FIRST INVESTORS LIFE VARIABLE ANNUITY FUND C, 497, 1996-10-22

FIRST INVESTORS LIFE VARIABLE ANNUITY FUND C
497, 1996-10-22

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First Investors Life Variable Annuity Fund C
Individual Variable Annuity Contracts
Offered By
First Investors Life Insurance Company
95 Wall Street, New York, New York 10005/(212) 858-8200

This Prospectus describes the Variable Annuity Contracts (the "Contracts")
offered by First Investors Life Insurance Company ("First Investors Life") for
(a) nonqualified retirement programs and deferred compensation plans and (b) the
following retirement plans qualified for special tax treatment under the
Internal Revenue Code of 1986, as amended: (1) individual retirement annuities
and (2) qualified corporate employee pension and profit-sharing plans. The
Contracts offered are deferred annuity contracts under which annuity payments
will begin on a selected future date. A penalty may be assessed on early
withdrawals (see "Federal Income Tax Status"). The Contracts contain a 10-day
revocation right (see "Variable Annuity Contracts--Ten-Day Revocation Right").
The Contracts provide for the accumulation of values on a variable basis.
Payment of annuity benefits will be on a variable basis, unless a fixed basis or
a combination of variable and fixed bases is selected by the Contractowner.
Unless otherwise stated, this Prospectus describes only the variable aspects of
the Contracts. The Contracts contain information on the fixed aspects.

Contractowners' purchase payments less certain deductions ("net purchase
payments") are paid into a unit investment trust, First Investors Life Variable
Annuity Fund C ("Separate Account C"). A Contractowner elects to have his or her
net purchase payments paid into any one or more of the eleven subaccounts of
Separate Account C (the "Subaccounts"). The assets of each Subaccount are
invested at net asset value in shares of the related series of First Investors
Life Series Fund (the "Life Series Fund"), an open-end, diversified management
investment company.

This Prospectus sets forth the information about Separate Account C that a
prospective investor should know before investing and should be kept for future
reference. A Statement of Additional Information, dated April 29, 1996, has been
filed with the Securities and Exchange Commission and is incorporated herein by
reference in its entirety. (See page 22 of this Prospectus for the Table of
Contents of the Statement of Additional Information.) The Statement of
Additional Information is available at no charge upon request to First Investors
Life at the address or telephone number indicated above.

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

THIS PROSPECTUS IS VALID ONLY WHEN ATTACHED TO THE CURRENT
PROSPECTUS OF FIRST INVESTORS LIFE SERIES FUND.

The date of this Prospectus is April 29, 1996

<PAGE>

GLOSSARY OF SPECIAL TERMS

Accumulated Value - The value of all the Accumulation Units credited to the
Contract.

Accumulation Period - The period between the date of issue of a Contract
and the Annuity Commencement Date.

Accumulation Unit - A unit used to measure the value of a Contractowner's
interest in a Subaccount of Separate Account C prior to the Annuity Commencement
Date.

Additional Payment - A purchase payment made to First Investors Life after
issuance of a deferred annuity.

Annuitant - The person designated to receive or the person who is actually
receiving annuity payments under a Contract.

Annuity Commencement Date - The date on which annuity payments are to
commence.

Annuity Unit - A unit used to determine the amount of each annuity payment
after the first.

Beneficiary - The person designated to receive any benefits under a
Contract upon the death of the Annuitant in accordance with the terms of the
Contract.

Contract - An individual variable annuity contract offered by this
Prospectus.

Contractowner - The person or entity with legal rights of ownership of the
Contract.

Fixed Annuity - An annuity with annuity payments which remain fixed as to
dollar amount throughout the payment period.

General Account - All assets of First Investors Life other than those
allocated to Separate Account C (or other segregated investment accounts of
First Investors Life).

Joint Annuitant - The designated second person under joint and survivor
life annuity.

Separate Account C - The segregated investment account entitled "First
Investors Life Variable Annuity Fund C," established by First Investors Life
pursuant to applicable law and registered as a unit investment trust under the
Investment Company Act of 1940, as amended.

Single Payment - A one-time purchase payment made to First Investors Life
to purchase a deferred annuity.

Subaccount - A segregated investment subaccount under Separate Account C
which corresponds to a series of the Life Series Fund. The assets of the
Subaccount are invested in shares of the corresponding series of the Life Series
Fund.

Valuation Date - Any date on which the New York Stock Exchange is open for
trading, and at such other times as the Directors of First Investors Life deem
necessary provided there is a sufficient degree of trading in the Subaccounts'
investments which may affect the Subaccounts' net asset value.

Valuation Period - The period beginning on the date after any Valuation
Date and ending on the next Valuation Date.

Variable Annuity - An annuity with annuity payments varying in amount in
accordance with the net investment experience of the Subaccounts.

<PAGE>

FEE TABLE

The following table has been prepared to assist the investor in
understanding the various costs and expenses a Contractowner will directly or
indirectly bear. The table reflects expenses of Separate Account C as well as
the series (each a "Fund" and collectively "Funds") of the Life Series Fund. The
Fee Table has been amended to reflect Fund expenses expected to be incurred in
1996.

CONTRACTOWNER TRANSACTION EXPENSES
Sales Load Imposed on Purchases (as a percentage of purchase payments) .. 7.00%

SEPARATE ACCOUNT ANNUAL EXPENSES
(as a percentage of average account value)
Mortality and Expense Risk Fees.......................................... 1.00%

Total Separate Account Annual Expenses................................... 1.00%

FUND ANNUAL EXPENSES
(as a percentage of Fund average net assets)

Total Fund
Management Other Operating
Fees(1) Expenses(2) Expenses(3)
------- ----------- -----------
<S> <C> <C> <C>
Blue Chip Fund................................... 0.75% 0.11% 0.86%
Cash Management Fund............................. 0.60+ -0-+ 0.60+
Discovery Fund................................... 0.75 0.12 0.87
Government Fund.................................. 0.60+ -0-+ 0.60+
Growth Fund...................................... 0.75 0.13 0.88
High Yield Fund.................................. 0.75 0.12 0.87
International Securities Fund.................... 0.75 0.27 1.02
Investment Grade Fund............................ 0.60+ -0-+ 0.60+
Target Maturity 2007 Fund........................ 0.60+ -0-+ 0.60+
Target Maturity 2010 Fund........................ 0.60+ -0-+ 0.60+
Utilities Income Fund............................ 0.60+ -0-+ 0.60+
</TABLE>

+ Net of waiver and/or reimbursement

(1) Management Fees have been restated for Cash Management Fund, Government
Fund, Investment Grade Fund and Utilities Income Fund to reflect current
fees. The Adviser will waive Management Fees in excess of 0.60% for Cash
Management Fund, Government Fund, Investment Grade Fund, Target Maturity
2007 Fund, Target Maturity 2010 Fund and Utilities Income Fund for a
minimum period ending December 31, 1996. Otherwise, Management Fees would
have been 0.75% for each Fund.

(2) Other Expenses have been restated for Cash Management Fund, Government
Fund, Investment Grade Fund and Utilities Income Fund to reflect current
expenses. The Adviser will reimburse Cash Management Fund, Government Fund,
Investment Grade Fund, Target Maturity 2007 Fund, Target Maturity 2010 Fund
and Utilities Income Fund for all Other Expenses for a minimum period
ending December 31, 1996. Otherwise, Other Expenses would have been 0.35%
for Cash Management Fund, 0.18% for Government Fund, 0.16% for each of
Investment Grade Fund and Utilities Income Fund, and are estimated to be
0.25% for each of Target Maturity 2007 Fund and Target Maturity 2010 Fund.

<PAGE>

(3) If certain Management Fees and Other Expenses were not waived or
reimbursed, Total Fund Operating Expenses would have been 1.10% for Cash
Management Fund, 0.93% for Government Fund, 0.91% for each of Investment
Grade Fund and Utilities Income Fund and are estimated to be 1.00% for each
of Target Maturity 2007 Fund and Target Maturity 2010 Fund.

For more complete descriptions of the various costs and expenses shown,
please refer to "Purchases, Deductions, Charges and Expenses." An administrative
charge may be deducted if the Accumulated Value of a Deferred Annuity Contract
is less than $1,500 (see "Administrative Charge"). In addition, premium taxes
may be applicable (see "Other Charges").

EXAMPLE

If you surrender your Contract at the end of the applicable time period:

You would pay the following expenses on a $1,000 investment, assuming 5%
annual return on assets:

1 year 3 years 5 years 10 years
------ ------- ------- --------
<S> <C> <C> <C> <C>
Blue Chip Fund............................... $88 $124 $164 $273
Cash Management Fund......................... 85 117 151 247
Discovery Fund............................... 88 125 164 274
Government Fund.............................. 85 117 151 247
Growth Fund.................................. 88 125 164 275
High Yield Fund.............................. 88 125 164 274
International Securities Fund................ 89 129 171 288
Investment Grade Fund........................ 85 117 151 247
Target Maturity 2007 Fund.................... 85 117 N/A N/A
Target Maturity 2010 Fund.................... 85 117 N/A N/A
Utilities Income Fund........................ 85 117 151 247
</TABLE>

The expenses in the Example should not be considered a representation of
past or future expenses. Actual expenses in future years may be greater or less
than those shown.

CONDENSED FINANCIAL INFORMATION

Accumulation Unit Values

The following shows the accumulation unit values and the number of
accumulation units outstanding for each Subaccount of Separate Account C, with
the exception of the Target Maturity 2010 Subaccount which first became
available the date of this prospectus, as of the dates indicated from the dates
when the accumulation unit value for each Subaccount was initially set at
$10.00*:

Number of
Accumulation Accumulation
Subaccount As of Unit Value($) Units
---------- ----- ------------- -----

<S> <C> <C> <C>
Blue Chip Subaccount...................... December 31, 1990 10.74931759 144,049.8
December 31, 1991 13.42731580 561,758.4
December 31, 1992 14.18287684 1,085,254.0
December 31, 1993 15.23373431 1,529,348.1
December 31, 1994 14.86290782 1,959,841.2
December 31, 1995 19.71773603 2,413,509.3
</TABLE>

<PAGE>

Accumulation Accumulation
Subaccount As of Unit Value($) Units
---------- ----- ------------- -----
<S> <C> <C> <C>
Cash Management Subaccount................ December 31, 1990 10.07542807 571,856.9
December 31, 1991 10.52748985 571,891.0
December 31, 1992 10.73770189 437,185.0
December 31, 1993 10.91847727 253,743.1
December 31, 1994 11.21833852 235,919.5
December 31, 1995 11.71983145 252,407.7

Discovery Subaccount...................... December 31, 1990 10.91349031 8,362.1
December 31, 1991 16.53848277 130,585.7
December 31, 1992 18.93150000 307,107.8
December 31, 1993 22.89932001 563,070.0
December 31, 1994 22.07727850 867,303.8
December 31, 1995 27.37355380 1,203,507.8

Government Subaccount..................... December 31, 1992 10.87670909 437,095.3
December 31, 1993 11.44920392 674,512.1
December 31, 1994 10.85941183 672,797.1
December 31, 1995 12.43183229 705,348.4

Growth Subaccount......................... December 31, 1990 10.75804081 24,176.8
December 31, 1991 14.34498476 204,821.5
December 31, 1992 15.59155937 567,241.7
December 31, 1993 16.35977780 958,529.1
December 31, 1994 15.73131059 1,347,003.7
December 31, 1995 19.48689883 1,729,637.1

High Yield Subaccount..................... December 31, 1990 10.00101048 69,585.9
December 31, 1991 13.25243640 220,366.3
December 31, 1992 14.86894995 279,777.4
December 31, 1993 17.38280181 391,036.8
December 31, 1994 16.93482626 513,297.7
December 31, 1995 20.09026188 671,849.9

International Securities Subaccount...... December 31, 1990 10.26630533 118,091.2
December 31, 1991 11.73276972 269,273.6
December 31, 1992 11.46589494 463,523.6
December 31, 1993 13.86795475 792,294.1
December 31, 1994 13.55233761 1,383,676.5
December 31, 1995 15.92618862 1,502,998.2

Investment Grade Subaccount............... December 31, 1992 10.77845214 395,839.5
December 31, 1993 11.82065978 784,651.0
December 31, 1994 11.28602521 923,445.3
December 31, 1995 13.37384783 1,076,644.3

Target Maturity 2007 Subaccount........... December 31, 1995 11.90553994 775,738.1

</TABLE>
5

<PAGE>

<TABLE>
<CAPTION>
Accumulation Accumulation
Subaccount As of Unit Value($) Units
---------- ----- ------------- -----
<S> <C> <C> <C>
Utilities Income Subaccount............... December 31, 1993 9.92774964 45,091.7
December 31, 1994 9.11659215 473,447.1
December 31, 1995 11.75759954 1,129,455.9
</TABLE>

* The accumulation unit value for each Subaccount, other than the Government
Subaccount, Investment Grade Subaccount and Utilities Income Subaccount,
was set on October 16, 1990. The accumulation unit value for the Government
Subaccount and Investment Grade Subaccount was set on January 7, 1992. The
accumulation unit value for Utilities Income Subaccount was set on November
16, 1993. The accumulation unit value for Target Maturity 2007 Subaccount
was set on April 24, 1995.

GENERAL DESCRIPTION

First Investors Life Insurance Company. First Investors Life Insurance
Company, 95 Wall Street, New York, New York 10005 ("First Investors Life"), a
stock life insurance company incorporated under the laws of the State of New
York in 1962, writes life insurance, annuities and accident and health
insurance. First Investors Consolidated Corporation ("FICC") owns all of the
voting common stock of First Investors Management Company, Inc. ("FIMCO" or
"Adviser") and all of the outstanding stock of First Investors Life, First
Investors Corporation ("FIC" or "Underwriter") and Administrative Data
Management Corp., the Transfer Agent for the Life Series Fund. Mr. Glenn O. Head
controls FICC and, therefore, controls the Adviser.

Separate Account C. First Investors Life Variable Annuity Fund C, also
known by its proprietary name, the "Tax Tamer" ("Separate Account C"), was
established on December 21, 1989 under the provisions of the New York Insurance
Law. The assets of Separate Account C are held separately from the assets of
First Investors Life and for that portion of such assets having a value equal
to, or approximately equal to, such reserves and contract liabilities are not
chargeable with liabilities arising out of any other business of First Investors
Life. Separate Account C is registered as a unit investment trust under the
Investment Company Act of 1940, as amended ("1940 Act"), but such registration
does not involve any supervision of the management or investment practices or
policies of Separate Account C.

The assets of each Subaccount of Separate Account C are invested at net
asset value in shares of the corresponding Fund of Life Series Fund. For
example, the Blue Chip Subaccount invests in the Blue Chip Fund, the Government
Subaccount invests in the Government Fund, and so on. The Life Series Fund's
Prospectus describes the risks attendant to an investment in each Fund of the
Life Series Fund.

Income, gains and losses, whether or not realized, from assets allocated to
the Subaccounts of Separate Account C are, in accordance with the applicable
Contracts, credited to or charged against the Subaccounts of Separate Account C
without regard to other income, gains or losses of First Investors Life. The
obligations under the Contracts are obligations of First Investors Life.

Any and all distributions received from a Fund will be paid in shares of
the distributing Fund or if in cash, will be reinvested in shares of that Fund
at net asset value for the corresponding Subaccount. Accordingly, no cash
distributions will be made to Contractowners. Deductions and

<PAGE>

redemptions from any Subaccount of Separate Account C may be effected by
redeeming the number of applicable Fund shares, at net asset value, necessary to
satisfy the amount to be deducted or redeemed. Shares of the Fund in the
Subaccounts will be valued at their net asset values.

Separate Account C is divided into the following Subaccounts, each of which
corresponds to the following Funds of the Life Series Fund:

Separate Account C Subaccount Fund
- ----------------------------- ----
Blue Chip Subaccount Blue Chip Fund
Cash Management Subaccount Cash Management Fund
Discovery Subaccount Discovery Fund
Government Subaccount Government Fund
Growth Subaccount Growth Fund
High Yield Subaccount High Yield Fund
International Securities Subaccount International Securities Fund
Investment Grade Subaccount Investment Grade Fund
Target Maturity 2007 Subaccount Target Maturity 2007 Fund
Target Maturity 2010 Subaccount Target Maturity 2010 Fund
Utilities Income Subaccount Utilities Income Fund

Each Contractowner designates the Subaccount in which his or her purchase
payment (less deductions) will be invested. That Subaccount in turn invests in
the corresponding Fund of the Life Series Fund as set forth above.

Subject to applicable law, First Investors Life reserves the right to make
certain changes if, in its judgment, they would best serve the interests of the
Contractowners and Annuitants or would be appropriate in carrying out the
purposes of the Contract. First Investors Life will obtain, when required, the
necessary Contractowner approval or regulatory approval. Examples of the changes
First Investors Life may make include, but are not limited to:

o To operate separate Account C in any form permitted under 1940
Act or in any other form permitted by law.

o To add, delete, combine, or modify Subaccounts in Separate
Account C.

o To add, delete, or substitute, for the Fund shares held in any
Subaccount, the shares of another Fund of the Life Series Fund or
the shares of another investment company or series thereof, or
any other investment permitted by law.

o To make any amendments to the Contracts necessary for the
Contracts to comply with the provisions of the Internal Revenue
Code or any other applicable federal or state law.

Your Choice of Investment Objective. When you purchase a Contract you
decide to place your purchase payment (less deductions) and any additional
purchase payments (less deductions) into at least one but not more than five of
the Subaccounts of Separate Account C, provided the allocation to any one
Subaccount is not less than 10% of the purchase payment (less deductions). Each
Subaccount corresponds to a Fund of the Life Series Fund. The investment
objectives of each Fund of the Life Series Fund is set forth below. There is no
assurance that the investment objective of any

<PAGE>

Fund of the Life Series Fund will be realized. Because each Fund of the Life
Series Fund is intended to serve a different investment objective, each is
subject to varying degrees of financial and market risks. In addition, total
operating expenses vary by Fund. Twice during any Contract year, you may
transfer part or all of your cash value from the Subaccounts you are in to other
Subaccounts provided the cash value is not allocated to more than five of the
Subaccounts, and provided the allocation to any one Subaccount is not less than
10% of the cash value of the Contract. The cash value of the Contract may
increase or decrease depending on the investment performance of the Subaccounts
selected. First Investors Life reserves the right to adjust allocations to
eliminate fractional percentages.

The Fund. First Investors Life Series Fund is a diversified open-end
management investment company registered under the 1940 Act. Registration of
Life Series Fund with the Securities and Exchange Commission ("Commission") does
not involve supervision by the Commission of the management or investment
practices or policies of the Life Series Fund. The Life Series Fund consists of
eleven separate Funds. The shares of the Funds are not sold directly to the
general public but are available only through the purchase of an annuity
contract or a variable life insurance policy issued by First Investors Life.
Life Series Fund reserves the right to offer shares of its Funds to other
separate acounts of First Investors Life or directly to First Investors Life.
The eleven Funds of Life Series Fund may be referred to as: First Investors Life
Blue Chip Fund, First Investors Life Cash Management Fund, First Investors Life
Discovery Fund, First Investors Life Government Fund, First Investors Life
Growth Fund, First Investors Life High Yield Fund, First Investors Life
International Securities Fund, First Investors Life Investment Grade Fund, First
Investors Life Target Maturity 2007 Fund, First Investors Life Target Maturity
2010 Fund and First Investors Life Utilities Income Fund.

The investment objectives of each Fund of the Life Series Fund are as
follows:

Blue Chip Fund. The investment objective of Blue Chip Fund is to seek high
total investment return consistent with the preservation of capital. This goal
will be sought by investing, under normal market conditions, primarily in equity
securities of larger, well-capitalized companies with high potential earnings
growth that have shown a history of dividend payments, commonly known as "Blue
Chip" companies.

Cash Management Fund. The objective of Cash Management Fund is to seek to
earn a high rate of current income consistent with the preservation of capital
and maintenance of liquidity. The Cash Management Fund will invest in money
market obligations, including high quality securities issued or guaranteed by
the U.S. Government or its agencies and instrumentalities, bank obligations and
high grade corporate instruments. An investment in the Fund is neither insured
nor guaranteed by the U.S. Government. There can be no assurance that the Fund
will be able to maintain a stable net asset value of $1.00 per share.

Discovery Fund. The investment objective of Discovery Fund is to seek
long-term capital appreciation, without regard to dividend or interest income,
through investment in the common stock of companies with small to medium market
capitalization that the Adviser considers to be undervalued or less well known
in the current marketplace and to have the potential for capital growth.

<PAGE>

Government Fund. The investment objective of Government Fund is to seek to
achieve a significant level of current income which is consistent with security
and liquidity of principal by investing, under normal market conditions,
primarily in obligations issued or guaranteed as to principal and interest by
the U.S. Government, its agencies or instrumentalities, including
mortgage-related securities.

Growth Fund. The investment objective of Growth Fund is to seek long-term
capital appreciation. This goal will be sought by investing, under normal market
conditions, primarily in common stocks of companies and industries selected for
their growth potential.

High Yield Fund. The primary objective of the High Yield Fund is to seek to
earn a high level of current income. Consistent with that objective, the Fund
will also seek growth of capital as a secondary objective. The High Yield Fund
seeks to attain its objectives primarily through investments in lower-grade,
high-yielding, high risk debt securities. Investments in high yield, high risk
securities, commonly referred to as "junk bonds," may entail risks that are
different or more pronounced than those involved in higher-rated securities. See
"High Yield Securities--Risk Factors" in the Fund's Prospectus.

International Securities Fund. The primary objective of International
Securities Fund is to seek long-term capital growth. As a secondary objective,
the Fund seeks to earn a reasonable level of current income. These objectives
are sought, under normal market conditions, through investment in common stocks,
rights and warrants, preferred stocks, bonds and other debt obligations issued
by companies or governments of any nation, subject to certain restrictions with
respect to concentration and diversification.

Investment Grade Fund. The investment objective of the Investment Grade
Fund is to seek a maximum level of income consistent with investment in
investment grade debt securities.

Target Maturity 2007 Fund. The investment objective of the Target Maturity
2007 Fund is to seek a predictable compounded investment return for investors
who hold their Funds' shares until the Fund's maturity, consistent with the
preservation of capital. The Fund will seek its objective by investing, under
normal market conditions, in zero coupon securities which are issued by the U.S.
Government, its agencies or instrumentalities or created by third parties using
securities issued by the U.S. Government, its agencies or instrumentalities.

Target Maturity 2010 Fund. The investment objective of the Target Maturity
2010 Fund is to seek a predictable compounded investment return for investors
who hold their Fund shares until the Fund's maturity, consistent with the
preservation of capital. The Fund will seek its objective by investing, under
normal market conditions, in zero coupon securities which are issued by the U.S.
Government, its agencies or instrumentalities or created by third parties using
securities issued by the U.S. Government, its agencies or instrumentalities.

Utilities Income Fund. The primary objective of the Utilities Income Fund
is to seek high current income. Long-term capital appreciation is a secondary
objective. These objectives are sought, under normal market conditions, through
investment in equity and debt securities issued by companies primarily engaged
in the public utilities industry.

<PAGE>

No offer will be made of a Contract funded by the underlying Fund unless a
current Life Series Fund Prospectus has been delivered. Each Fund of the Life
Series Fund may be referred to as "Fund" or "Series" in the underlying
Contracts.

For more complete information about each of the Funds underlying Separate
Account C, including management fees and other expenses, see Life Series Fund's
Prospectus. The Prospectus details each Fund's investment goals, management
strategies, investment restrictions, portfolio turnover, and the inherent market
and financial risks of an investment in the Fund's shares. It is important to
read the Prospectus carefully before your decide to invest. Additional copies of
Life Series Fund's Prospectus, which is attached hereto, may be obtained by
writing to First Investors Life Insurance Company, 95 Wall Street, New York, New
York 10005 or by calling (212) 858-8200. There can be no assurance that any of
the objectives of the Funds will be achieved.

Adviser. First Investors Management Company, Inc., an affiliate of First
Investors Life, supervises and manages each Funds' investments, supervises all
aspects of each Fund operations and, except for International Securities Fund
and Growth Fund, determines each Funds' portfolio transactions. The Adviser is a
New York corporation located at 95 Wall Street, New York, NY 10005.

Subadviser. Wellington Management Company ("WMC" or "Subadviser") has been
retained by the Adviser and the Fund, on behalf of International Securities Fund
and Growth Fund, as each of those Funds' investment subadviser. The Adviser has
delegated discretionary trading authority to WMC with respect to all the assets
of International Securities Fund and Growth Fund, subject to the continuing
oversight and supervision of the Adviser and the Board of Trustees. As
compensation for its services, WMC is paid by the Adviser, and not by either
Fund, a fee which is computed daily and paid monthly.

WMC, located at 75 State Street, Boston, MA 02109, is a Massachusetts
general partnership of which Robert W. Doran, Duncan M. McFarland and John B.
Neff are Managing Partners. WMC is a professional investment counseling firm
which provides investment services to investment companies, employee benefit
plans, endowment funds, foundations and other institutions and individuals. As
of December 31, 1995, WMC held discretionary investment authority with respect
to approximately $109.2 billion of assets. Of that amount, WMC acted as
investment adviser or subadviser to approximately 110 registered investment
companies or Fund of such companies, with net assets of approximately $76.1
billion as of December 31, 1995. WMC is not affiliated with the Adviser or any
of its affiliates.

Underwriter. First Investors Life and Separate Account C have entered into
an Underwriting Agreement with their affiliate, FIC, 95 Wall Street, New York,
New York 10005. First Investors Life has reserved the right in the Underwriting
Agreement to sell the Contracts directly. The Contracts are sold by insurance
agents licensed to sell variable annuities, who are registered representatives
of the Underwriter or broker-dealers who have sales agreements with the
Underwriter.

Voting Rights. In accordance with its view of present applicable law, First
Investors Life will vote the Fund shares held in the Subaccounts at any Special
Meeting of Shareholders of the Fund in accordance with instructions received
from persons having the voting interest in the Subaccount. However, if the 1940
Act or any regulation thereunder should be amended or if the present

<PAGE>

interpretation thereof should change, and as a result First Investors Life
determines that it is permitted to vote the Fund shares in its own right, it may
elect to do so. The person having the voting interest shall be the
Contractowner. First Investors Life will vote, in its own right, Fund shares
that are not attributable to Contracts.

Prior to the Annuity Commencement Date, the number of shares of each Fund
held in the corresponding Subaccount which is attributable to each Contractowner
is determined by dividing the Subaccount Accumulated Value by the net asset
value of one share of the corresponding Fund. After the Annuity Commencement
Date, the number of Fund shares held in the corresponding Subaccount which is
attributable to each Contract is determined by dividing the reserve held in such
Subaccount for the variable annuity payment under such Contract by the net asset
value of one share of the corresponding Fund. As this reserve fluctuates, the
number of votes fluctuates. The number of votes which a person has the right to
cast will be determined as of the record date established by the Fund. Voting
instructions will be solicited by written communication prior to the date of the
meeting at which votes are to be cast. Shares of the Fund held in the
Subaccounts as to which no timely instructions are received or are not otherwise
attributable to Contractowners will be voted by First Investors Life in
proportion to the voting instructions which are received with respect to all
Contracts participating in such Subaccount. Each person having a voting interest
in Separate Account C will be sent reports and other materials relating to the
Fund.

PURCHASES, DEDUCTIONS, CHARGES AND EXPENSES

Purchase Payments. Investors in Separate Account C will be purchasing
Accumulation Units of a particular Subaccount only and not shares of the Fund in
which the Subaccount invests.

The minimum purchase payment is $2,000 for a Deferred Variable Annuity
Contract. Additional Payments under a Deferred Variable Annuity Contract in the
minimum amount of $200 may be made at any time after the issuance of the
Contract.

Purchase payments will be credited to a Contractowner's Account on the date
of receipt by First Investors Life of a completed application. Additional
payments will be credited to a Contractowner's Account on the date of receipt by
First Investors Life. In the event First Investors Life receives an incomplete
application, all required information shall be provided not later than five
business days following the receipt of such application or the purchase payment
will be returned to the applicant at the end of such five-day period. Purchase
payments, after deductions for sales expenses and any applicable premium taxes
(see "Deductions from Purchase Payments"), will be allocated to the appropriate
Subaccount or Subaccounts.

Deductions from Purchase Payments. First Investors Life or FIC, as the
Underwriter, makes deductions, in accordance with the Deduction Table below,
from the purchase payment for expenses in connection with sales functions
relative to the Contracts. Reductions in sales charges are applicable to the
total amount of the purchase payment. In addition, any Additional Payment made
after the issuance of a Deferred Annuity Contract is subject to the sales charge
applicable to the total amount of all purchase payments previously made plus the
amount of the Additional Payment being made. The sales charge is intended to
cover all expenses relating to the sale of the Contracts, including commissions
paid to persons distributing the Contracts.

<PAGE>

DEDUCTION TABLE
<TABLE>
<CAPTION>
Sales Charge as % of
---------------------------- Concession to
Offering Net Amount Dealers as % of
Amount of Investment Price* Invested Offering Price
- -------------------- --------- -------------- ---------------
<S> <C> <C> <C>
Less than $25,000....................................... 7.00% 7.53% 5.75%
$25,000 but under $50,000............................... 6.25 6.67 5.17
$50,000 but under $100,000.............................. 4.75 4.99 3.93
$100,000 but under $250,000............................. 3.50 3.63 2.90
$250,000 but under $500,000............................. 2.50 2.56 2.19
$500,000 but under $1,000,000........................... 2.00 2.04 1.67
$1,000,000 or over...................................... 1.50 1.52 1.24
</TABLE>

- ----------
* Assumes that no premium taxes have been deducted.

Contracts may be purchased without sales charge by officers and full-time
employees of First Investors Life or its affiliates, who have been employed for
at least one year, and its agents who have been under contract for at least one
year.

Exchange Privilege. Contractowners of First Investors Life Variable Annuity
Fund A ("Separate Account A") may exchange their Separate Account A Contracts
for Separate Account C Contracts. The Accumulated Value of the Separate Account
A Contract will be invested at net asset value in one or more Subaccounts of
Separate Account C. Although there is no charge for this exchange,
Contractowners will be required to execute a change of contract form which, in
part, states that First Investors Life deducts a daily charge equal to an annual
rate of 1.00% of the daily net asset value of the Subaccounts as a charge for
mortality and expense risk. This exchange privilege may be modified or
terminated at any time by First Investors Life.

Mortality and Expense Risk Charges. Although the amount of each variable
annuity payment made to an Annuitant will vary in accordance with the investment
performance of the Subaccounts, the amount will not be affected by the mortality
experience (death rate) of persons receiving such payments or of the general
population. First Investors Life assumes this "mortality risk" by virtue of
annuity rates incorporated in the Contracts which cannot be changed.

The mortality risk assumed by First Investors Life arises from its
obligation to continue to make fixed or variable annuity payments, determined in
accordance with the annuity tables and other provisions of the Contracts, to
each Annuitant regardless of how long that person lives and regardless of how
long all payees as a group live. This assures an Annuitant that neither the
Annuitant's own longevity nor an improvement in life expectancy generally will
have any adverse effect on the variable annuity payments the Annuitant will
receive under the Contract, and relieves the Annuitant of the risk that the
Annuitant will outlive the funds that the Annuitant has accumulated for
retirement.

In addition, First Investors Life assumes the risk that the charges for
administrative expenses may not be adequate to cover such expenses and assures
that it will not increase the amount charged for administrative expenses. In
consideration for its assumption of these mortality and expense risks, First
Investors Life deducts an amount equal on an annual basis to 1.00% of the daily
net asset value of the Subaccounts. Of such charge, approximately 0.6% is for
assuming the mortality risk and 0.4% is for assuming the expense risk.

<PAGE>

If the charge is insufficient to cover the actual cost of the mortality and
expense risks, the loss will fall on First Investors Life; conversely, if the
deduction proves more than sufficient, the excess will be a profit to First
Investors Life. Any profits resulting to First Investors Life for over-estimates
of the actual costs of the mortality and expense risks can be used by First
Investors Life for any business purpose, including the payment of expenses of
distributing the Contracts, and will not remain in Separate Account C.

Administrative Charge. An administrative charge of $7.50 may be deducted
annually by First Investors Life from the Accumulated Value of Deferred Annuity
Contracts which have an Accumulated Value of less than $1,500 due to partial
surrenders. These charges against Annuitant accounts are for the purpose of
compensating First Investors Life for expenses involved in administering small
dormant accounts. If the actual expenses exceed charges, First Investors Life
will bear the loss.

Other Charges. Some states assess premium taxes which presently range from
0% to 2.35% at the time Purchase Payments are made; others assess premium taxes
at the time of surrender or when annuity payments begin. First Investors Life
currently advances any premium taxes due at the time Purchase Payments are made
and then deducts premium taxes from the Accumulated Value of the Contract at the
time of surrender, upon death of the annuitant or when annuity payments begin.
First Investors Life, however, reserves the right to deduct premium taxes when
incurred. See Appendix I for premium tax table.

Expenses. The total expenses of Separate Account C for the fiscal year
ended December 31, 1995 amounted to $1,594,189 or 0.99% of its average net
assets. There are deductions from and expenses paid out of the assets of the
Funds that are described in the Prospectus for the Funds.

VARIABLE ANNUITY CONTRACTS

This Prospectus offers Individual Deferred Variable Annuity Contracts under
which annuity payments will begin on a selected future date. First Investors
Life is offering the Contracts in states where it has the authority to issue the
Contracts. The Individual Variable Annuity Contracts offered by this Prospectus
are designed to provide lifetime annuity payments to Annuitants in accordance
with the plan adopted by the Contractowner. The amount of annuity payments will
vary with the investment performance of the Subaccounts. The Contracts obligate
First Investors Life to make payments for the lifetime of the Annuitant in
accordance with the annuity rates contained in the Contract, regardless of
actual mortality experience (see "Annuity Period"). Upon the death of the
Annuitant under a Contract before the Annuity Commencement Date, First Investors
Life will pay a death benefit to the beneficiary designated by the Annuitant.
For a discussion of the amount and manner of payment of this benefit, see "Death
Benefit During the Accumulation Period."

All or a portion of the Accumulated Value may be withdrawn during the
Accumulation Period. For a discussion on withdrawals during the Accumulation
Period, see "Surrender and Termination (Redemption) During the Accumulation
Period." For Federal income tax consequences of a withdrawal, see "Federal
Income Tax Status." The exercise of contract rights herein described, including
the right to make a withdrawal during the Accumulation Period, will be subject
to the terms and conditions of any qualified trust or plan under which the
Contracts are purchased. This Prospectus contains no information concerning such
trust or plans.

<PAGE>

First Investors Life reserves the right to amend the Contracts to meet the
requirements of the 1940 Act or other applicable Federal or state laws or
regulations.

Contractowners with any inquiries concerning their account should write to
First Investors Life Insurance Company at its Executive office, 95 Wall Street,
New York, New York 10005.

Deferred Variable Annuities--Accumulation Period

Crediting Accumulation Units. During the Accumulation Period, net purchase
payments on Deferred Annuity Contracts, after deductions for sales expenses and
any premium taxes, where applicable (see "Deductions from Purchase Payments"),
are credited to the Contractowner's Account in the form of Accumulation Units.
The number of Accumulation Units credited to a Contractowner for the Subaccounts
is determined by dividing the net purchase payment by the value of an
Accumulation Unit for the Subaccount for the Valuation Period during which the
purchase payment is received at the Executive Office of First Investors Life or
other designated office. The value of the Contractowner's Individual Account
varies with the value of the assets of the Subaccounts. The investment
performance of the Fund Subaccounts, expenses and deduction of certain charges
affect the value of an Accumulation Unit. There is no assurance that the value
of a Contractowner's Individual Account will equal or exceed purchase payments.
The value of a Contractowner's Individual Account for a Valuation Period can be
determined by multiplying the total number of Accumulation Units credited to the
account for the Subaccount by the value of an Accumulation Unit for the
Subaccount for the Valuation Period.

Annuity Period

Commencement Date. Annuity payments will begin on the Annuity Commencement
Date selected by the Contractowner. Not later than 30 days prior to the Annuity
Commencement Date, the Contractowner may elect in writing to advance or defer
the Annuity Commencement Date. The Annuity Commencement Date may not be deferred
beyond the first day of the calendar month following the Annuitant's 85th
birthday. If no other date is elected, annuity payments will commence on the
first day of the calendar month following the Annuitant's 85th birthday.

If the Net Accumulated Value on the Annuity Commencement Date is less than
$2,000, First Investors Life may pay such value in one sum in lieu of annuity
payments. If the Net Accumulated Value is not less than $2,000 but the variable
annuity payments provided for would be or become less than $20, First Investors
Life may change the frequency of annuity payments to such intervals as will
result in payments of at least $20.

Assumed Investment Rate. A 3.5% assumed investment rate is built into the
Annuity Tables in the Contract. This is based on First Investors Life's opinion
that it is the average result to be expected from a diversified portfolio of
common stocks during a relatively stable economy. A higher assumption would mean
a higher initial payment but more slowly rising and more rapidly falling
subsequent variable annuity payments. A lower assumption would have the opposite
effect. If the actual net investment rate of the respective Subaccount is at the
annual rate of 3.5%, the variable annuity payments will be level. A fixed
annuity is an annuity with annuity payments which remain fixed as to dollar
amount, throughout the payment period and is based on an assumed interest rate
of 3.5% per year built into the Annuity Tables in the Contract.

<PAGE>

Annuity Options. The Contractowner may, at any time at least 30 days prior
to the Annuity Commencement Date upon written notice to First Investors Life at
its Executive Office or other designated office, elect to have payments made
under any one of the Annuity Options provided in the Contract. If no election is
in effect on the Annuity Commencement Date, annuity payments will be made on a
variable basis only under Annuity Option 3 below, Life Annuity with 120 Monthly
Payments Guaranteed, which is the Basic Annuity.

The material factors that determine the level of annuity benefits are (i)
the value of a Contractowner's Individual Account determined in the manner
described in this Prospectus before the Annuity Commencement Date, (ii) the
Annuity Option selected by the Contractowner, (iii) the sex and adjusted age of
the Annuitant and any Joint Annuitant at the Annuity Commencement Date and, (iv)
in the case of variable annuity, the investment performance of the Fund
Subaccounts selected.

On the Annuity Commencement Date, First Investors Life shall apply the
Accumulated Value, reduced by any applicable premium taxes not previously
deducted, to provide the Basic Annuity or, if an Annuity Option has been
elected, to provide one of the Annuity Options described below.

The Contracts provide for the six Annuity Options described below:

Option 1 - Life Annuity - An annuity payable monthly during the lifetime of
the Annuitant, ceasing with the last payment due prior to the death of the
Annuitant. If this Option is elected, annuity payments terminate automatically
and immediately on the death of the Annuitant without regard to the number or
total amount of payments received.

Option 2a - Joint and Survivor Life Annuity - An annuity payable monthly
during the joint lifetime of the Annuitant and the Joint Annuitant and
continuing thereafter during the lifetime of the survivor, ceasing with the last
payment due prior to the death of the survivor.

Option 2b - Joint and Two-Thirds to Survivor Life Annuity - An annuity
payable monthly during the lifetime of the Annuitant and the Joint Annuitant and
continuing thereafter during the lifetime of the survivor at an amount equal to
two-thirds of the joint annuity payment, ceasing with the first payment due
prior to the death of the survivor.

Option 2c - Joint and One-Half to Survivor Life Annuity - An annuity
payable monthly during the joint lifetime of the Annuitant and the Joint
Annuitant and continuing thereafter during the lifetime of the survivor at an
amount equal to one-half of the joint annuity payment, ceasing with the last
payment due prior to the death of the survivor.

Under Annuity Options 2a, 2b and 2c, annuity payments terminate
automatically and immediately on the deaths of both the Annuitant and the Joint
Annuitant without regard to the number or total amount of payments received.

Option 3 - Life Annuity with 60, 120 or 240 Monthly Payments Guaranteed -
An annuity payable monthly during the lifetime of the Annuitant with the
guarantee that if, upon the death of the Annuitant, payments have been made for
less than 60, 120 or 240 monthly periods, as elected, payments will be made as
follows:

<PAGE>

1. Any guaranteed annuity payments will be continued during the
remainder of the selected period to the Beneficiary. The Beneficiary may,
at any time, elect to have the present value of the guaranteed number of
annuity payments computed in the manner specified in (2) below, paid in a
lump sum.

2. If a Beneficiary receiving annuity payments under this Option dies
after the death of the Annuitant, the present value, computed as of the
Valuation Period in which notice of death of the Beneficiary is received by
First Investors Life at its Executive Office or other designated office, of
the guaranteed number of annuity payments remaining after receipt of such
notice and to which such deceased Beneficiary would have been entitled had
the Beneficiary not died, computed at the effective annual interest rate,
assumed in determining the Annuity Tables, shall be paid in a lump sum in
accordance with the Contract.

Option 4 - Unit Refund Life Annuity - An annuity payable monthly during the
lifetime of the Annuitant, terminating with the last payment due prior to the
death of the Annuitant. An additional annuity payment will be made to the
Beneficiary equal to the Annuity Unit Value of the Subaccount or Subaccounts as
of the date that notice of death in writing is received by First Investors Life
at its Executive Office or other designated office, multiplied by the excess, if
any, of (a) over (b) where (a) is the Net Accumulated Value allocated to each
Subaccount and applied under the option at the Annuity Commencement Date,
divided by the corresponding Annuity Unit Value as of the Annuity Commencement
Date, and (b) is the product of the number of Annuity Units applicable under the
Subaccount represented by each annuity payment and the number of annuity
payments made. (For an illustration of this calculation, see Appendix II,
Example A, in the Statement of Additional Information.)

Allocation of Annuity. The Contractowner may elect to have the Net
Accumulated Value applied at the Annuity Commencement Date to provide a Fixed
Annuity, a Variable Annuity, or any combination thereof. After the Annuity
Commencement Date, no transfers or redemptions are allowed. Such elections must
be made in writing to First Investors Life at its Executive Office or other
designated office, at least 30 days prior to the Annuity Commencement Date. In
the absence of an election, annuity payments will be made on a variable basis
only under Annuity Option 3 above, Life Annuity with 120 Monthly Payments
Guaranteed, which is the Basic Annuity.

Death Benefit During the Accumulation Period

If the Annuitant dies prior to the Annuity Commencement Date, First
Investors Life will pay a Death Benefit to the Beneficiary designated by the
Contractowner upon receipt of a death certificate or similar proof of the death
of the Annuitant. The value of the Death Benefit will be determined as of the
Valuation Date on or next following the date on which written notice of death is
received by First Investors Life at its Executive Office or other designated
office.

If payment of the Death Benefit under one of the Annuity Options was not
elected by the Contractowner prior to the Annuitant's death, the Beneficiary may
elect to have the Death Benefit paid in a single sum or applied to provide an
annuity under one of the Annuity Options or as otherwise permitted by First
Investors Life. If a single sum settlement is requested, the proceeds will be
paid within seven days of receipt of such election and due proof of death. If an
Annuity Option is desired, election may be made by the Beneficiary during a
ninety-day period commencing with the date of receipt of notification of death.
If such an election is not made, a single sum

<PAGE>

settlement will be made to the Beneficiary at the end of such ninety-day period.
If any Annuity Option is elected, the Annuity Commencement Date shall be the
date specified in the election but no later than ninety days after receipt by
First Investors Life of notification of death.

The amount of the Death Benefit will be the greater of (1) the gross
purchase payments (prior to any deductions or charges) made under an Individual
Contract less any amount of purchase payments surrendered, or (2) the
Accumulated Value.

Surrender and Termination (Redemption) During the Accumulation Period

A Contractowner may elect, at any time before the earlier of the Annuity
Commencement Date or the death of the Annuitant, to surrender the Contract for
all or any part of the Contractowner's Individual Account. In the event of a
termination of the Contract, First Investors Life will, upon due surrender of
the Contract at the Executive Office of First Investors Life or other designated
office, pay to the Contractowner the Accumulated Value of the Contract. If only
a portion of the amount of the Contractowner's Individual Account is requested,
the amount so requested shall be deducted from the Subaccount resulting in a
corresponding reduction in the number of Accumulation Units credited to the
Contractowner in the Subaccount. All Accumulated Values described in this
section will be determined as of the end of the Valuation Period during which
the written request is received by First Investors Life at its Executive Office
or other designated office. First Investors Life may defer any such payment for
a period of not more than 7 days. However, First Investors Life may postpone
such payment during any period when (a) trading on the New York Stock Exchange
is restricted as determined by the Securities and Exchange Commission or such
Exchange is closed for other than weekends and holidays, (b) the Securities and
Exchange Commission has by order permitted such suspension or (c) an emergency,
as defined by the rules of the Securities and Exchange Commission, exists during
which time the sale of portfolio securities or calculation of securities is not
reasonably practicable. For information as to Federal tax consequences resulting
from surrenders, see "Federal Income Tax Status." For information as to State
premium tax consequences, see "Other Charges" and "Appendix I."

Maturity Date Exchange Privilege. If this Contract is liquidated during the
one-year period preceding its maturity date, the proceeds can be used to
purchase Class A shares of First Investors mutual funds without incurring a
sales charge.

Death of Contractowner

If the Contractowner dies before the entire interest in the Contract has
been distributed, the value of the Contract must be distributed to the
Beneficiary as provided below so that the Contract qualifies as an annuity under
Section 72(s) of the Internal Revenue Code of 1986, as amended (the "Code").

If the death of the Contractowner occurs on or after the Annuity
Commencement Date, the entire interest in the Contract will be distributed at
least as rapidly as under the Annuity Option in effect on the date of death.

If the death of the Contractowner occurs prior to the Annuity Commencement
Date, the entire interest in the Contract will be (1) distributed to the
Beneficiary within five years, or (2) distributed under an Annuity Option
beginning within one year which provides that annuity payments will be

<PAGE>

made over a period not longer than the life or life expectancy of the
Beneficiary. If the Contract is payable to (or for the benefit of) the
Contractowner's surviving spouse, no distributions will be required and the
Contract may be continued with the surviving spouse as the new Contractowner. If
the Contractowner is also the Annuitant, such spouse shall have the right to
become the Annuitant under the Contract. Likewise, if the Annuitant dies and the
Contractowner is not a natural person, the Annuitant's surviving spouse shall
have the right to become the Contractowner and the Annuitant.

Ten-Day Revocation Right

A Contractowner may, within ten days from the date the Contract is
delivered to the Contractowner, elect to cancel the Contract. First Investors
Life will, upon surrender of the Contract, together with a written request for
cancellation, at the Executive Office of First Investors Life or other
designated office, pay to the Contractowner an amount equal to the Accumulated
Value of the Contract on the date of surrender plus the amount of any sales
charges deducted from the initial purchase payment. The amount refunded to
Contractowners may be more or less than their initial purchase payment depending
on the investment results of the designated Subaccount(s). In those states where
a full refund of premiums is required if the Contractowner elects to exercise to
cancel the Contract under the ten-day revocation right, such Contractowner shall
be entitled to a full refund of premiums paid upon such cancellation.

FEDERAL INCOME TAX STATUS

The Contracts are designed for use (a) by individuals in retirement plans
which will not be qualified plans under the provisions of the Code; and (b) in
the following retirement plans qualified for special tax treatment under the
Code (1) individual retirement annuities and (2) qualified corporate employee
pension and profit-sharing plans. In general, a Contract acquired by a person
who is not an individual will be treated as one which is not an annuity to the
extent of contributions made after February 28, 1986, and any income credited to
a Contractowner's Individual Account will accordingly, be includable in the
Contractowner's gross income on a current basis in accordance with that person's
method of accounting. The preceding sentence will not apply to any annuity
contract that is (i) acquired by a decedent's estate by reason of the decedent's
death, (ii) held under a qualified pension, profit-sharing or stock bonus plan
described under Section 401(a) of the Code or an employee annuity program
described under Section 403(a) of the Code (or that is purchased by an employer
upon the termination of such plan or program and that is held by the employer
until all amounts under a Contract are distributed to the employee for whom the
Contract was purchased or the employee's beneficiary), (iii) held under an
individual retirement plan or an employee annuity program described under
Section 403(b) of the Code, or (iv) an immediate annuity (as defined in Section
72(u)(4) of the Code).

The ultimate effect of Federal income taxes on Accumulated Values, on
annuity payments and on the economic benefit to the Contractowner, Annuitant or
Beneficiary depends on the tax status of both First Investors Life and the
individual concerned. The discussion contained herein is general in nature and
is not intended as tax advice. No attempt is made to consider any applicable
state or other tax laws. Moreover, the discussion herein is based upon First
Investors Life's understanding of Federal income tax laws as they are currently
interpreted. No representation is made regarding the likelihood of continuation
of current Federal income tax laws or the current interpretations of

<PAGE>

the Internal Revenue Service. Prospective Contractowners should consult their
tax advisors as to the tax consequences of purchasing Contracts.

First Investors Life is taxed as a life insurance company under the Code.
Since Separate Account C is not a separate entity from First Investors Life and
its operation forms part of First Investors Life, it will not be taxed
separately as a "regulated investment company" under Subchapter M of the Code.
Under existing Federal income tax law, investment income of the Subaccounts of
Separate Account C, to the extent that it is applied (after taking into account
the mortality risk and expense risk charges) to increase reserves under the
Contract, is not taxed and may be compounded through reinvestment without
additional tax to First Investors Life to the extent income is so applied. Thus,
the Funds may realize net investment income and pay dividends and the
Subaccounts of Separate Account C may receive and reinvest them on behalf of
Contractowners, all without Federal income tax consequences for Separate Account
C or the Contractowner.

Under current interpretations of the Code, the Contractowner is not subject
to income tax on increases in the value of the Contractowner's Individual
Account until payments are received by the Contractowner under the Contract.
Annuity payments received after the Annuity Commencement Date will be taxed to
the Contractowner as ordinary income in accordance with Section 72 of the Code.
However, that portion of each payment which represents the Contractowner's
investment in the Contract, as defined in Section 72, will be excluded from
gross income. The investment in the Contract, which is ordinarily the amount of
purchase payments made under the Contract with certain adjustments, is divided
by the Contractowner's life expectancy or other period for which annuity
payments are expected to be made to determine the annual exclusion. Annuity
payments received each year in excess of this annual exclusion are taxable as
ordinary income as provided in Section 72 of the Code.

In order that the Contracts be treated as annuities for Federal income tax
purposes, other than Contracts issued in connection with retirement plans that
are qualified under the Code, Separate Account C must satisfy certain
diversification requirements that are generally applicable to variable annuity
contract segregated asset accounts under Subchapter L of the Code. Ownership by
the Subaccounts of shares of the Fund will not fail the diversification
requirements provided that the Fund is taxed as a regulated investment company
under Subchapter M of the Code, and that the Fund meets such diversification
requirements, and all shares of the Fund are owned only by the Subaccounts (and
similar accounts of First Investors Life or other insurance companies), and
access to the Fund is available exclusively through the purchase of Contracts
(and additional variable annuity or life insurance products of First Investors
Life or other insurance companies). Fund shares also may be held by the Adviser
provided such shares are being held in connection with the creation or
management of the Fund. The Adviser does not intend to sell any Fund shares it
owns to the general public. It is expected that the Adviser will cause the
assets of the Fund to be invested in a manner that complies with the asset
diversification requirements.

The tax law does not currently provide guidance as to circumstances in
which a Contractowner may be said to have "control" over Separate Account C
assets and thus be subject to current taxation on income credited to the
Contractowner's Contract. The Treasury Department has said that it may provide
such guidance by a ruling or regulation. First Investors Life reserves the right
to amend the Contracts in any appropriate way necessary to avoid such current
taxation.

<PAGE>

With respect to withdrawals before the start of annuity payments, the Code
currently provides that: (i) withdrawals from an annuity contract are taxable as
ordinary income in the year of receipt to the extent that income from investment
has been earned, (ii) a loan under, or an assignment or pledge of an annuity
contract is treated as a distribution, and (iii) a 10 percent penalty will be
assessed, subject to certain exceptions, on the taxable portion of withdrawals
made prior to the taxpayer's attainment of age 59 1/2.

In determining the amount of any distribution that is includable in gross
income, all annuity contracts issued by the same company to the same
Contractowner during any 12-month period will be treated as one annuity
contract. Contractowners should consult their tax advisors before purchasing
more than one Contract during any 12-month period.

Under the Code, income tax must generally be withheld from all "designated
distributions." A designated distribution includes the taxable portion of any
distribution or payment from an annuity. A partial surrender of an annuity
contract is considered a distribution subject to withholding.

The amount of withholding depends on the type of payment: "periodic" or
"non-periodic." For a periodic payment (e.g., an annuity payment), unless the
recipient files an appropriate withholding certificate, the tax withheld from
the taxable portion of the payment is based on a payroll withholding schedule
which assumes a married recipient claiming three withholding exemptions. For a
non-periodic payment distribution (e.g., a partial surrender of an annuity
contract), the tax withheld will generally be 10 percent of the taxable portion
of the payment.

A recipient may elect not to have the withholding rules apply. For periodic
payments, an election is effective for the calendar year for which it is made
and for each necessary year until amended or modified. For non-periodic
distributions, an election is effective only for the distribution for which it
is made. Payors must notify recipients of their right to elect to have taxes
withheld.

Insurers are required to report all designated distribution payments to the
Internal Revenue Service.

With respect to the Contracts issued in connection with retirement or
deferred compensation plans which do not meet the requirements applicable to tax
qualified plans, the tax status of the Annuitant is determined by the provisions
of the plan. In general, the Annuitant is not taxed until the Annuitant receives
annuity payments. The rules for taxation of payments under non-qualified plans
are, in general, similar to those for taxation of payments under a qualified
plan; however, the special income averaging treatment available for certain lump
sum payments under qualified plans is not available for similar payments under
non-qualified plans.

The Contracts may be purchased in connection with the following types of
tax-favored retirement plans: (1) individual retirement annuities and (2)
pension and profit-sharing plans of corporations qualified under Section 401(a)
or employee annuity programs described in Section 403(a) of the Code. The tax
rules applicable to these plans, including restrictions on contributions and
benefits, taxation of distribution and any tax penalties, vary according to the
type of plan and its terms and conditions. Participants under such plans, as
well as Contractowners, Annuitants and Beneficiaries, should be aware that the
rights of any person to any benefits under such plans may be subject to the
terms and conditions of the plans themselves, regardless of the terms and
conditions of the Contracts. Purchasers of Contracts for use with any qualified
plan, as well as plan participants and

<PAGE>

Beneficiaries, should consult counsel and other competent advisors as to the
suitability of the Contracts to their special needs, and as to applicable Code
limitations and tax consequences.

It should be noted that the laws and regulations with respect to the
foregoing tax matters are subject to change at any time by Congress and the
Treasury Department, respectively, and that the interpretations of such laws and
regulations now in effect are subject to change by judicial decision or by the
Treasury Department.

PERFORMANCE INFORMATION

From time to time, Separate Account C may advertise several types of
performance information for the Subaccounts. All Subaccounts may advertise
"average annual total return" and "total return," except "average annual total
return" is not shown for the Cash Management Subaccount. The High Yield
Subaccount, Investment Grade Subaccount and Government Subaccount may also
advertise "yield." The Cash Management Subaccount may advertise "yield" and
"effective yield." Each of these figures is based upon historical earnings and
is not necessarily representative of the future performance of a Subaccount. The
yield and effective yield figures include the payment of the Mortality and
Expense Risk fee of 1.00% but do not include the maximum sales charge of 7.00%.

Average annual total return and total return calculations measure the net
income of a Subaccount plus the effect of any realized or unrealized
appreciation or depreciation of the underlying investments in a Subaccount for
the period in question. Average annual total return will be quoted for one, five
and ten year periods, or for shorter time periods depending upon the length of
time during which the Subaccount has operated. Average annual total return
figures are annualized and, therefore, represent the average annual percentage
change in the value of an investment in a Subaccount over the period in
question. Total return figures are not annualized and represent the actual
percentage change over the period in question. Average annual total return and
total return figures will include the deduction of all expenses and fees,
including the payment of the maximum sales charge of 7.00% and the payment of
the Mortality and Expense Risk fee of 1.00%.

Yield is a measure of the net dividend and interest income earned over a
specific one month or 30- day period (seven-day period for the Cash Management
Subaccount) expressed as a percentage of the value of the Subaccount's
Accumulation Units. Yield is an annualized figure, which means that it is
assumed that the Subaccount generates the same level of net income over a
one-year period which is compounded on a semi-annual basis. The effective yield
for the Cash Management Subaccount is calculated similarly but includes the
effect of assumed compounding calculated under rules prescribed by the
Securities and Exchange Commission. The Cash Management Subaccount's effective
yield will be slightly higher than its yield due to this compounding effect.

For further information on performance calculations, see "Performance
Information" in the Statement of Additional Information.

<PAGE>

TABLE OF CONTENTS
OF THE STATEMENT OF ADDITIONAL
INFORMATION

Item Page
---- ----
General Description ....................................... 2
Services................................................... 2
Purchase of Securities..................................... 4
Deduction Table............................................ 5
Annuity Payments........................................... 5
Other Information.......................................... 7
Performance Information.................................... 7
Relevance of Financial Statements.......................... 12
Appendices................................................. 13
Financial Statements....................................... 18

APPENDIX I

STATE AND LOCAL TAXES*

Alabama.................................... 1.00%
Alaska..................................... --
Arizona.................................... --
Arkansas................................... --
California................................. 2.35
Colorado................................... --
Connecticut................................ --
Delaware................................... --
District of Columbia....................... 2.25
Florida.................................... --
Georgia.................................... --
Illinois................................... --
Indiana.................................... --
Iowa....................................... --
Kentucky................................... 2.00
Louisiana.................................. --
Maryland................................... --
Massachusetts.............................. --
Michigan................................... --
Minnesota.................................. --
Mississippi................................ 2.00
Missouri................................... --
Nebraska................................... --
New Jersey................................. --
New Mexico................................. --
New York................................... --
North Carolina............................. --
Ohio....................................... --
Oklahoma................................... --
Oregon..................................... --
Pennsylvania............................... 2.00
Rhode Island............................... --
South Carolina............................. --
Tennessee.................................. --
Texas...................................... --
Utah....................................... --
Virginia................................... --
Washington................................. --
West Virginia.............................. 1.00
Wyoming.................................... 1.00

- ----------

Note: The foregoing rates are subject to amendment by legislation and the
applicability of the stated rates may be subject to administrative
interpretation.

* Includes local annuity premium taxation.

<PAGE>

First Investors Life
Variable Annuity
Fund C

- ---------------------------
Individual Variable
Annuity Contracts

- ---------------------------

Prospectus

- ----------------------------

April 29, 1996

First Investors Logo

Logo is described as follows: the arabic numeral one separated into seven
vertical segments followed by the words "First Investors."

Vertical line from top to bottom in center of page about 1/2 inch in thickness

To the left of the vertical line is the following language:

TABLE OF CONTENTS
- -------------------------------------

Glossary of Special Terms.......................... 2
Fee Table.......................................... 3
Condensed Financial Information.................... 4
General Description................................ 6
Purchases, Deductions, Charges and Expenses........ 11
Variable Annuity Contracts......................... 13
Federal Income Tax Status.......................... 18
Performance Information............................ 21
Table of Contents of the
Statement of Additional Information............... 22
Appendix I - State and Local Taxes................. 22

LIFE 327

<PAGE>

As part of this Prospectus we attach the Prospectus of First Investors Life
Series Fund (File No. 2-98409) which was filed with the SEC on October 21,1996
as part of Post-Effective Amendment No. 20 (Accession No.0000891554-96-000704)