Note: The following Supplement will be attached to the current prospectus
for delivery in all states where sold, except Maryland, Nevada,
North Carolina, New Hampshire, Oregon and Washington.
<PAGE>
File No. 333-28681
Filed under Rule 424(b)(3)
Golden American Life Insurance Company
PROSPECTUS SUPPLEMENT
November 9, 1998
to the
Prospectus dated May 1, 1998 for
GoldenSelect/r/ ES II
Deferred Combination Variable and Fixed Annuity Contracts
issued by Golden American Life Insurance Company
________________________
In addition to the Fixed Allocations with Guarantee Periods of 1, 3, 5,
7 and 10 years already available to you under your Contract, we now may
offer Fixed Allocations with a 6-month Guarantee Period. The
calculation of the Market Value Adjustment as described in your
GoldenSelect/r/ Prospectus is accordingly amended for the provision of
the 6-month Guarantee Period. The definition of the "J" factor on page
23 of the GoldenSelect/r/ Prospectus, which represents the Index Rate
used in the calculation of the Market Value Adjustment, is deleted in
its entirety and replaced with the following:
J" is (a) for a Fixed Allocation of one year or more, the Index Rate
for new Fixed Allocations with Guarantee Periods equal to the number
of years (fractional years are rounded up to the next full year
except in Pennsylvania) remaining in the Guarantee Period at the
time of the withdrawal, transfer or annuitization, and (b) for a
Fixed Allocation of six months, the Index Rate for new Fixed
Allocations with a six month Guarantee Period, at the time of the
withdrawal, transfer or annuitization;
In connection with our dollar cost averaging program, we may also offer
DCA Fixed Allocations, which are Fixed Allocations with 6-month and 1-
year Guarantee Periods available exclusively in conjunction with our
dollar cost averaging program. In order to invest in a DCA Fixed
Allocation, you must pay a minimum premium payment of $1,200 which we
will direct into a DCA Fixed Allocation at the time of the premium
payment. We require that the premium payment be either an initial
premium payment (in which case, a minimum initial premium payment is
required as described in your GoldenSelect/r/ Prospectus) or a
subsequent premium payment. You may not transfer Accumulation Value
already existing in your Contract into a DCA Fixed Allocation. During
the period that we offer DCA Fixed Allocations, all new premium
payments received for Fixed Allocations will be automatically allocated
to a DCA Fixed Allocation with the corresponding Guarantee Period, if
available, unless you specify to us at the time of your premium payment
that you are purchasing a regular Fixed Allocation. The dollar cost
averaging program with respect to a DCA Fixed Allocation and a Fixed
Allocation operate concurrently but are independent from each other.
Transfers between a DCA Fixed Allocation and a regular Fixed Allocation
under the dollar cost averaging program are not permitted.
(continued on the next page)
<PAGE>
Similar to regular Fixed Allocations, we credit fixed annual interest
rates to DCA Fixed Allocations. The interest rates credited to DCA
Fixed Allocations may differ from one another, as well as from the
regular Fixed Allocations. Under the dollar cost averaging program, we
transfer, on a monthly basis, from your DCA Fixed Allocation(s) a set
dollar amount (the "DCA Transfer Amount") to the Division(s) of Account
B selected by you and based on the allocation percentage determined by
you. The monthly DCA Transfer Amount is the initial Accumulation Value
in your DCA Fixed Allocation, divided by 6 or 12, as the case may be.
The last DCA Transfer Amount will include the interest credited. The
DCA Transfer Amount is fixed and is not affected in the event you make
any transfers from a DCA Fixed Allocation outside the scope of the
dollar cost averaging program. Therefore, any transfers from a DCA
Fixed Allocation made outside the scope of the dollar cost averaging
program will shorten the Guarantee Period.
You may invest in more than one DCA Fixed Allocation or Fixed
Allocation at the same time, but all transfers under dollar cost
averaging programs operating concurrently will be allocated to all of
the Division(s) of Account B selected by you on the same allocation
percentage.
Transfers from a DCA Fixed Allocation made under the dollar cost
averaging program are not subject to a Market Value Adjustment.
However, if you terminate the dollar cost averaging program for a DCA
Fixed Allocation and there is Accumulation Value remaining in the DCA
Fixed Allocation, we will immediately transfer the remaining
Accumulation Value to the Liquid Asset portfolio unless you give us
alternate transfer instructions. Such transfer, as well as any
transfer from a DCA Fixed Allocation outside the scope of the dollar
cost averaging program, will trigger a Market Value Adjustment if the
transfer is made more than 30 days before the maturity date of the DCA
Fixed Allocation.
A DCA Fixed Allocation may not participate in systematic withdrawals.
Except as provided in this Supplement, general provisions under our
dollar cost averaging also apply to the DCA Fixed Allocations. See
"Facts About the Contract - Dollar Cost Averaging." We may in the
future stop offering DCA Fixed Allocations or otherwise modify, suspend
or terminate this program. Of course, such change will not affect any
dollar cost averaging programs in operation at the time.
All capitalized terms, except "DCA Fixed Allocation" and "DCA Transfer
Amount" which are introduced in this Supplement, have the same meanings
ascribed to them in your GoldenSelect/r/ Prospectus.
This Supplement should be retained with your GoldenSelect/R/
Prospectus.
G3610-DCA 11/09/98
