
principal is guaranteed by Allianz Life.

Allianz  Life  reserves  the  right to limit the  number of funds  which you may
invest in at any one time (now or in the  future).  Currently,  you can put your
money in 10  investment  options  (which  includes any of the 23 funds listed in
Section 4 and the Allianz Life fixed account).

Like  all  deferred  annuity  contracts,  your  Contract  has  two  phases:  the
accumulation  phase and the income phase.  During the accumulation  phase,  your
earnings  accumulate  on a  tax-deferred  basis and are based on the  investment
performance  of the fund(s) you selected  and/or the interest rate earned on the
money you have in the fixed account. During the accumulation phase, the earnings
are taxed as income only when you make a  withdrawal.  The income  phase  occurs
when you begin receiving regular payments from your Contract.  The amount of the
payments you may receive during the income phase depends in part upon the amount
of money you are able to  accumulate in your  Contract  during the  accumulation
phase.

2. ANNUITY PAYMENTS (THE INCOME PHASE). You can receive monthly annuity payments
from your  Contract by selecting one of the  following  annuity  options (all of
these options assume you are the owner and the annuitant): (1) payments for your
life; (2) payments for your life, but if you die before  payments have been made
for the guaranteed period you selected, payments will continue for the remainder
of the guaranteed  period (5,10, 15 or 20 years);  (3) payments during the joint
lifetime of you and the joint annuitant - when either of you die,  payments will
continue as long as the survivor  lives;  (4) payments during the joint lifetime
of you and the joint  annuitant,  but if you or the joint  annuitant  die before
payments have been made for the  guaranteed  period you selected,  payments will
continue for the remainder of the guaranteed period (5, 10, 15 or 20 years); and
(5)  payments  during your life  ending with the last  payment due prior to your
death with a  guarantee  that at your death  Allianz  Life will make a refund to
your beneficiary.  Once you begin receiving regular payments,  you cannot change
your annuity option or surrender your contract.

During the income phase, you have the same investment choices you had during the
accumulation phase. You can choose to have payments come from the fixed account,
the funds or both. If you choose to have any part of your payments come from the
funds, the dollar amount of your annuity  payments may go up or down,  depending
on the investment performance.

3.  PURCHASE.    You  can  buy  the  Contract  with  $5,000 or more under most
circumstances.  You  can  add  $250  or  more  any  time  you  like during the
accumulation  phase.   You and the annuitant cannot be older than 85 years old
at  the  time  you  buy  the  Contract.

4.INVESTMENT OPTIONS.  You may invest in the Allianz Life fixed account or the
following  funds  of  Franklin  Valuemark  Funds:

FUND  SEEKING  STABILITY  OF  PRINCIPAL  AND  INCOME:
Money  Market

FUNDS  SEEKING  CURRENT  INCOME:
High  Income
Templeton  Global  Income  Securities
The  U.S.  Government  Securities
Zero  Coupon  -  2000,  2005  and  2010

FUNDS  SEEKING  GROWTH  AND  INCOME:
Growth  and  Income
Income  Securities
Mutual  Shares  Securities
Real  Estate  Securities
Rising  Dividends
Templeton  Global  Asset  Allocation
Utility  Equity

FUNDS  SEEKING  CAPITAL  GROWTH:
Capital  Growth
Mutual  Discovery  Securities
Precious  Metals
Small  Cap
Templeton  Developing  Markets  Equity
Templeton  Global  Growth
Templeton  International  Equity
Templeton  International  Smaller  Companies
Templeton  Pacific  Growth

The funds are fully described in the attached  prospectus for Franklin Valuemark
Funds.  You  can  make  or  lose  money  in the  funds,  depending  upon  market
conditions.

5.    EXPENSES.   The Contract has insurance features and investment features,
and  there  are  costs  related  to  each.
   
The annual  insurance  charges  total 1.49% of the  average  daily value of your
Contract allocated to the funds during the accumulation period (1.40% during the
income phase). Each year Allianz Life deducts a $30 contract  maintenance charge
from your Contract.  Allianz Life currently waives this charge if the cumulative
value  of all your  Valuemark  IV  Contracts  (registered  with the same  social
security  number) are at least  $50,000  (except in New Jersey).  There are also
annual fund charges which range from .40% to 1.41% of the average daily value of
the funds depending upon the fund(s) you invest in.
    
You can transfer between accounts up to 12 times a year without charge. After 12
transfers, the charge is $25 or 2% of the amount transferred, whichever is less.

If you make a withdrawal from the Contract, Allianz Life may assess a contingent
deferred sales charge (withdrawal charge). The amount of the charge depends upon
how long Allianz Life has had your payment. The charge is:

<TABLE>
<CAPTION>
<S>                                     <C>  <C>  <C>  <C>  <C>  <C>  <C>  <C>
Number of  complete years from receipt   0   1   2   3   4   5   6   7 or more

Contingent Deferred Sales Charge
(as a percentage of purchase payments)   6%  6%  6%  5%  4%  3%  2%          0%
</TABLE>



Under  certain  circumstances,  after the first year, Allianz Life will permit
you  to  access  your  money  in  the  Contract without deducting a contingent
deferred  sales charge: 1) if you become confined to a nursing home; 2) if you
become  terminally  ill;  or  3)  if  you  become  disabled.  Also, if you are
unemployed  for  at  least  90  days, you can take up to 50% of your money out
without incurring a contingent deferred sales charge. These options may not be
available  in  all  states.

Allianz  Life will assess a state  premium tax charge  which  ranges from 0-3.5%
(depending  upon the state) when you die, start  receiving  annuity  payments or
make a complete withdrawal.

We have provided the following  chart to help you understand the charges in your
Contract.  The column "Total Annual Charges" shows the total of the $30 contract
maintenance  charge (which is  represented as .10% below),  the 1.49%  insurance
charges and the total  annual fund  charges for each fund.  The next two columns
show you two  examples  of the  charges,  in  dollars,  you  would  pay  under a
Contract. The examples assume that you invested $1,000 in a Contract which earns
5% annually and that you withdraw your money:  (1) at the end of year 1, and (2)
at the end of year 10. For year 1, the Total Annual Charges are assessed as well
as the contingent  deferred sales charge.  For year 10, the Total Annual Charges
are assessed but no contingent  deferred  sales charge is deducted.  The premium
tax is  assumed  to be 0% in both  examples.  These  are just  examples.  Future
expenses may be higher or lower than those shown.

<TABLE>
<CAPTION>
                                                                         EXAMPLES:
<S>                                  <C>         <C>           <C>       <C>         <C>
                                     Total       Total         Total     Expenses    Expenses
                                     Insurance   Annual Fund   Annual    at end of   at end of
Fund                                 Charges     Charges       Charges       1 Year    10 Years
- -----------------------------------  ----------  ------------  --------  ----------  ----------

Money Market                              1.59%          .53%     2.12%  $       82  $      245

High Income                               1.59%          .56%     2.15%  $       82  $      248

Templeton Global Income Securities        1.59%          .64%     2.23%  $       83  $      256

The U.S. Government Securities            1.59%          .52%     2.11%  $       81  $      244

Zero Coupon 2000                          1.59%          .40%     1.99%  $       80  $      231

Zero Coupon 2005                          1.59%          .40%     1.99%  $       80  $      231

Zero Coupon 2010                          1.59%          .40%     1.99%  $       80  $      231

Growth and Income                         1.59%          .52%     2.11%  $       81  $      244

Income Securities                         1.59%          .51%     2.10%  $       81  $      243

Mutual Shares Securities                  1.59%          .85%     2.44%  $       85  $      278

Real Estate Securities                    1.59%          .59%     2.18%  $       82  $      251

Rising Dividends                          1.59%          .78%     2.37   $       84  $      271

Templeton Global Asset Allocation         1.59%          .90%     2.49%  $       85  $      283

Utility Equity                            1.59%          .50%     2.09%  $       81  $      242

Capital Growth                            1.59%          .79%     2.38%  $       84  $      272

Mutual Discovery Securities               1.59%         1.05%     2.64%  $       87  $      298

Precious Metals                           1.59%          .66%     2.25%  $       83  $      258

Small Cap                                 1.59%          .90%     2.49%  $       85  $      283

Templeton Developing Markets Equity       1.59%         1.41%     3.00%  $       90  $      332

Templeton Global Growth                   1.59%          .97%     2.56%  $       86  $      290

Templeton International Equity            1.59%          .92%     2.51%  $       85  $      285

Templeton International Smaller
   Companies                              1.59%         1.10%     2.69%  $       87  $      302

Templeton Pacific Growth                  1.59%         1.01%     2.60%  $       86  $      294
</TABLE>



The charges for the newly formed funds have been estimated. The charges for some
of the funds reflect expense  reimbursement and/or fee waiver arrangements.  For
more detailed information, see the Fee Table in the prospectus for the Contract.

6. TAXES. Your earnings are not taxed until you take them out. In most cases, if
you take money out,  earnings come out first and are taxed as income. If you are
younger  than 59 1/2 when you take money out,  you may be charged a 10%  federal
tax penalty on the taxable amounts  withdrawn.  Payments during the income phase
are considered  partly a return of your original  investment.  That part of each
payment is not taxable as income. If the Contract is  tax-qualified,  the entire
payment may be taxable.

7.  ACCESS TO YOUR  MONEY.  You may make a  withdrawal  at any time  during  the
accumulation  phase.  Any partial  withdrawal must be for at least $500. You may
request a  withdrawal  or elect the  Systematic  Withdrawal  Program  or Minimum
Distribution  Program which are briefly described in Section 10 of this Profile.
After the first year, you can make multiple  withdrawals up to a total of 15% of
the  value  of your  Contract  each  year  without  charge  from  Allianz  Life.
Withdrawals  in excess of that amount will be subject to a  contingent  deferred
sales  charge.  After  Allianz  Life has had a payment for 7 years,  there is no
charge for  withdrawals.  Each purchase payment you add to your Contract has its
own 7 year charge period.  Of course,  you may also have to pay income tax and a
tax penalty on any money you take out.

8.  PERFORMANCE  OF THE FUNDS.  The value of the Contract will vary up or down
depending  upon  the performance of the fund(s) you choose. From time to time,
Allianz  Life may advertise total return figures for each fund. As of the date
of  this  prospectus,  the  sale of the Contracts has not begun. Therefore, no
performance  is  presented  here.

9. DEATH BENEFIT.  If you die during the accumulation phase, the person you have
selected as your  beneficiary  will receive a death benefit.  This death benefit
will be the greater of: 1) the current value of your  Contract,  less any taxes,
on the day all claims proofs and payment  election forms are received by Allianz
Life at the Valuemark  Service  Center;  or 2) (if  applicable)  the  guaranteed
minimum death benefit,  less any taxes,  as of the day you die. During the first
year,  the  guaranteed  minimum  death benefit is equal to the payments you have
made,  less any money you have taken out and any  charges  paid on the money you
have  taken  out.  After the first  year and  before  your  76th  birthday,  the
guaranteed  minimum  death benefit as of the date of death is the greater of: A)
payments  you have made,  less any money you have taken out and charges  paid on
the  money  you  have  taken  out,  increased  by 5% per  year on each  Contract
anniversary; or B) the highest of the Contract values for each six year Contract
anniversary  determined by the Contract value on such six year  anniversary plus
any payments made, less any money taken out since that Contract anniversary, and
charges paid on the money you have taken out.  Different  rules will apply after
your 76th birthday.

10.    OTHER  INFORMATION.

     Free Look. If you cancel the Contract within 10 days after receiving it (or
whatever period is required in your state), we will send your money back without
assessing a contingent  deferred  sales charge.  You will receive  whatever your
Contract is worth on the day we receive your  request.  This may be more or less
than your original payment. (Some states require that we return your payment.)

     No  Probate.   In most cases, when you die, your beneficiary will receive
the  death  benefit  without  going  through  probate.

     Who should  purchase  the  Contract?  The  Valuemark  IV  Variable  Annuity
Contract is designed for people seeking long-term  tax-deferred  accumulation of
assets,  generally for retirement or other long-term purposes.  The tax-deferred
feature is most attractive to people in high federal and state tax brackets. You
should not buy this  Contract if you are looking for a short-term  investment or
if you cannot accept the risk of getting back less money than you put in.

     Additional  Features.   The Contract offers additional features which you
might  be  interested  in.  These  include:

     Automatic Investment Plan - You can automatically add to your Contract on a
monthly or quarterly basis for as little as $100 by electronic transfer of funds
from your savings or checking account.

      Dollar Cost  Averaging  Program - You can arrange to have a regular amount
of money automatically  transferred to selected funds each month,  theoretically
giving  you a lower  average  cost per unit  over  time  than a single  one time
purchase. However, there are no guarantees that this will take place.

      Flexible Rebalancing - Allianz Life will automatically readjust your money
among the funds to maintain  your  specified  allocation  mix.  This can be done
quarterly, semi-annually or annually.

      Systematic  Withdrawal  Program  - You can  elect to  receive  monthly  or
quarterly  payments from Allianz Life while your Contract is in the accumulation
phase. Of course, you may have to pay taxes on the money you receive.

     Minimum  Distribution  Program - You can  arrange to have money sent to you
each month or quarter to meet certain required distribution requirements imposed
by the Internal Revenue Code.

These  features are not available in all states and may not be suitable for your
particular situation.

11.    INQUIRIES.   If you have any questions about your Contract or need more
information,  please  contact  us  at:

                    Valuemark  Service  Center
                    300  Berwyn  Park
                    P.O.  Box  3031
                    Berwyn,  PA  19312-0031
                    (800)  624-0197


                  THE VALUEMARK IV VARIABLE ANNUITY CONTRACT

                                  ISSUED BY

                       ALLIANZ LIFE VARIABLE ACCOUNT B
                                     AND
               ALLIANZ LIFE INSURANCE COMPANY OF NORTH AMERICA



This  prospectus  describes  the Valuemark IV Variable  Annuity  Contract with a
fixed account option offered by Allianz Life Insurance  Company of North America
(Allianz Life).

The annuity has 24 investment options - the 23 funds of Franklin Valuemark Funds
which are listed below and a fixed account  option of Allianz Life.  You can put
your money in 10  investment  options  (which  includes  any of the funds listed
below and the fixed  account).  The fixed  account may not be  available in your
state.

FUND  SEEKING  STABILITY  OF  PRINCIPAL  AND  INCOME
Money  Market

FUNDS  SEEKING  CURRENT  INCOME
High  Income
Templeton  Global  Income  Securities
The  U.S.  Government  Securities
Zero  Coupon  -  2000,  2005  and  2010

FUNDS  SEEKING  GROWTH  AND  INCOME
Growth  and  Income
Income  Securities
Mutual  Shares  Securities
Real  Estate  Securities
Rising  Dividends
Templeton  Global  Asset  Allocation
Utility  Equity

FUNDS  SEEKING  CAPITAL  GROWTH
Capital  Growth
Mutual  Discovery  Securities
Precious  Metals
Small  Cap
Templeton  Developing  Markets  Equity
Templeton  Global  Growth
Templeton  International  Equity
Templeton  International  Smaller  Companies
Templeton  Pacific  Growth

Please read this prospectus  before investing and keep it for future  reference.
It contains  important  information  about the  Valuemark  IV  Variable  Annuity
Contract  with a fixed  account  option. 
    
To learn more about the  annuity  offered by this  prospectus,  you can obtain a
copy of the Statement of Additional  Information  (SAI) dated December 27, 1996.
The SAI has been filed with the Securities and Exchange  Commission (SEC) and is
incorporated by reference into this prospectus. The Table of Contents of the SAI
is on Page 21 of this  prospectus.  For a free copy of the SAI, call us at (800)
342-3863  or  write  us  at:  1750  Hennepin  Avenue,   Minneapolis,   Minnesota
55403-2195.
    
INVESTMENT  IN A VARIABLE  ANNUITY  CONTRACT IS SUBJECT TO RISKS,  INCLUDING THE
POSSIBLE LOSS OF PRINCIPAL. THE CONTRACTS ARE NOT DEPOSITS OR OBLIGATIONS OF, OR
GUARANTEED  OR ENDORSED  BY, ANY  FINANCIAL  INSTITUTION  AND ARE NOT  FEDERALLY
INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD,
OR ANY OTHER AGENCY.

THESE  SECURITIES  HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE  COMMISSION  NOR  HAS  THE  COMMISSION  PASSED  UPON  THE ACCURACY OR
ADEQUACY  OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.
   
December 27, 1996
    

                              TABLE OF CONTENTS

                                                                          PAGE

INDEX  OF  TERMS

FEE  TABLE
   
1.    THE  VALUEMARK  IV  VARIABLE  ANNUITY  CONTRACT
Contract  Owner
Joint  Owner
Annuitant
Beneficiary
Assignment
    
2.    ANNUITY  PAYMENTS  (THE  INCOME  PHASE)
Annuity Options

3.  PURCHASE
Purchase  Payments
Automatic  Investment  Plan
Allocation  of  Purchase  Payments
Free  Look
Accumulation  Units

4.  INVESTMENT  OPTIONS
Transfers
Dollar  Cost  Averaging  Program
Flexible  Rebalancing
Voting  Rights
Substitution

5.  EXPENSES
Insurance  Charges
  Mortality  and  Expense  Risk  Charge
  Administrative  Charge
Contract  Maintenance  Charge
Contingent  Deferred  Sales  Charge
Waiver  of  Contingent  Deferred  Sales  Charge  Benefits
Reduction  or  Elimination  of  the  Contingent  Deferred  Sales  Charge
Transfer  Fee
Premium  Taxes
Income  Taxes
Fund  Expenses

6.  TAXES
Annuity  Contracts  in  General
Qualified  and  Non-Qualified  Contracts
Withdrawals  -  Non-Qualified  Contracts
Withdrawals  -  Qualified  Contracts
Withdrawals  -  Tax-Sheltered  Annuities
Diversification

7.  ACCESS  TO  YOUR  MONEY
Systematic  Withdrawal  Program
Minimum  Distribution  Program
Suspension  of  Payments  or  Transfers

8.  PERFORMANCE

9.  DEATH  BENEFIT
Upon  Your  Death
Death  of  Annuitant

10.  OTHER  INFORMATION
Allianz  Life
The  Separate  Account
Distribution
Administration
Financial  Statements

APPENDIX

TABLE  OF  CONTENTS  OF  THE  STATEMENT  OF  ADDITIONAL  INFORMATION



                                INDEX OF TERMS

   
We have tried to make this  prospectus  as  understandable  for you as possible.
Below is a list of some of the technical terms used in this prospectus. They are
capitalized  in the  prospectus.  The page that is indicated  below is where you
will find the definition for the word or term.
    
                                                                          Page
Accumulation  Phase.......................................................
Accumulation  Unit........................................................
Annuitant................................................................
Annuity  Options..........................................................
Annuity  Payments.........................................................
Annuity  Unit.............................................................
Beneficiary..............................................................
Contract  Owner...........................................................
Fixed  Account............................................................
Funds....................................................................
Income  Date..............................................................
Income  Phase.............................................................
Joint  Owner..............................................................
Non-Qualified............................................................
Purchase  Payment.........................................................
Qualified................................................................
Tax  Deferral.............................................................


                                  FEE TABLE

CONTRACT  OWNER  TRANSACTION  FEES

Contingent  Deferred  Sales  Charge*
(as  a  percentage  of  purchase  payments)

<TABLE>
<CAPTION>
<S>                                      <C>                                       <C>
                                         Number of Complete Years From Receipt     Charge
                                         ----------------------------------------  -------

                                                                               0        6%
                                                                               1        6%
                                                                               2        6%
                                                                               3        5%
                                                                               4        4%
                                                                               5        3%
                                                                               6        2%
                                                                 7 years or more        0%

Transfer Fee                             First 12 transfers in a Contract year
                                         are free. Thereafter, the fee is $25
                                         (or 2% of the amount transferred, if
                                         less). Dollar Cost Averaging transfers
                                         and Flexible Rebalancing transfers are
                                         not counted.

Contract Maintenance Charge **      $30 per Contract per year

Separate Account Annual Expenses
(as a percentage of average
account value)

Mortality and Expense Risk Charge***                                1.34%

Administrative Charge                                                .15%
                                                  --------------------------

Total Separate Account Annual Expenses                              1.49%

   
<FN>
* Each  year  after the  first  contract  year,  you may make  multiple  partial
withdrawals  of up to a  total  of 15% of the  value  of  your  contract  and no
contingent  deferred  sales charge will be  assessed.  See Section 7 - Access to
Your Money for additional options.

** During  the  accumulation  phase,  the  charge is waived if the value of your
contract is at least  $50,000.  If you own more than one  Valuemark  IV Contract
(registered with the same social security  number),  we will determine the total
value of all your  Contracts.  If the total  value of all your  contracts  is at
least $50,000, the charge is waived (except in New Jersey).

*** The Mortality and Expense Risk Charge is 1.25% during the income phase.
</FN>
</TABLE>
    




FRANKLIN  VALUEMARK  FUNDS'  ANNUAL  EXPENSES
(as  a  percentage  of  Franklin  Valuemark  Funds'  average  net  assets)

The  Management  Fees for each fund are  based on a  percentage  of that  fund's
assets under  management.  See the prospectus for Franklin  Valuemark  Funds for
more information.

The  "Management and Fund  Administration  Fees" below are the amounts that were
paid to the Managers and Fund  Administrators  for the 1995 calendar year except
for funds with fee waivers/expense reductions or newer funds without a full year
of operations as of December 31, 1995.

<TABLE>
<CAPTION>
<S>                                          <C>              <C>               <C>
                                                                 Management       Other
                                             and Fund         Expenses (after   Total
                                             Administration   expense           Annual
                                             Fees(1/)         reductions)       Expenses

Money Market Fund (2/)                                  .51%              .02%       .53%

High Income Fund                                        .53%              .03%       .56%

Templeton Global Income
 Securities Fund (3/)                                   .55%              .09%       .64%

The U.S. Government Securities Fund                     .49%              .03%       .52%

Zero Coupon Fund-2000 (4/)                              .37%              .03%       .40%

Zero Coupon Fund-2005 (4/)                              .37%              .03%       .40%

Zero Coupon Fund-2010 (4/)                              .37%              .03%       .40%

Growth and Income Fund                                  .49%              .03%       .52%

Income Securities Fund                                  .47%              .04%       .51%

Mutual Shares Securities Fund (5/)                      .75%              .10%       .85%

Real Estate Securities Fund                             .56%              .03%       .59%

Rising Dividends Fund                                   .75%              .03%       .78%

Templeton Global Asset Allocation Fund (5/)             .80%              .10%       .90%

Utility Equity Fund                                     .47%              .03%       .50%

Capital Growth Fund (5/)                                .75%              .04%       .79%

Mutual Discovery Securities Fund (5/)                   .95%              .10%      1.05%

Precious Metals Fund                                    .61%              .05%       .66%

Small Cap Fund (5/)                                     .75%              .15%       .90%

Templeton Developing Markets Equity Fund               1.25%              .16%      1.41%

Templeton Global Growth Fund                            .93%              .04%       .97%

Templeton International Equity Fund                     .83%              .09%       .92%

Templeton International Smaller Companies
 Fund (5/)                                             1.00%              .10%      1.10%

Templeton Pacific Growth Fund                           .90%              .11%      1.01%
<FN>


   1/ The Fund  Administration  Fee is a direct expense for the Templeton Global
Asset Allocation Fund, the Templeton  International  Smaller Companies Fund, the
Mutual Shares  Securities Fund and the Mutual  Discovery  Securities Fund; other
funds pay for similar  services  indirectly  through the Management Fee. See the
Franklin  Valuemark  Funds  prospectus for further  information  regarding these
fees.

     2/ Franklin Advisers,  Inc. agreed to waive a portion of its Management Fee
and to pay  certain  expenses  of the  Money  Market  Fund  during  1995.  It is
currently   continuing  this  arrangement  in  1996.  This  arrangement  may  be
terminated at any time.  With this  reduction,  the fund's total annual expenses
for 1995 were 0.40% of the average daily net assets of the fund.

     3/  Prior  to  May 1, 1996, the Templeton Global Income Securities Fund was known as
the  Global  Income  Fund.

     4/ Although not obligated to, Franklin Advisers, Inc. has agreed to waive a
portion of its  Management  Fees and to pay  certain  expenses of the three Zero
Coupon Funds  through at least  December 31, 1996 so that the total  expenses of
the Zero Coupon  Funds will not exceed  0.40% of each fund's net assets.  Absent
the management fee waivers and expense payments, for the year ended December 31,
1995,  the Total Annual  Expenses and Management  and Fund  Administration  Fees
would have been as follows:  Zero Coupon  Fund-2000,  .63% and .60%; Zero Coupon
Fund-2005, .66% and .63%; and Zero Coupon Fund- 2010, .66% and .63%.

     5/ The Templeton  Global Asset  Allocation Fund began  operations on May 1,
1995;  the Small Cap Fund began  operations  on  November  1, 1995;  the Capital
Growth and Templeton  International  Smaller Companies Funds began operations on
May 1, 1996; and the Mutual Shares  Securities and Mutual  Discovery  Securities
Funds began  operations on November 8, 1996.  The expenses shown above for these
funds are therefore estimated for 1996.

</FN>
</TABLE>


The  purpose  of this  Fee  Table  is to show you the  expenses  you will  incur
directly or indirectly with the contract. The Fee Table reflects expenses of the
Separate  Account  as  well as the  funds.  The  examples  below  should  not be
considered a representation  of past or future expenses.  Actual expenses may be
greater  or less  than  those  shown.  The $30  contract  maintenance  charge is
included in the Examples as a prorated charge of $1. Since the average  contract
account size is greater than $1,000, the contract  maintenance charge is reduced
accordingly.  Premium taxes are not  reflected in the tables.  Premium taxes may
apply.  For  additional  information,  see Section 5 - Expenses and the Franklin
Valuemark Funds prospectus.


EXAMPLES

You will pay the following expenses on a $1,000 investment, assuming a 5% annual
return on your  money if you  surrender  your  Contract  at the end of each time
period:

<TABLE>
<CAPTION>
<S>                                        <C>    <C>     <C>     <C>
                                               1       3       5      10
                                           Year   Years   Years   Years

Money Market Fund                          $  82  $  117  $  148  $  245

High Income Fund                           $  82  $  118  $  149  $  248

Templeton Global Income Securities Fund    $  83  $  121  $  153  $  256

The U.S. Government Securities Fund        $  81  $  117  $  147  $  244

Zero Coupon Fund-2000#                     $  80  $  113  $  141  $  231

Zero Coupon Fund-2005#                     $  80  $  113  $  141  $  231

Zero Coupon Fund-2010#                     $  80  $  113  $  141  $  231

Growth and Income Fund                     $  81  $  117  $  147  $  244

Income Securities Fund                     $  81  $  117  $  147  $  243

Mutual Shares Securities Fund **           $  85  $  127

Real Estate Securities Fund                $  82  $  119  $  151  $  251

Rising Dividends Fund                      $  84  $  125  $  161  $  271

Templeton Global Asset Allocation Fund**   $  85  $  129  $  167  $  283

Utility Equity Fund                        $  81  $  116  $  146  $  242

Capital Growth Fund**                      $  84  $  125  $  161  $  272

Mutual Discovery Securities **             $  87  $  133

Precious Metals Fund                       $  83  $  121  $  154  $  258

Small Cap Fund**                           $  85  $  129  $  167  $  283

Templeton Developing Markets Equity Fund   $  90  $  144  $  192  $  332

Templeton Global Growth Fund               $  86  $  131  $  170  $  290

Templeton International Equity Fund        $  85  $  129  $  168  $  285

Templeton International Smaller Companies
   Fund**                                  $  87  $  135  $  177  $  302

Templeton Pacific Growth Fund              $  86  $  132  $  172  $  294
</TABLE>



 **      Estimated
  #      Calculated  with  waiver  of  fees  and  reimbursement  of  expenses



You would pay the  following  expenses  on a $1,000  investment,  assuming  a 5%
annual  return  on  your  money  if  your  contract  is  not  surrendered  or is
annuitized:

<TABLE>
<CAPTION>
<S>                                        <C>    <C>     <C>     <C>
                                               1       3       5      10
                                           Year   Years   Years   Years

Money Market Fund                          $  22  $   66  $  114  $  245

High Income Fund                           $  22  $   67  $  115  $  248

Templeton Global Income Securities Fund    $  23  $   70  $  119  $  256

The U.S. Government Securities Fund        $  22  $   66  $  113  $  244

Zero Coupon Fund-2000#                     $  20  $   62  $  107  $  231

Zero Coupon Fund-2005#                     $  20  $   62  $  107  $  231

Zero Coupon Fund-2010#                     $  20  $   62  $  107  $  231

Growth and Income Fund                     $  21  $   66  $  113  $  244

Income Securities Fund                     $  21  $   66  $  113  $  243

Mutual Shares Securities Fund**            $  25  $   76

Real Estate Securities Fund                $  22  $   68  $  117  $  251

Rising Dividends Fund                      $  24  $   74  $  127  $  271

Templeton Global Asset Allocation Fund**   $  25  $   78  $  133  $  283

Utility Equity Fund                        $  21  $   65  $  112  $  242

Capital Growth Fund**                      $  24  $   74  $  127  $  272

Mutual Discovery Securities Fund**         $  27  $   82

Precious Metals Fund                       $  23  $   70  $  120  $  258

Small Cap Fund**                           $  25  $   78  $  133  $  283

Templeton Developing Markets Equity Fund   $  30  $   93  $  158  $  332

Templeton Global Growth Fund               $  26  $   80  $  136  $  290

Templeton International Equity Fund        $  25  $   78  $  134  $  285

Templeton International Smaller Companies
   Fund**                                  $  27  $   84  $  143  $  302

Templeton Pacific Growth Fund              $  26  $   81  $  138  $  294
</TABLE>



**    Estimated
#      Calculated  with  waiver  of  fees  and reimbursement of other expenses


As of the date of this  prospectus,  no  contracts  have been  sold.  Therefore,
Allianz Life has not provided Condensed Financial Information.


1. THE  VALUEMARK  IV  VARIABLE  ANNUITY  CONTRACT

This  prospectus  describes a variable  annuity  contract  with a fixed  account
option offered by Allianz Life.

An annuity is a contract  between you, the owner,  and an insurance  company (in
this case Allianz  Life),  where the insurance  company  promises to pay you (or
someone else you choose) an income, in the form of annuity  payments,  beginning
on a designated date that is at least two years in the future.  Until you decide
to begin receiving annuity payments,  your annuity is in the accumulation phase.
Once you begin receiving annuity payments,  your contract switches to the income
phase. The contract benefits from tax deferral.

Tax  deferral  means that you are not taxed on earnings or  appreciation  on the
assets in your contract until you take money out of your contract.

The contract is called a variable annuity because you can choose among 23 funds.
Depending  upon  market  conditions,  you can make or lose money in any of these
funds. If you select the variable annuity portion of the contract, the amount of
money you are able to accumulate in your contract during the accumulation  phase
depends in part upon the investment  performance of the fund(s) you select.  The
amount of the  annuity  payments  you receive  during the income  phase from the
variable  annuity  portion of the  contract  also  depends  upon the  investment
performance of the funds you select for the income phase.

The contract also contains a fixed account. The fixed account offers an interest
rate that is guaranteed  for all deposits made within the twelve month period by
Allianz Life. This interest rate is set monthly and is guaranteed for 12 months.
Allianz Life guarantees that the interest credited to the fixed account will not
be less than 3% per year.  If you select the fixed  account,  your money will be
placed with the other  general  assets of Allianz  Life. If you select the fixed
account,  the amount of money you are able to accumulate in your contract during
the  accumulation  phase  depends  upon  the  total  interest  credited  to your
contract.

We will not make any changes to your contract without your permission  except as
may be required by law.

CONTRACT  OWNER . You,  as the  contract  owner,  have all the rights  under the
contract.  The  contract  owner is as  designated  at the time the  contract  is
issued,  unless changed. You may change contract owners at any time. This may be
a taxable event. You should consult with your tax adviser before doing this.

JOINT OWNER . The contract can be owned by joint owners. Any joint owner must be
the spouse of the other contract owner (except in Pennsylvania and Oregon). Upon
the death of either joint owner,  the  surviving  spouse will be the  designated
beneficiary.  Any other  beneficiary  designation  at the time the  contract was
issued  or as may have  been  later  changed  will be  treated  as a  contingent
beneficiary unless otherwise indicated.

ANNUITANT  . You name an  annuitant.  You may change the  annuitant  at any time
before the income date unless the  contract  is owned by a  non-individual  (for
example, a corporation).

BENEFICIARY

The  beneficiary  is the  person(s)  or  entity  you name to  receive  any death
benefit.  The  beneficiary  is named at the time the  contract is issued  unless
changed at a later date.  Unless an irrevocable  beneficiary has been named, you
can change the beneficiary or contingent beneficiary.

ASSIGNMENT

You can assign the contract at any time during your lifetime.  Allianz Life will
not be bound by the  assignment  until it  receives  the  written  notice of the
assignment.  Allianz  Life will not be liable for any payment or other action we
take in accordance with the contract before we receive notice of the assignment.
Any assignment  made after the death benefit has become payable can only be done
with our consent. AN ASSIGNMENT MAY BE A TAXABLE EVENT.

If the contract is issued pursuant to a qualified plan, there may be limitations
on your ability to assign the contract.

2.    ANNUITY  PAYMENTS  (THE  INCOME  PHASE)

You can receive  regular  monthly income  payments under your contract.  You can
choose the month and year in which those payments  begin.  We call that date the
income date. Your income date must be the first day of a calendar month and must
be at least 2 years after you buy the contract. You can also choose among income
plans. We call those annuity options.

We ask you to choose your income date when you  purchase the  contract.  You can
change it at any time before the income date with 30 days notice to us.  Annuity
payments must begin by the  annuitant's  85th birthday or 10 years from the date
the contract was issued,  whichever is later.  The annuitant is the person whose
life we look to when we make annuity  payments.  You (or someone you  designate)
will  receive the annuity  payments.  You will  receive tax  reporting  on those
payments.

If you do not choose an annuity  option prior to the income date, we will assume
that  you  selected  Option 2 which  provides  a life  annuity  with 10 years of
guaranteed payments.

You may elect to receive your  annuity  payments as a variable  payout,  a fixed
payout,  or a  combination  of both.  Under a fixed  payout,  all of the annuity
payments will be the same dollar amount (equal  installments).  Under a variable
payout,  you have the same investment choices from the funds that were available
during the  accumulation  phase.  If you do not tell us otherwise,  your annuity
payments will be based on the investment  allocations  that were in place on the
income date.

If you  choose  to have any  portion  of your  annuity  payments  come  from the
fund(s), the dollar amount of your payment will depend upon three things: 1) the
value of your  contract  in the  fund(s) on the income  date,  2) the 5% assumed
investment  rate  used  in  the  annuity  table  for  the  contract,  and 3) the
performance of the fund(s) you selected.  If the actual performance  exceeds the
5% assumed rate, your annuity payments will increase.  Similarly,  if the actual
rate is less than 5%, your annuity payments will decrease.

ANNUITY  OPTIONS

You can choose one of the following  annuity options or any other annuity option
you want and that Allianz Life agrees to provide.  After annuity payments begin,
you cannot change the annuity option.

OPTION  1.  LIFE  ANNUITY.  Under  this  option,  we will make monthly annuity
payments  so long as the annuitant is alive. After the annuitant dies, we stop
making  annuity  payments.

OPTION 2. LIFE ANNUITY WITH 5, 10, 15 or 20 YEAR PAYMENTS GUARANTEED. Under this
option, we will make monthly annuity payments so long as the annuitant is alive.
However,  if, when the annuitant  dies,  we have made annuity  payments for less
than the selected  guaranteed  period, we will continue to make annuity payments
to you for the rest of the  guaranteed  period.  If you do not  want to  receive
annuity payments, you can ask us for a single lump sum.

OPTION 3.  JOINT AND LAST  SURVIVOR  ANNUITY.  Under this  option,  we will make
monthly  annuity  payments  during the joint  lifetime of the  annuitant and the
joint annuitant. When the annuitant dies, if the joint annuitant is still alive,
we will  continue  to make  annuity  payments,  so long as the  joint  annuitant
continues  to live.  The  amount  of the  annuity  payments  we will make to the
survivor can be equal to 100%,  75% or 50% of the amount that we would have paid
if they both were alive.  The monthly  annuity  payments  will end when the last
surviving annuitant dies.

OPTION 4. JOINT AND LAST  SURVIVOR  ANNUITY  WITH 5, 10, 15 or 20 YEAR  PAYMENTS
GUARANTEED.  Under this option, we will make monthly annuity payments during the
joint  lifetime of the  annuitant  and the joint  annuitant.  When the annuitant
dies,  if the joint  annuitant is still alive,  we will continue to make annuity
payments,  so long as the surviving  annuitant continues to live, at 100% of the
amount  that would  have been paid if they were both  alive.  If,  when the last
death  occurs,  we have  made  annuity  payments  for  less  than  the  selected
guaranteed  period,  we will  continue  to make  annuity  payments to you or any
person you designate for rest of the  guaranteed  period.  If you do not want to
receive annuity payments, you can ask us for a single lump sum.

OPTION 5. REFUND LIFE ANNUITY.  Under this option,  we will make monthly annuity
payments during the annuitant's lifetime.  The last annuity payment will be made
before the  annuitant  dies with a guarantee  that  Allianz  Life will pay you a
refund.

3.  PURCHASE

PURCHASE  PAYMENTS

A purchase payment is the money you invest in the contract.  The minimum payment
Allianz   Life  will  accept  is  $5,000  when  the  contract  is  bought  as  a
non-qualified contract. If you enroll in the Automatic Investment Plan (which is
described  below),  your purchase  payment can be $2,000.  If you are buying the
contract  as part of an IRA  (Individual  Retirement  Annuity),  401(k) or other
qualified plan, the minimum amount we will accept is $2,000. The maximum we will
accept  without  our  prior  approval  is $1  million.  You can make  additional
purchase  payments of $250 (or as low as $100 if you have selected the Automatic
Investment  Plan) or more to either  type of  contract.  At the time you buy the
contract, you and the annuitant cannot be older than 85 years old.

AUTOMATIC  INVESTMENT  PLAN

The  Automatic  Investment  Plan  (AIP) is a program  which  allows  you to make
additional purchase payments to your contract on a monthly or quarterly basis by
electronic  transfer  of funds from your  savings or checking  account.  You may
participate in this program by completing the appropriate  form. We must receive
your form by the first of the month in order for AIP to begin  that same  month.
Investments  will take place on the 20th of the month, or the next business day.
The minimum  investment that can be made by AIP is $100. You may stop AIP at any
time you want. We need to be notified by the first of the month in order to stop
or change AIP that month.  If AIP is used for a qualified  contract,  you should
consult your tax adviser for advice regarding maximum contributions.

ALLOCATION  OF  PURCHASE  PAYMENTS

When you purchase a contract,  we will  allocate  your  purchase  payment to the
fixed account and/or one or more of the funds you have selected. We ask that you
allocate  your money in either whole  percentages  or round  dollars.  The fixed
account  may  not be  available  in  your  state  (check  with  your  registered
representative).  You  can  instruct  us how  to  allocate  additional  purchase
payments you make.  If you do not instruct us, we will allocate them in the same
way as your  previous  instructions  to us.  Allianz Life  reserves the right to
limit the number of funds that you may invest in at one time. Currently, you may
invest in 10 investment  options at one time (which includes any of the 23 funds
of  Franklin  Valuemark  Funds  listed in Section 4 and the  Allianz  Life fixed
account). We may change this in the future. However, we will always allow you to
invest in at least five funds.

Once we receive your purchase  payment,  the necessary  information  and federal
funds (federal funds means monies credited to a bank's account with its regional
federal  reserve  bank),  we will issue your  contract and  allocate  your first
purchase  payment  within  2  business  days.  If you do not  give us all of the
information  we need,  we will  contact you to get it. If for some reason we are
unable to complete this process within 5 business days, we will either send back
your money or get your  permission  to keep it until we get all of the necessary
information.  If you make  additional  purchase  payments,  we will credit these
amounts to your  contract  within one business day. Our business day closes when
the New York Stock Exchange closes, which is usually at 4:00 p.m. Eastern time.

FREE  LOOK

If you change your mind about owning the  contract,  you can cancel it within 10
days after receiving it (or the period required in your state).  When you cancel
the contract within this time period,  Allianz Life will not assess a contingent
deferred sales charge.  You will receive back whatever your contract is worth on
the day we receive your request.  In certain states or if you have purchased the
contract as an IRA, we may be required to give you back your purchase payment if
you  decide to  cancel  your  contract  within 10 days  after  receiving  it (or
whatever period is required in your state).  If that is the case, we reserve the
right to put your purchase payment in the Money Market Fund for 15 days after we
issue your contract.  (In some states,  the period may be longer.) At the end of
that  period,  we will  re-allocate  those  funds  as you  selected.  Currently,
however,  we will  directly  allocate  your money to the funds  and/or the fixed
account as you have selected.

ACCUMULATION  UNITS

The value of the portion of your  contract  allocated to the funds will go up or
down depending upon the  investment  performance of the fund(s) you choose.  The
value of your  contract  will also depend on the  expenses of the  contract.  In
order to keep track of the value of your contract,  we use a measurement  called
an accumulation unit (which is like a share of a mutual fund). During the income
phase of the contract we call it an annuity unit.

Every business day we determine the value of an accumulation  unit for a fund by
multiplying the accumulation  unit value for the previous period by a factor for
each fund for the current period. The factor for each fund is determined by:

     1.    dividing the value of a fund share at the end of the current period
by  the  value  of  a  fund  share  for  the  previous  period;  and

     2.  multiplying it by one minus the daily amount of the insurance charges
and  any  charges  for  taxes.

The value of an accumulation unit may go up or down from day to day.

When you make a purchase  payment,  we credit your  contract  with  accumulation
units.  The number of accumulation  units credited is determined by dividing the
amount  of the  purchase  payment  allocated  to a  fund  by  the  value  of the
accumulation unit for that fund.

We calculate the value of an accumulation  unit for each fund after the New York
Stock Exchange closes each day and then credit your contract.

EXAMPLE:

On Wednesday we receive an additional  purchase  payment of $3,000 from you. You
have told us you want this to go to the  Growth and  Income  Fund.  When the New
York Stock Exchange closes on that Wednesday,  we determine that the value of an
accumulation  unit for the  Growth and Income  Fund is  $12.50.  We then  divide
$3,000  by  $12.50  and  credit  your  contract  on  Wednesday  night  with  240
accumulation units for the Growth and Income Fund.

4.  INVESTMENT  OPTIONS

The Contract  offers 23 funds of Franklin  Valuemark  Funds and a fixed  account
option of Allianz Life. Additional funds may be available in the future.

YOU SHOULD READ THE FRANKLIN  VALUEMARK FUNDS  PROSPECTUS  (WHICH IS ATTACHED TO
THIS PROSPECTUS) CAREFULLY BEFORE INVESTING.

Franklin Valuemark Funds is the mutual fund underlying your contract.  Each fund
has its own investment objective.  Franklin Advisers, Inc. serves as each fund's
investment  manager  (except the  Templeton  Global  Growth Fund,  the Templeton
Developing  Markets Equity Fund, the Templeton Global Asset Allocation Fund, the
Templeton  International  Smaller Companies Fund, the Rising Dividends Fund, the
Mutual Shares  Securities Fund and the Mutual  Discovery  Securities  Fund). The
investment  manager for the Templeton  Global  Growth and the  Templeton  Global
Asset  Allocation  Funds is Templeton  Global Advisors  Limited.  The investment
manager for the  Templeton  Developing  Markets  Equity Fund is Templeton  Asset
Management Ltd. The investment manager for the Templeton  International  Smaller
Companies Fund is Templeton Investment Counsel,  Inc. The investment manager for
the Rising  Dividends Fund is Franklin  Advisory  Services,  Inc. The investment
manager for the Mutual Shares  Securities  and the Mutual  Discovery  Securities
Funds is Franklin Mutual  Advisers,  Inc.  Certain managers have retained one or
more sub-advisers to help them manage the funds.

Franklin  Valuemark Funds serves as the underlying mutual fund for variable life
insurance  policies offered by Allianz Life and other variable annuity contracts
offered by Allianz Life and its  affiliates.  Franklin  Valuemark Funds does not
believe that offering its shares in this manner will be disadvantageous to you.

The following is a list of the funds which are available under the contract:

FUND  SEEKING  STABILITY  OF  PRINCIPAL  AND  INCOME:

Money  Market

FUNDS  SEEKING  CURRENT  INCOME:

High  Income
Templeton  Global  Income  Securities
The  U.S.  Government  Securities
Zero  Coupon  -  2000,  2005  and  2010

FUNDS  SEEKING  GROWTH  AND  INCOME:

Growth  and  Income
Income  Securities
Mutual  Shares  Securities
Real  Estate  Securities
Rising  Dividends
Templeton  Global  Asset  Allocation
Utility  Equity

FUNDS  SEEKING  CAPITAL  GROWTH:

Capital  Growth
Mutual  Discovery  Securities
Precious  Metals
Small  Cap
Templeton  Developing  Markets  Equity
Templeton  Global  Growth
Templeton  International  Equity
Templeton  International  Smaller  Companies
Templeton  Pacific  Growth

TRANSFERS

You can transfer money among the 23 funds and/or the fixed account. Allianz Life
currently allows you to make as many transfers as you want to each year. Allianz
Life may change  this  practice  in the  future.  However,  this  product is not
designed for professional market timing organizations or other individuals using
programmed and frequent transfers. Such activity may be disruptive to a fund. We
reserve the right to stop or prohibit  these types of  transfers if we determine
that they could harm a fund.

Your contract  provides that you can make 3 transfers every year without charge.
However,  currently  Allianz Life  permits you to make 12  transfers  every year
without charge. We measure a year from the anniversary of the day we issued your
contract.  You can make a transfer  to or from the fixed  account and to or from
any fund. If you make more than 12 transfers in a year,  there is a transfer fee
deducted. The fee is $25 per transfer or, if less, 2% of the amount transferred.
The following applies to any transfer:
   
     1. The minimum amount which you can transfer is $1,000 ($500 in New Jersey)
or your entire value in the fund or fixed account. This requirement is waived if
the transfer is in connection with the Dollar Cost Averaging Program or Flexible
Rebalancing (which are described below).
    
     2.  We  may  not allow you to make transfers during the free look period.

     3.  Your  request  for a transfer must clearly state which fund(s) or the
fixed  account  is  involved  in  the  transfer.

     4.  Your  request for a transfer must clearly state how much the transfer
is  for.

     5. You cannot make any  transfers  within 7 calendar days prior to the date
your first annuity payment is due.

     6.    During  the  income phase, you may not make a transfer from a fixed
annuity  option  to  a  variable  annuity  option.

     7.  During  the income  phase,  you can make at least one  transfer  from a
variable annuity option to a fixed annuity option.

Allianz Life has reserved the right to modify the transfer provisions subject to
the guarantees described above.

You can make transfers by telephone.  We may allow you to authorize someone else
to make  transfers by telephone on your behalf.  If you own the contract  with a
joint owner,  unless  Allianz Life is  instructed  otherwise,  Allianz Life will
accept  instructions  from either one of you.  Allianz Life will use  reasonable
procedures to confirm that instructions given us by telephone are genuine. If we
do not use such procedures,  we may be liable for any losses due to unauthorized
or   fraudulent   instructions.   Allianz  Life  tape   records  all   telephone
instructions.

DOLLAR  COST  AVERAGING  PROGRAM

The Dollar Cost Averaging  Program allows you to  systematically  transfer a set
amount of money each month or quarter from any one fund or the fixed  account to
up to eight of the other funds. By allocating  amounts on a regularly  scheduled
basis, as opposed to allocating the total amount at one particular time, you may
be  less  susceptible  to the  impact  of  market  fluctuations.  You  may  only
participate in this program during the accumulation phase.

You must  participate  in the program for at least six months (or two  quarters)
and must  transfer  at least  $500  each time (or  $1,500  each  quarter).  Your
allocations  can be in whole  percentages  or dollar  amounts.  The  fund(s) you
transfer  from may not be the fund(s) you transfer to in this  program.  You may
elect this  program by  properly  completing  the Dollar  Cost  Averaging  forms
provided by Allianz Life.

All Dollar Cost  Averaging  transfers  will be made on the 10th day of the month
unless that day is not a business  day. If it is not,  then the transfer will be
made the next business day. 
   
Your participation in the program will end when any of the following occurs: (1)
the number of desired transfers have been made; (2) you do not have enough money
in the  fund(s)  or  fixed  account  to make  the  transfer  (if  less  money is
available,  that amount will be dollar cost  averaged and the program will end);
(3) you request to terminate the program (your request must be received by us by
the first of the month to terminate that month); (4) the contract is terminated;
or (5) we receive proof of the Contract Owner's death.
    
If you  participate  in the Dollar Cost  Averaging  Program,  the transfers made
under the program are not taken into account in  determining  any transfer  fee.
You may not  participate  in the Dollar  Cost  Averaging  Program  and  Flexible
Rebalancing at the same time.

FLEXIBLE  REBALANCING

Once your money has been invested, the performance of the funds and the earnings
from the fixed account may cause your allocation to shift.  Flexible Rebalancing
is designed  to help you  maintain  your  specified  allocation  mix between the
different  funds.  You can  direct us to  readjust  your  money on a  quarterly,
semi-annual  or annual basis to return to your  original  allocations.  Flexible
Rebalancing  transfers will be made on the 20th day of the month unless that day
is not a  business  day.  If it is not,  then the  transfer  will be made on the
previous  day. If you  participate  in the  Flexible  Rebalancing  Program,  the
transfers made under the program are not taken into account in  determining  any
transfer  fee.  The  fixed  account  is not  permitted  to be part  of  Flexible
Rebalancing.

VOTING  RIGHTS

Allianz  Life is the  legal  owner of the fund  shares.  However,  Allianz  Life
believes that when a fund  solicits  proxies in  conjunction  with a shareholder
vote, it is required to obtain from you and other contract  owners  instructions
as to how to vote those shares. When we receive those instructions, we will vote
all of the shares we own in  proportion  to those  instructions.  This will also
include any shares that Allianz Life owns on its own behalf. Should Allianz Life
determine that it is no longer  required to comply with the above,  we will vote
the shares in our own right.

SUBSTITUTION

Allianz Life may be required to  substitute  one of the funds you have  selected
with  another  fund.  We would not do this  without  the prior  approval  of the
Securities and Exchange Commission.  We will give you notice of our intention to
do this.

5.  EXPENSES

There are charges and other  expenses  associated  with the  contract  that will
reduce your investment return. These charges and expenses are:

INSURANCE  CHARGES

Each  day,  Allianz  Life makes a deduction for its insurance charges. Allianz
Life  does  this  as  part of its calculation of the value of the accumulation
units  and  the  annuity  units.  The  insurance  charge has two parts: 1) the
mortality  and  expense  risk  charge  and  2)  the  administrative  charge.

MORTALITY AND EXPENSE RISK CHARGE . During the accumulation  phase,  this charge
is  equal,  on an  annual  basis,  to 1.34% of the  average  daily  value of the
contract invested in a fund, after the deduction of expenses.  During the income
phase,  the charge is equal,  on an annual basis,  to 1.25% of the average daily
value of the contract invested in a fund, after the deduction of expenses.  This
charge  compensates us for all the insurance  benefits provided by your contract
(for  example,  the  guarantee of annuity  rates,  the death  benefits,  certain
expenses related to the contract,  and for assuming the risk (expense risk) that
the  current  charges  will be  insufficient  in the future to cover the cost of
administering the contract). The amount of the mortality and expense risk charge
is less  during  the  income  phase  because  Allianz  Life does not pay a death
benefit if you die during the income  phase.  If this charge is not  sufficient,
then Allianz  Life will bear the loss.  Allianz  Life does,  however,  expect to
profit  from this  charge.  The  mortality  and expense  risk  charge  cannot be
increased. Allianz Life may use any profits it makes from this charge to pay for
the costs of distributing the contract.

ADMINISTRATIVE CHARGE . This charge is equal, on an annual basis, to .15% of the
average daily value of the contract  invested in a fund,  after the deduction of
expenses.  This charge,  together with the contract maintenance charge (which is
explained below), is for all the expenses  associated with the administration of
the  contract.  Some of these  expenses  include:  preparation  of the contract,
confirmations,  annual reports and statements,  maintenance of contract records,
personnel  costs,  legal and  accounting  fees,  filing  fees,  and computer and
systems costs. Because this charge is taken out of every unit value, you may pay
more in  administrative  costs than those that are  associated  solely with your
contract.  Allianz Life does not intend to profit from this charge.  However, if
this  charge  and the  contract  maintenance  charge are not enough to cover the
costs of the contracts in the future, Allianz Life will bear the loss.

CONTRACT  MAINTENANCE  CHARGE

Every year on the anniversary of the date when your contract was issued, Allianz
Life  deducts $30 from your  contract  as a contract  maintenance  charge.  This
charge is for  administrative  expenses  (see  above).  This  charge  can not be
increased. 
   
However,  during the  accumulation  phase,  if the value of your  contract is at
least $50,000 when the deduction for the charge is to be made, Allianz Life will
not deduct this charge. If you own more than one Valuemark IV contract,  Allianz
Life will determine the total value of all your contracts. If the total value of
all  contracts  registered  under the same  social  security  number is at least
$50,000, Allianz Life will not assess the contract maintenance charge (except in
New  Jersey).  If the  contract  is  owned  by a  non-natural  person  (e.g.,  a
corporation),  Allianz  Life will look to the  annuitant to determine if it will
assess the charge.
     
If you make a complete withdrawal from your contract,  the contract  maintenance
charge  will also be  deducted.  During the  income  phase,  the charge  will be
collected monthly out of each annuity payment.

CONTINGENT  DEFERRED  SALES  CHARGE

Withdrawals  may be subject to a contingent  deferred  sales charge.  During the
accumulation  phase, you can make  withdrawals from your contract.  Allianz Life
keeps  track of each  purchase  payment you make.  The amount of the  contingent
deferred sales charge depends upon how long Allianz Life has had your payment.
The  charge  is:

<TABLE>
<CAPTION>

<S>                                <C>  <C>  <C>  <C>  <C>  <C>  <C>  <C>
Number of complete years from
   receipt of payment:         0   1   2   3   4   5   6   7 or more
Contingent Deferred Sales Charge:  6%  6%  6%  5%  4%  3%  2%          0%
</TABLE>

However,  after Allianz Life has had a purchase payment for 7 years, there is no
charge when you withdraw that purchase  payment.  For purposes of the contingent
deferred sales charge, Allianz Life treats withdrawals as coming from the oldest
purchase  payments first.  Allianz Life does not assess the contingent  deferred
sales charge on any payments paid out as annuity payments or as death benefits.

NOTE:  For tax purposes, withdrawals are considered to have come from the last
money  you  put  into  the  contract.  Thus,  for  tax  purposes, earnings are
considered  to  come  out  first.

Free  Withdrawal  Amount - Each year after the first contract year, you can make
multiple  withdrawals  up to 15% of the value of your contract and no contingent
deferred sales charge will be deducted from the 15% you take out. Withdrawals in
excess of that free  amount  will be subject to the  contingent  deferred  sales
charge. 
   
You may also select to  participate  in the  Systematic  Withdrawal
Program or the Minimum  Distribution  Program which allow you to withdraw  money
without the  deduction of the  contingent  deferred  sales charge under  certain
circumstances.  See  Section 7 - Access to Your Money for a  description  of the
Systematic  Withdrawal Program and the Minimum Distribution Program.
     
WAIVER OF CONTINGENT DEFERRED SALES CHARGE BENEFITS

Under certain circumstances,  after the first year, Allianz Life will permit you
to take your money out of the contract without  deducting a contingent  deferred
sales  charge:  1) if you become  confined to a nursing  home;  2) if you become
terminally ill, which is defined as life expectancy of 12 months or less (a full
surrender  of the  contract  will  be  required);  or 3) if you  become  totally
disabled for at least 90 days.

Also,  after the first year, if you become  unemployed for at least 90 days, you
can take up to 50% of your money out  without  incurring a  contingent  deferred
sales  charge.  This  benefit  is  available  only once  during  the life of the
contract  and you may not use both  this  benefit  and the 15%  free  withdrawal
amount in the same contract year.

These benefits may not be available in your state.

REDUCTION  OR  ELIMINATION  OF  THE  CONTINGENT  DEFERRED  SALES  CHARGE

Allianz  Life will reduce or  eliminate  the amount of the  contingent  deferred
sales  charge when the  contract is sold under  circumstances  which  reduce its
sales expenses. Some examples are: if there is a large group of individuals that
will be  purchasing  the  contract  or a  prospective  purchaser  already  had a
relationship  with  Allianz  Life.  Allianz  Life will not  deduct a  contingent
deferred  sales  charge  under a  contract  issued to an  officer,  director  or
employee of Allianz Life or any of its affiliates.  Also,  Allianz Life will not
deduct a contingent deferred sales charge when a contract is sold by an agent of
Allianz Life to any members of his or her immediate family and the commission is
reduced.  Any  circumstances  resulting  in  reduction  or  elimination  of  the
contingent deferred sales charge requires prior approval of Allianz Life.

TRANSFER  FEE

You can make 12 free  transfers  every  year.  We measure a year from the day we
issue your contract. If you make more than 12 transfers a year, we will deduct a
transfer fee of $25 or 2% of the amount that is transferred,  whichever is less,
for each additional transfer.

If the  transfer  is part of the  Dollar  Cost  Averaging  Program  or  Flexible
Rebalancing, it will not count in determining the transfer fee.

PREMIUM  TAXES

Some  states  and other  governmental  entities  (e.g.,  municipalities)  charge
premium taxes or similar taxes.  Allianz Life is responsible  for the payment of
these taxes and will make a deduction  from the value of the  contract for them.
Some of these  taxes are due when the  contract  is issued,  others are due when
annuity  payments begin. It is Allianz Life's current practice to not charge you
for these taxes until you die, annuity  payments begin or a complete  withdrawal
is made.  Allianz Life may some time in the future discontinue this practice and
assess the charge when the tax is due.  Premium taxes generally range from 0% to
3.5%, depending on the state.

INCOME  TAXES

Allianz  Life will deduct from the  contract  for any income  taxes which it may
incur  because of the contract.  Currently,  Allianz Life is not making any such
deductions.

FUND  EXPENSES

There are  deductions  from and  expenses  paid out of the assets of the various
funds which are  described in the  attached  prospectus  for Franklin  Valuemark
Funds.

6.  TAXES

NOTE: Allianz Life has prepared the following  information on taxes as a general
discussion of the subject.  It is not intended as tax advice. You should consult
your own tax adviser  about your own  circumstances.  Allianz  Life has included
additional   information   regarding   taxes  in  the  Statement  of  Additional
Information.

ANNUITY  CONTRACTS  IN  GENERAL

Annuity  contracts  are a means of setting  aside money for future needs usually
retirement.  Congress  recognized  how important  saving for  retirement was and
provided special rules in the Internal Revenue Code (Code) for annuities.

Basically, these rules provide that you will not be taxed on the earnings on the
money  held in your  annuity  contract  until  you take the money  out.  This is
referred to as tax deferral. There are different rules regarding how you will be
taxed  depending  upon  how you  take the  money  out and the  type of  contract
qualified or non-qualified (see following sections).

You, as the owner,  will not be taxed on increases in the value of your contract
until a  distribution  occurs - either as a withdrawal  or as annuity  payments.
When you make a withdrawal you are taxed on the amount of the withdrawal that is
earnings. For annuity payments, different rules apply. A portion of each annuity
payment  you  receive  will be  treated  as a partial  return  of your  purchase
payments and will not be taxed.  The  remaining  portion of the annuity  payment
will be treated as ordinary  income.  How the annuity payment is divided between
taxable and non-taxable  portions depends upon the period over which the annuity
payments  are  expected to be made.  Annuity  payments  received  after you have
received all of your purchase payments are fully includible in income.

When a  non-qualified  contract  is  owned  by a  non-natural  person  (e.g.,  a
corporation  or certain other  entities other than  tax-qualified  trusts),  the
contract  will  generally  not be treated as an annuity for tax  purposes.  This
means that the contract may not receive the benefits of tax-deferral. Income may
be taxed as ordinary income every year.

QUALIFIED  AND  NON-QUALIFIED  CONTRACTS

If you purchase the contract under a qualified  plan,  your contract is referred
to  as a  qualified  contract.  Examples  of  qualified  plans  are:  Individual
Retirement Annuities (IRAs),  Tax-Sheltered  Annuities (sometimes referred to as
403(b)  contracts),  H.R. 10 Plans (sometimes  referred to as Keogh Plans),  and
pension and profit-sharing plans, which include 401(k) plans.

If you do not purchase the contract  under a qualified  plan,  your  contract is
referred to as a non-qualified contract.

WITHDRAWALS  -  NON-QUALIFIED  CONTRACTS

If you make a withdrawal  from your contract,  the Code treats such a withdrawal
as first coming from  earnings  and then from your  purchase  payments.  In most
cases, such withdrawn earnings are includible in income.

The Code also provides that any amount received under an annuity  contract which
is included in income may be subject to a tax penalty. The amount of the penalty
is equal to 10% of the amount that is  includible  in income.  Some  withdrawals
will be exempt from the penalty.  They include any amounts: (1) paid on or after
the  taxpayer  reaches  age 59 1/2;  (2) paid  after  you  die;  (3) paid if the
taxpayer  becomes  totally  disabled (as that term is defined in the Code);  (4)
paid in a  series  of  substantially  equal  payments  made  annually  (or  more
frequently) for the life or life  expectancy of the taxpayer;  (5) paid under an
immediate annuity; or (6) which come from purchase payments made prior to August
14, 1982.

WITHDRAWALS  -  QUALIFIED  CONTRACTS

The above  information  describing the taxation of non-qualified  contracts does
not apply to qualified contracts.  There are special rules that govern qualified
contracts. A more complete discussion of withdrawals from qualified contracts is
contained in the Statement of Additional Information.

WITHDRAWALS  -  TAX-SHELTERED  ANNUITIES
   
The Code limits the withdrawal of purchase  payments made by owners from certain
Tax-Sheltered Annuities. Withdrawals can only be made when a Contract Owner: (1)
reaches age 59-1/2;  (2) leaves his/her job; (3) dies; (4) becomes  disabled (as
that term is defined in the Code); or (5) in the case of hardship.  However,  in
the case of hardship, the Contract Owner can only withdraw the purchase payments
and not any earnings.
    
DIVERSIFICATION

The Code provides that the underlying  investments  for a variable  annuity must
satisfy  certain  diversification  requirements  in  order to be  treated  as an
annuity  contract.  Allianz Life believes that the funds are being managed so as
to comply with the  requirements.  
    
Neither the Code nor the Internal  Revenue  Service  Regulations  issued to date
provide guidance as to the circumstances  under which you, because of the degree
of control you exercise over the  underlying  investments,  and not Allianz Life
would be  considered  the owner of the shares of the funds.  If this occurs,  it
will result in the loss of the favorable  tax treatment for the contract.  It is
unknown to what extent under  federal tax law Contract  Owners are  permitted to
select funds,  to make transfers among the funds or the number and type of funds
Contract Owners may select from. If any guidance is provided which is considered
a new  position,  then the guidance  would  generally be applied  prospectively.
However,  if such  guidance is considered  not to be a new  position,  it may be
applied  retroactively.  This would mean that you, as the owner of the contract,
could be treated as the owner of the funds.
    

Due to the uncertainty in this area,  Allianz Life reserves the
right to modify the contract in an attempt to maintain favorable tax treatment.

7.  ACCESS  TO  YOUR  MONEY

You can have access to the money in your  contract:  (1) by making a  withdrawal
(either a partial or a total withdrawal);  (2) by receiving annuity payments; or
(3) when a death benefit is paid to your  beneficiary.  Withdrawals  can only be
made during the accumulation phase.

When you make a complete  withdrawal  you will receive the value of the contract
on the day you made the withdrawal less any applicable contingent deferred sales
charge,  less any premium tax and less any  contract  maintenance  charge.  (See
Section 5 - Expenses for a discussion of the charges.)

Any  partial  withdrawal  must be for at least  $500 and,  unless  you  instruct
Allianz Life  otherwise,  and will be made  pro-rata  from all the funds and the
fixed account you selected.  Allianz Life requires that after you make a partial
withdrawal the value of your contract must be at least $2,000.

INCOME TAXES, TAX PENALTIES AND CERTAIN RESTRICTIONS MAY APPLY TO ANY WITHDRAWAL
YOU MAKE.

There are limits to the amount you can withdraw  from a qualified  plan referred
 to as a 403(b) plan. For a more complete explanation see Section 6 - Taxes
and  the  discussion  in  the  SAI.

SYSTEMATIC  WITHDRAWAL PROGRAM
   
If the value of your contract is at least $25,000, Allianz Life offers a program
which  provides  automatic  monthly or quarterly  payments to you each year. The
total systematic  withdrawals  which you can make each year without Allianz Life
deducting a contingent  deferred  sales charge is limited to 15% of the value of
your  contract on the day the request is  received.  You may withdraw any amount
you want  under  this  program  if your  payments  are no longer  subject to the
contingent deferred sales charge. You may not participate in this program if you
own a non-qualified  contract and are under age 59 1/2. If you make  withdrawals
under this  program,  you may not also use the 15% free  withdrawal  amount that
year. For a discussion of the contingent  deferred sales charge and the 15% free
withdrawal amount, see Section 5 - Expenses.  All Systematic Withdrawals will be
made on the 9th day of the month unless that day is not a business day. If it is
not,  then the  withdrawal  will be made the previous  business day. 
    

INCOME TAXES MAY APPLY TO SYSTEMATIC WITHDRAWALS.

MINIMUM  DISTRIBUTION  PROGRAM

If you own a contract that is an Individual  Retirement  Annuity (IRA),  you may
select the Minimum Distribution Program.  Under this program,  Allianz Life will
make  payments  to  you  that  are  designed  to  meet  the  applicable  minimum
distribution  requirements imposed by the Internal Revenue Code for IRAs. If the
value of your contract is at least  $25,000,  Allianz Life will make payments to
you on a monthly or quarterly  basis.  The  payments  will not be subject to the
contingent  deferred sales charge and will be instead of the 15% free withdrawal
amount.

SUSPENSION  OF  PAYMENTS  OR  TRANSFERS

Allianz Life may be required to suspend or postpone  payments for withdrawals or
transfers for any period when:

     1.    the New York Stock Exchange is closed (other than customary weekend
and  holiday  closings);

     2.    trading  on  the  New  York  Stock  Exchange  is  restricted;

     3.   an emergency exists as a result of which disposal of the fund shares
is not reasonably practicable or Allianz Life cannot reasonably value the fund
shares;
   
     4.   during any other period when the Securities and Exchange Commission,
by  order,  so  permits  for  the  protection  of   Contract Owners.
    
Allianz  Life has  reserved  the  right to defer  payment  for a  withdrawal  or
transfer from the fixed account for the period permitted by law but not for more
than six months.

8.  PERFORMANCE

Allianz Life periodically  advertises  performance of the various funds. Allianz
Life will  calculate  performance by  determining  the percentage  change in the
value of an accumulation unit by dividing the increase  (decrease) for that unit
by the value of the  accumulation  unit at the  beginning  of the  period.  This
performance number reflects the deduction of the insurance charges.  It does not
reflect the deduction of any  applicable  contingent  deferred  sales charge and
contract   maintenance   charge.  The  deduction  of  any  applicable   contract
maintenance  charge and  contingent  deferred  sales  charges  would  reduce the
percentage increase or make greater any percentage  decrease.  Any advertisement
will also  include  average  annual  total  return  figures  which  reflect  the
deduction of the insurance  charges,  contract  maintenance  charge,  contingent
deferred  sales  charges and the  expenses of the funds.  Allianz  Life may also
advertise  aggregate  total  return  information.   Aggregate  total  return  is
determined the same way except that the results are not annualized.

Certain  funds  have  been in  existence  for  some  time  and  have  investment
performance history. However, the contracts are new. In order to demonstrate how
the actual investment  experience of the funds may affect your accumulation unit
values, Allianz Life has prepared hypothetical  performance  information (Part A
of the Appendix to this prospectus). The performance is based on the performance
of the funds,  modified to reflect the charges and expenses of your  contract as
if it had been in existence for the time periods shown. The information is based
upon the historical  experience of the funds and does not necessarily  represent
what your investment would earn in those funds.
   
The Mutual Shares Securities Fund and the Mutual Discovery  Securities Fund (New
Valuemark  funds)  are  newly  created  and  therefore  also do not yet have any
meaningful   performance  history.   However,  they  have  the  same  investment
objectives and portfolio managers and substantially the same investment policies
as two  corresponding  series of Franklin  Mutual  Series  Fund Inc.  (formerly,
Mutual Series Fund Inc.) which have been sold to the public (Public  Funds).  In
order to show how the  performance  of the  Public  Funds  would  have  affected
accumulation unit values,  hypothetical  performance  information was developed.
Part B of the Appendix to this  prospectus  shows the historical  performance of
the Public  Funds  which  reflects  the  deduction  of the  historical  fees and
expenses paid by the Public Funds and not those paid by the New Valuemark funds.
There are  hypothetical  performance  figures for the  accumulation  units which
assume  the   deduction  of  the   Mortality   and  Expense  Risk  Charge,   the
Administrative  Charge and the fees and  expenses  that the Public  Funds  paid.
There are also hypothetical performance figures for the accumulation units which
reflect  the  deduction  of  the   Mortality   and  Expense  Risk  Charge,   the
Administrative  Charge,  the  Contingent  Deferred  Sales  Charge,  the contract
maintenance  charge and the fees and expenses  that the Public  Funds paid.  The
hypothetical  performance  figures  for the  accumulation  units  have  not been
restated to reflect the higher fees for the New Valuemark  funds.  If the higher
fees were  used,  the  hypothetical  performance  shown  would be lower.  Future
performance may vary and the results shown are not necessarily representative of
future results.
    
Allianz Life may in the future also advertise yield  information for one or more
of the funds.  If it does,  it will provide you with  information  regarding how
yield is  calculated.  More detailed  information  regarding how  performance is
calculated is found in the SAI.

Any  performance  advertised  will be  based  on  historical  data  and does not
guarantee future results of the funds.

9.  DEATH  BENEFIT

UPON  YOUR  DEATH

If you die during the accumulation phase,  Allianz Life will pay a death benefit
to your  beneficiary  (see  below).  No death  benefit is paid during the income
phase. If you have a joint owner,  and the joint owner dies, the surviving owner
will be  considered  the  beneficiary.  Joint owners must be spouses  (except in
Pennsylvania  and Oregon). 
    
The death benefit will be the greater of: 1) the current value of your contract,
less any  taxes on the day all  claim  proofs  and  payment  election  forms are
received by Allianz Life at the Valuemark  Service Center; or 2) as set forth in
the enhanced death benefit  endorsement to the contract,  the guaranteed minimum
death benefit,  less any taxes, as of the day you die.  Certain  Contract Owners
will not receive an enhanced death benefit  endorsement.  For these owners,  the
death  benefit is as set forth in Item No. 1 above.  During the first year,  the
guaranteed  minimum death  benefit is equal to the payments you have made,  less
any money you have  taken out and any  charges  paid on the money you have taken
out. After the first year and before your 76th birthday,  the guaranteed minimum
death  benefit is the greater of: A) payments you have made,  less any money you
have taken out and charges paid on the money you have taken out, increased by 5%
per year on each contract anniversary;  or B) the highest of the contract values
for each six year contract anniversary  determined by the contract value on such
six year anniversary plus any payments made, less any money taken out since that
contract  anniversary,  and charges paid on the money you have taken out.  After
your 76th birthday,  the guaranteed minimum death benefit will only be increased
by any payments you have made since the last  contract  anniversary  before your
76th  birthday  less any money you have  taken out and any  charges  paid on the
money you have taken out since such  contract  anniversary.  If you have a joint
owner,  the age of the oldest  owner will be used to  determine  the  guaranteed
minimum death benefit.  The guaranteed  minimum death benefit will be reduced by
any amounts  withdrawn  after the date of death.  If the  contract is owned by a
non-natural person, then all references to you mean the annuitant.
     

The death benefit provision described above may not
be available in your state.  If it is not  available,  the death benefit will be
equal to the value of your contract (less any premium taxes) on the business day
that Allianz Life receives proof of the death and payment instructions.

A beneficiary may request that the death benefit be paid in one of the following
ways:  (1)  payment of the entire  death  benefit  within 5 years of the date of
death;  or (2) payment of the death benefit under an annuity  option.  The death
benefit  payable  under an annuity  option  must be paid over the  beneficiary's
lifetime or for a period not extending beyond the beneficiary's life expectancy.
Payment must begin within one year of the date of death.  If the  beneficiary is
the spouse of the contract owner,  he/she can choose to continue the contract in
his/her own name at the then current  value,  or if greater,  the death  benefit
value. If a lump sum payment is elected and all the necessary  requirements  are
met, the payment will be made within 7 days.

If you (or any joint  owner) die  during  the  income  phase and you are not the
annuitant,  any payments which are remaining  under the annuity option  selected
will continue at least as rapidly as they were being paid at your death.  If you
die during the income phase, the beneficiary becomes the contract owner.

DEATH  OF  ANNUITANT

If the annuitant,  who is not a contract  owner or joint owner,  dies during the
accumulation  phase,  you can name a new  annuitant.  If a new  annuitant is not
named  within  30 days of the  death  of the  annuitant,  you  will  become  the
annuitant.  However,  if the contract  owner is a non-natural  person  (e.g.,  a
corporation),  then the death of the  annuitant  will be treated as the death of
the contract owner, and a new annuitant may not be named.

If the annuitant dies after annuity payments have begun,  the remaining  amounts
payable,  if any, will be as provided for in the annuity  option  selected.  The
remaining amounts payable will be paid to the contract owner at least as rapidly
as they were being paid at the annuitant's death.

10.  OTHER  INFORMATION

ALLIANZ  LIFE

Allianz Life Insurance  Company of North America  (Allianz Life),  1750 Hennepin
Avenue, Minneapolis,  Minnesota 55403, was organized under the laws of the state
of Minnesota in 1896.  Allianz Life offers fixed and variable life insurance and
annuities  and group  life,  accident  and  health  insurance.  Allianz  Life is
licensed to do business in 49 states and the District of Columbia.  Allianz Life
is a wholly-owned subsidiary of Allianz Versicherungs-AG Holding.

THE  SEPARATE  ACCOUNT

Allianz Life  established a separate  account,  Allianz Life Variable  Account B
(Separate Account), to hold the assets that underlie the contracts. The Board of
Directors of Allianz Life adopted a resolution to establish the Separate Account
under Minnesota  insurance law on May 31, 1985.  Allianz Life has registered the
Separate  Account  with  the  Securities  and  Exchange  Commission  as  a  unit
investment trust under the Investment  Company Act of 1940. The Separate Account
is divided into sub-accounts. Each sub-account invests in a fund.

The assets of the Separate  Account are held in Allianz Life's name on behalf of
the Separate Account and legally belong to Allianz Life.  However,  those assets
that underlie the contracts,  are not chargeable with liabilities arising out of
any other business  Allianz Life may conduct.  All the income,  gains and losses
(realized or unrealized)  resulting from these assets are credited to or charged
against  the  contracts  and not against any other  contracts  Allianz  Life may
issue.

DISTRIBUTION

NALAC Financial  Plans LLC (NFP) 1750 Hennepin  Avenue,  Minneapolis,  MN 55403,
acts as the  distributor of the contracts.  NFP is a wholly-owned  subsidiary of
Allianz Life.

Commissions   will  be  paid  to   broker-dealers   who  sell   the   contracts.
Broker-dealers  will  be paid  commissions  up to  6.0%  of  purchase  payments.
Sometimes,  Allianz Life enters into an agreement with the  broker-dealer to pay
the  broker-dealer  commissions  as a  combination  of a  certain  amount of the
commission at the time of sale and a trail commission  (which when totaled could
exceed  6% of  purchase  payments).  In  addition,  Allianz  Life  and  Franklin
Advisers,  Inc. and/or its affiliates may pay certain sellers for other services
not directly  related to the sale of the  contracts  (such as special  marketing
support allowances).  To the extent that the contingent deferred sales charge is
insufficient to cover the actual cost of distribution,  Allianz Life may use any
of its  corporate  assets,  including  any profit from the mortality and expense
risk charge, to make up any difference.

ADMINISTRATION

Allianz Life has hired Delaware Valley  Financial  Services,  Inc.  (DVFS),  300
Berwyn Park, Berwyn, Pennsylvania,  to perform administrative services regarding
the contracts. The administrative services include issuance of the contracts and
maintenance of contract owner's records.

FINANCIAL  STATEMENTS

The consolidated  financial  statements of Allianz Life and the Separate Account
have been included in the Statement of Additional Information.



APPENDIX

PERFORMANCE  INFORMATION

The following information is based on the historical  investment  performance of
the  funds.  The  results  shown are not  necessarily  representative  of future
performance.

 PART  A  -  FRANKLIN  VALUEMARK  FUNDS  -  EXISTING  FUNDS

The funds of Franklin  Valuemark  Funds have been in existence for some time and
have  investment  performance  history  (except the Small Cap,  Capital  Growth,
Templeton  International Smaller Companies,  Mutual Shares Securities and Mutual
Discovery Securities Funds). In order to show you how investment  performance of
the funds affects accumulation unit values, we have developed the following
hypothetical  performance  information.

The chart below shows the actual historical investment  performance of the funds
and hypothetical  accumulation unit performance.  The hypothetical  accumulation
unit performance  assumes that the  accumulation  units were invested in each of
the funds for the same periods.  The performance figures in Column I reflect the
deduction  of the  actual  fees  and  expenses  paid  by the  funds.  Column  II
represents  hypothetical  performance  figures for the accumulation  units which
reflects the deduction of the insurance charges and the fees and expenses of the
funds.   Column  III  represents   hypothetical   performance  figures  for  the
accumulation   units  which  reflects  the  insurance   charges,   the  contract
maintenance charge, the fees and expenses of the funds and assumes that you make
a withdrawal at the end of the period  (therefore the contingent  deferred sales
charge is reflected).

Total Return for the periods ended 9/30/96:

<TABLE>
<CAPTION>
<S>                                  <C>        <C>                        <C>                         <C>
                                                Column I                   Column II                   Column III

                                                Fund Performance           Hypothetical Accumulation   Unit Performance
                                                ---------------------------------------------------  -------------------------

                                     Inception  Since                      Since                       Since
                                     ---------  -------------------------  --------------------------  -------------------------
FUND                                 Date       1 yr.  5 yrs.  Inception   1 yr.  5 yrs.  Inception    1 yr.  5 yrs.  Inception
- -----------------------------------  ---------  -------------------------  --------------------------  -------------------------

Money Market                           1/24/89  5.27%   4.03%    5.14%     3.71%   2.50%    3.63%      -2.39%   1.77%   3.53%
High Income                            1/24/89  12.29%  12.48%    9.96%    10.61%  10.79%    8.35%     4.51%  10.79%   8.26%
Templeton Global Income Securities     1/24/89  9.29%   6.39%    7.71%     7.65%   5.01%    6.26%      1.55%   4.35%   6.18%
The U.S. Government Securities         3/14/89  4.65%   7.23%    8.04%     3.09%   5.75%    6.51%      -3.01%   5.11%   6.43%
Zero Coupon - 2000                     3/14/89  4.44%   8.87%    9.61%     2.89%   7.31%    8.03%      -3.21%   6.71%   7.95%
Zero Coupon - 2005                     3/14/89  2.80%  10.27%   10.79%     1.27%   8.82%    9.26%      -4.83%   8.24%   9.18%
Zero Coupon - 2010                     3/14/89  1.87%  10.92%   10.96%     0.35%   9.73%    9.61%      -5.75%   9.18%   9.53%
Growth and Income                      1/24/89  13.70%  11.47%    9.34%    12.00%  10.12%    7.94%     5.90%   9.57%   7.85%
Income Securities                      1/24/89  10.35%  11.29%   11.42%    8.70%   9.70%    9.83%      2.60%   9.14%   9.76%
Real Estate Securities                 1/24/89  20.87%  14.94%   11.38%    19.06%  13.17%    9.73%     12.96%  12.67%   9.64%
Rising Dividends                       1/27/92  18.73%    --      8.64%    16.95%    --      7.05%     10.85%    --     6.37%
Utility Equity                         1/24/89  10.82%   8.78%   10.58%    9.27%   7.38%    9.12%      3.17%   6.78%   9.04%
Precious Metals                        1/24/89  2.55%   8.36%    6.47%     1.02%   6.74%    4.90%      -5.08%   6.12%   4.81%
Templeton Developing Markets Equity    3/15/94  10.88%    --      4.53%    9.22%    --      2.98%      3.12%    --     0.91%
Templeton Global Growth                3/15/94  11.81%    --     10.81%    10.14%    --      9.17%     4.04%    --     7.28%
Templeton International Equity         1/27/92  11.60%    --     10.35%    9.93%    --      8.74%      3.83%    --     8.11%
Templeton Pacific Growth               1/27/92  11.24%    --     10.37%    9.58%    --      8.76%      3.48%    --     8.12%
Templeton Global Asset Allocation       5/1/96  14.80%    --     13.23%    13.09%    --     11.46%     6.99%     --     7.87%

</TABLE>



 PART  B  -  PUBLIC  FUNDS

The Mutual Shares  Securities  Fund and Mutual  Discovery  Securities Fund ("New
Valuemark  funds") are newly created series of Franklin  Valuemark  Funds and do
not yet have any meaningful  performance  history.  The New Valuemark  funds do,
however,  have the same  investment  objective  and portfolio  managers,(1)  and
substantially  the same  investment  policies,  as two  corresponding  series of
Franklin Mutual Series Fund Inc. (formerly "Mutual Series Fund Inc.") which have
been sold directly to the public ("Public Funds").

Chart 1 below  shows  the past  performance  of the  Public  Funds,  in terms of
average  annual total return over the periods  indicated.  Average  annual total
return  represents the average annual change in value of an investment  over the
stated  periods,  assuming  reinvestment  of dividends  and capital gains at net
asset value.  These  figures  reflect the deduction of the  historical  fees and
expenses paid by the Public Funds, which have been sold without sales charges.
   
Chart  2 below shows hypothetical performance of accumulation units of the New
Valuemark  funds,  based on the past average annual total return of the Public
Funds  and  the  deduction  of  all current recurring expenses of the Separate
Account. These figures do not reflect any Contingent Deferred Sales Charge
or annual contract maintenance charge and have  not  been restated to reflect
the higher  expenses of the New  Valuemark  funds;  all of which would lower the
hypothetical performance shown.
    
   
Chart  3 below shows hypothetical performance of accumulation units of the New
Valuemark  funds,  based on the past average annual total return of the Public
Funds  and  the  deduction  of  all current recurring expenses of the Separate
Account, as well as deduction of the annual contract maintenance charge and
the applicable Contingent Deferred Sales Charge. These figures have not been
restated to reflect the higher  expenses of the New Valuemark  funds which would
lower the hypothetical performance shown.
    
Past performance cannot predict or guarantee future results of the New Valuemark
funds. In addition,  the investment  performance of the New Valuemark funds will
differ from the performance of the Public Funds because of product and portfolio
differences,  including differences in portfolio size, the investments held, the
timing of purchases of similar  investments,  cash flows,  minor  differences in
certain  investment  policies,  insurance  product  related tax  diversification
requirements,  state insurance  regulations,  and additional  administrative and
insurance  costs  associated with insurance  company  separate  accounts.  These
figures are not adjusted for tax consequences.
- -----------------------

(1) In November 1996, Franklin Resources, Inc., parent company of the investment
managers of the Franklin  Valuemark  Funds,  completed the  acquisition of Heine
Securities  Corporation,  the investment manager of Mutual Series Fund Inc. This
transaction  did  not,  however,  change  the  individuals  responsible  for the
day-to-day  operations  of  Franklin  Mutual  Series  Fund  Inc.,  who are  also
responsible for the day-to-day operations of the New Valuemark funds.

<TABLE>
<CAPTION>
1. Public Funds' Historical Performance
<S>                                                  <C>        <C>         <C>        <C>      <C>
                                                                                       Since    Inception
            Periods Ended 9/30/96:                   One-Year   Five-Years  Ten-Years  Inception    Date
            ----------------------                   -------    ----------  ---------  --------- ---------
            Mutual Discovery Fund.................    18.52%        --         --       21.90%    12/31/92
            Mutual Shares Fund....................    13.59%     17.47%     14.87%        --       7/1/49
</TABLE>

<TABLE>
<CAPTION>
2. Hypothetical Accumulation Unit Performance (includes all current recurring expenses of the Separate Account)
<S>                                                  <C>        <C>         <C>        <C>        <C>
                                                                                         Since    Inception
            Periods Ended 9/30/96:                   One-Year   Five-Years  Ten-Years  Inception    Date
            ----------------------                   --------   ----------  ---------  ---------  ---------
            Mutual Discovery Securities
             Sub-Account .........................    16.71%        --         --       20.03%%    12/31/92
            Mutual Shares Securities
             Sub-Account .........................    11.82%     15.64%     13.09%        --       7/1/49
</TABLE>

<TABLE>
<CAPTION>
   
3.  Hypothetical  Accumulation  Unit  Performance  (includes  all current  recurring  expenses of the Separate
Account and deduction of the Contingent Deferred Sales Charge and Annual Contract Maintenance Charge)
    
<S>                                                  <C>        <C>         <C>        <C>        <C>
                                                                                         Since    Inception
            Periods Ended 9/30/96:                   One-Year   Five-Years  Ten-Years  Inception    Date
            ----------------------                   --------   ----------  ---------  ---------  ---------
            Mutual Discovery Securities
             Sub-Account..........................     10.61%        --         --       19.31%    12/31/92
            Mutual Shares Securities
             Sub-Account..........................      5.72%     15.18%     13.08%        --       7/1/49
</TABLE>

     TABLE  OF  CONTENTS  OF  THE  STATEMENT  OF  ADDITIONAL  INFORMATION


Insurance  Company

Experts

Legal  Opinions

Distributor

Reduction  or  Elimination  of  the  Contingent  Deferred  Sales  Charge

Calculation  of  Performance  Data
   
Tax Status

Annuity  Provisions

Mortality  and  Expense Risk Guarantee
    
Financial  Statements



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