TEMPLETON IMMEDIATE VARIABLE ANNUITY SEPARATE ACCOUNT
497, 1996-11-19
Previous: MIDLAND RESOURCES INC /TX/, 10QSB/A, 1996-11-19
Next: TEMPLETON IMMEDIATE VARIABLE ANNUITY SEPARATE ACCOUNT, 497, 1996-11-19



<PAGE>

                                   PROSPECTUS
                                AUGUST 31, 1996
                     TEMPLETON IMMEDIATE VARIABLE ANNUITIES
                 ISSUED BY TEMPLETON IMMEDIATE VARIABLE ANNUITY
                                SEPARATE ACCOUNT
                                       OF
                         TEMPLETON FUNDS ANNUITY COMPANY
                               700 Central Avenue
                       St. Petersburg, Florida 33701-3628
                            Telephone (800) 774-5001

A Templeton  Immediate  Variable Annuity  ('Contract') is an immediate  variable
annuity  issued by Templeton  Funds Annuity  Company.  The Contracts will not be
available  to any investor  who resides in a state where the  Contracts  may not
lawfully be sold. The minimum amount required to purchase a Contract is $10,000.
All  assets  under the  Contracts  are  invested,  through  Templeton  Immediate
Variable  Annuity  Separate  Account  (the  'Separate  Account'),  in  shares of
Templeton  Variable Annuity Fund (the 'Fund').  The value of the Contracts,  and
the amount of each Annuity Payment,  will vary with the performance of the Fund.
The Separate  Account has  registered  an  indefinite  number of its  individual
Contracts under the Securities Act of 1933.

The Fund has for its  investment  objective  long term capital  growth through a
flexible  policy of investing in stocks and debt  obligations  of companies  and
governments of any nation.

Shares of the Fund are not deposits or obligations of, or guaranteed or endorsed
by, any bank;  further,  such  shares 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
ANDEXCHANGE   COMMISSION  OR  ANY  STATE  SECURITIES   COMMISSION  NOR  HAS  THE
SECURITIESAND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON
THEACCURACY OR ADEQUACY OF THIS PROSPECTUS.  ANY  REPRESENTATION TO THE CONTRARY
IS ACRIMINAL OFFENSE.

This  Prospectus sets forth  concisely  information  about the Contracts and the
Separate Account that a prospective investor should know before investing.

   
A Statement of Additional Information (the 'SAI') dated August 31, 1996,  is  on
file with the  Securities  and  Exchange  Commission  and is,  in its  entirety,
incorporated by reference into and made a part of this Prospectus.  (See page __
for the  Statement of Additional  Information  Table of Contents.) A copy of the
SAI is made  available  upon  request and  without  charge by calling or writing
Templeton Funds Annuity Company at the address indicated above.
    

THIS PROSPECTUS SHOULD BE ACCOMPANIED BY A CURRENT  PROSPECTUS OF THE FUND. BOTH
PROSPECTUSES SHOULD BE READ CAREFULLY AND RETAINED FOR FUTURE REFERENCE.


                                      - 1 -
<PAGE>
                                TABLE OF CONTENTS


         PAGE
Glossary of Special Terms
Expense Table
Contractholder Transaction Expenses
Separate Account Annual Expenses.
Templeton Variable Annuity Fund Annual Expenses
Summary
Templeton Funds Annuity Company
The Separate Account.
Templeton Variable Annuity Fund
Purchase of Annuities
The Annuities
Payment Options
Death Benefit
Beneficiaries
Annuity Payments.
Annuity Units
Value of the Separate Account
Delays in Valuation and Payment
Deductions and Charges.
Tax Information
Internal Revenue Code Limitations on Qualified Contracts.
Federal Income Tax Status
(a) Federal Tax Status of the Company and the Separate Account.
(b) Federal Tax Status of Annuitants.
(c) Restrictions on Distributions Under 403(b) Plans.
(d) Rollovers and Direct Rollovers
(e) Withholding 
(f) Income Taxation of Death Benefits.
Sales of Variable Annuity Contracts
Voting Rights
Substitution of Securities and Other Changes.
Performance Information
Illustration of Values
Statement of Additional Information Table of Contents
Appendix A.


                                      - 2 -
<PAGE>
<TABLE>
<CAPTION>

                            GLOSSARY OF SPECIAL TERMS
<S>                      <C>    

ANNUITANT                A person on whose life the Annuity Payments are based.


ANNUITY                  A Templeton individual immediate variable annuity which
                         is purchased by the Contractholder.


ANNUITY BENEFITS         Those  benefit  payments,  including  Annuity
                         Payments, made to an Annuitant, a Joint Annuitant,  one
                         or more  Beneficiaries  and/or any of their  respective
                         estates under the terms of the Contracts.

ANNUITY OPTION           A form for payment of Annuity  Benefits which is
                         selected in the application for the Contract.

ANNUITY PAYMENTS         The monthly  payments made in accordance  with
                         the Annuity Option elected by the Contractholder.

ANNUITY STARTING DATE    The  date on which  the  first  Annuity
                         Payment is  calculated.  The Annuity  Starting Date may
                         not be more than 12 months from the Issue Date.

ANNUITY UNIT             An  accounting  unit of measure  used to calculate
                         the  dollar  amount of  Annuity  Payments  and  Annuity
                         Benefits  under  Annuity  Options 2, 3, 4, 5 and 6. The
                         value of an Annuity Unit fluctuates  generally with the
                         value of the Fund.

ASSUMED  ANNUAL          The  interest  rate upon which the annuity  payments in
INTEREST RATE            the Contract are based under Annuity Options 2, 3, 4,
                         5 and 6.

BENEFICIARY              The   person,   persons   or   entity   named   by  the
                         Contractholder  to receive any proceeds,  or to receive
                         Annuity  Benefits,  if any, after the last death of the
                         Annuitant and any Joint Annuitant.

BUSINESS DAY             Any day the New  York  Stock  Exchange  is open for
                         trading,  or  any  day  in  which  the  Securities  and
                         Exchange Commission requires that the Separate Account
                         be valued.

CHARGE TO THE SEPARATE   A daily charge  equivalent to a percentage of the 
ACCOUNT                  daily net asset value of the Separate Account.

CODE                     The Internal Revenue Code of 1986, as amended.

COMPANY                  Templeton Funds Annuity  Company,  a Florida  insurance
                         company which maintains the Separate Account and issues
                         the Contracts.

CONTRACT MAINTENANCE     An annual charge assessed at the end of each Contract
CHARGE                   year for administrative services performed by the
                         Company.

CONTRACT YEAR            Each 12-month period beginning with the Issue Date.

CONTRACTHOLDER           The person, persons or entity entitled to the ownership
                         rights  stated in the  Contract  and in whose  name the
                         Contract is issued.

FUND                     Templeton   Variable   Annuity  Fund,   the  registered
                         open-end  management  investment  company  in which the
                         Contract's assets are invested by the Separate Account.

GENERAL                  ACCOUNT All Company  assets other than those  allocated
                         to any Separate Accounts.

INITIAL                  PAYMENT  DATE The date of the  first  Annuity  Payment,
                         which  will be either the 1st or 15th day of a month as
                         elected in the  application,  depending  on the date of
                         receipt of the initial Purchase Payment.

ISSUE DATE               The date on which this Contract becomes effective.

JOINT                    ANNUITANT A person other than the Annuitant  designated
                         by the  Participant  as a person on whose life  Annuity
                         Payments may also be based.


                                      - 3 -
<PAGE>
NET                      ASSET VALUE The total assets of the  underlying  mutual
                         fund (or other investment vehicle) less the liabilities
                         of that fund (or  vehicle),  as of the close of trading
                         on a Valuation Date.

NET PURCHASE PAYMENT(S)  The Purchase Payments(s) less any Taxes levied.

NONQUALIFIED CONTRACT    A  contract  which is not used in  connection
                         with a retirement plan which meets the  requirements of
                         Sections 401(a), 403(b) or 408 of the Code.

PAYEE                    The  recipient  of Annuity  Payments or other  benefits
                         under the Contract.

PURCHASE PAYMENT(S)      Amount(s)  paid to the  Company  to provide
                         benefits under the Contract.

QUALIFIED CONTRACT       A  Contract   used  in   connection   with  a
                         retirement   plan  which  meets  the   requirements  of
                         Sections 401(a), 403(b) or 408 of the Code.

SEPARATE ACCOUNT         Templeton Immediate Variable Annuity Separate Account,
                         a separate account of the Company registered with the
                         Securities and Exchange Commission as a unit investmen
                         trust. The Separate Account invests all its assets in
                         the Fund. The assets of the Separate Account are not
                         commingled with the general assets of the Company, and
                         the investment performance of the Separate Account is
                         kept separate from that of the general assets of the
                         Company.

SEPARATE  ACCOUNT        The Contract's  proportionate  share of the Separate  
CONTRACT VALUE           Account as defined in the Contract.

TAXES                    The taxes  imposed on reserves in the Separate  Account
                         or on net income received by the Company. Also, premium
                         taxes  charged as a result of the  issue,  maintenance,
                         surrender or annuitization of the Contract.

TIVA UNIT                An  accounting  unit of measure  used to calculate
                         Annuity  Payments and Annuity  Benefits  under  Annuity
                         Option  1  and  for  measuring  amounts  credited  to a
                         Contract before the Annuity Starting Date.

VALUATION DATE           Any date on which the Separate  Account is valued.
                         The  Separate  Account will be valued on the Issue Date
                         and on each Business Day thereafter.

VARIABLE ANNUITY         An  annuity  with  payments  which  vary as to
                         dollar amount in relation to the investment performance
                         of the Separate Account.

WITHDRAWAL CHARGE        The charge assessed against certain  withdrawals
                         from  the  Contract   which  shall  be  the  contingent
                         deferred sales charge listed in the Expense Table.
</TABLE>

                                      - 4 -
<PAGE>

                                  EXPENSE TABLE

CONTRACTHOLDER TRANSACTION EXPENSES

Sales Charge Imposed on Purchases                                       NONE

Contingent Deferred Sales Charge
   (as a percentage of Purchase Payments)*

Less than 1 complete year since Purchase Payment.                        5%

1 complete year since Purchase Payment.                                  4%

2 complete years since Purchase Payment                                  3%

3 complete years since Purchase Payment                                  2%

4 complete years since Purchase Payment                                  1%

5 or more complete years since Purchase Payment                         NONE

Annual Contract Maintenance Charge.                                    $30.00

*The Applicable  Contingent  Deferred Sales Charge,  as a percentage of Purchase
Payments,  is applied  only  against  nonscheduled  withdrawals  from a Contract
making  Annuity  Payments under Annuity Option 1. The Company does not intend to
impose a sales charge which exceeds any  limitation on sales expenses set by any
regulatory or governing body having  jurisdiction  over the Separate  Account or
its sale.

SEPARATE ACCOUNT ANNUAL EXPENSES
(As a percentage of average account value)

Mortality and Expense Risk Fee                                          1.20%

TEMPLETON VARIABLE ANNUITY FUND ANNUAL EXPENSES
(As a percentage of Fund average net assets)**

Management Fees.                                                        0.50%


Other Expenses                                                          0.15%
Administrative Fees                                                     0.35%
Other (after fee reduction)                                             0.50%
Total Fund Annual Expenses                                              1.00%
- -------------------
     Templeton  Investment  Counsel,  Inc., the Fund's investment  manager,  has
voluntarily  agreed  to  reduce  its  investment  management  fee to the  extent
necessary  to  limit  total  expenses  (excluding  interest,   taxes,  brokerage
commissions,  and extraordinary  expenses) to 1% of the Fund's average daily net
assets until May 1, 1997. If such fee reduction is  insufficient to so limit the
Fund's total  expenses,  the Fund's  business  manager,  Templeton Funds Annuity
Company, has agreed to reduce its fee and, to the extent necessary, assume other
Fund  expenses,  so as to  limit  the  Fund's  expenses.  Expenses  borne by the
investment  manager  amounted  to $0.01  per  share for the  fiscal  year  ended
December 31, 1995. If these expenses had been incurred by the Fund, the ratio of
expenses to average net assets would have been 1.06%.

                                      - 5 -
<PAGE>
                                     SUMMARY

A Templeton  Immediate Variable Annuity is designed to be used to distribute the
benefits of Individual  Retirement Accounts  (including  rollovers of Individual
Retirement  Accounts),  qualified  plans  under  Section  401(a),  tax  deferred
annuities  under  Section  403(b) of the Code,  and to  provide  annuity  income
benefits from non-tax qualified  accumulations.  The minimum Purchase Payment is
$10,000. Purchase Payments can be made until the Annuity Starting Date.

The  Contractholder  may select an Annuity Option which provides for the payment
of distributions  that are based on the Internal Revenue Service Life Expectancy
Tables.  Also, the  Contractholder  may select from a variety of payment options
based on the Annuitant's  life (or the life of the Annuitant and that of a Joint
Annuitant)  or for a period  certain (see 'Payment  Options').  The value of the
first Annuity  Payment  depends on the amount  invested and the Annuity  Payment
option  selected  by the  Contractholder.  The  amount of each  Annuity  Payment
thereafter will fluctuate based on the performance of the underlying mutual fund
in which the  Annuity  assets are  invested  (see  'Templeton  Variable  Annuity
Fund'). The investment objective of the Fund is long term capital growth through
a flexible  policy of investing in stocks and debt  obligations of companies and
governments of any nation.

The  Contracts  are sold without a sales charge;  however,  a Withdrawal  Charge
(contingent  deferred  sales charge) may be imposed on  withdrawals in excess of
scheduled Annuity Payments under Annuity Option 1 (see 'Expense Table,' page 5).
An Annual  Contract  Maintenance  Charge is imposed at the end of each  Contract
year to  compensate  the  Company for  providing  administrative  services.  The
current Annual Contract Maintenance Charge is $30. The Company assesses a charge
on an annual basis of 1.2% of assets of the Separate Account as compensation for
assuming  mortality and expense risks. The Company guarantees that these charges
will not increase for Contracts  already issued (see  'Deductions and Charges').
Expenses of Templeton Variable Annuity Fund are described in its prospectus.

Withdrawals  in excess  of the  scheduled  Annuity  Payments  may be made  under
Annuity Option 1 under certain conditions.  A Withdrawal Charge will be deducted
from any  withdrawal in excess of the scheduled  Annuity  Payments.  The maximum
amount of the Withdrawal  Charge is 5% in the first Contract Year and reduces to
0% in  years 6 and  thereafter.  Withdrawals  in  excess  of  scheduled  Annuity
Payments are not permitted under Annuity Options 2, 3, 4, 5, and 6.


Any  applicable  state premium  taxes will be deducted  either from the Purchase
Payment at the time a Contract is purchased or from Annuity  Payments or Annuity
Benefits,  as required by the  applicable  taxing  authority  from time to time.
Where  applicable,  the  full  amount  of  premium  taxes  will be borne by this
Contract.  The Contract may also be charged with its proportionate  share of any
other taxes levied against the Separate  Account.  Under  qualified  plans,  the
Contracts may not be assigned or pledged by the  Annuitant,  Joint  Annuitant or
Beneficiary except in surrender of the Contract.

                         TEMPLETON FUNDS ANNUITY COMPANY

Templeton  Funds  Annuity  Company  (the  'Company'),  700 Central  Avenue,  St.
Petersburg,  Florida  33701-3628,  is the sponsor of the Separate  Account.  The
Company  was  organized  as a Florida  corporation  on January  25,  1984 and is
licensed to engage in the life  insurance  business in Florida and other states.
The Company is an indirect wholly-owned  subsidiary of Franklin Resources,  Inc.
(See 'Templeton Funds Annuity Company' in the SAI for additional information.)

                              THE SEPARATE ACCOUNT

The Separate  Account was  established on November 6, 1990, by resolution of the
Board of  Directors of the Company and is  registered  with the  Securities  and
Exchange  Commission  (the  'Commission')  as  a  unit  investment  trust.  This
registration  does  not  involve  any  supervision  by  the  Commission  of  the
administration or investment practices or policies of the Separate Account or of
the Fund. The Separate Account invests its assets,  net of certain expenses (see
'Deductions  and  Charges'),  exclusively  in the Fund.  Although  empowered  to
establish subaccounts which may make other investments, the Separate Account has
no present intention of so doing.

The Separate  Account is  administered  and accounted for as part of the general
business of the Company,  but the income and capital gains or losses from assets
allocated to the Separate Account,  whether or not realized,  are, in accordance
with the resolution  establishing the Separate  Account,  credited to or charged
against  those assets  without  regard to other  income,  gains or losses of the
Company.  The assets of the Separate Account are not chargeable with liabilities
arising out of any other business of the Company.  The obligations arising under
the Contracts are obligations of the Company.

                                      - 6 -
<PAGE>

                         TEMPLETON VARIABLE ANNUITY FUND

The Fund is registered  under the Investment  Company Act of 1940 as an open-end
diversified  management  investment  company and is currently  used as a funding
vehicle for the Contracts.  The Fund was organized as a  Massachusetts  business
trust on February 5, 1987. The Fund's investment  objective is long term capital
growth.  It  pursues  this  objective  through a  flexible  policy of  investing
primarily in stocks and debt  obligations  of companies and  governments  of any
nation,  including  issuers  inside as well as outside  the United  States.  The
Fund's Investment Manager is Templeton Investment Counsel, Inc., an affiliate of
the Company. A prospectus  containing more complete  information  concerning the
Fund accompanies this Prospectus and should be read carefully before  purchasing
an Annuity.


     The  following is a graph  showing how the Annuity  Payments can  fluctuate
based on past investment  performance through December 31, 1995. The graph shows
the effect that the Fund's  investment  performance would have had if a Contract
with an Assumed Annual Interest Rate of 5%, providing an initial monthly Annuity
payment  of $500,  was  purchased  on the date  the Fund  commenced  operations.
Annuity Payments increase for a given month if the annualized net rate of return
for that month is higher than the Assumed  Annual Rate of Return,  and  decrease
for a given month if the annualized net rate of return is lower than the Assumed
Annual Rate of Return.  The Purchase  Payment  necessary for an initial  monthly
Annuity  Payment of $500 will vary depending on the age and sex of the Annuitant
(and Joint  Annuitant,  if any), the Annuity  Option,  and the Annuity  Starting
Date.

The graph  takes into  account  all charges  under the  Contract  and the actual
expenses of the Fund except the Annual Contract Maintenance Charge of $30.  Past
performance is not indicative of future performance.  No representation can be
made that the performance shown in the graph can be acheived for any period of 
time in the future.

                                  MONTHLY INCOME

                     [The following table replaces a graph.]

        Date                                Plot Pts.

        Feb. 88                             500.00
        Mar. 88                             509.28
        Apr. 88                             490.67
        May 88                              486.57
        Jun. 88                             500.59
        Jul. 88                             493.85
        Aug. 88                             477.93
        Sep 88                              479.87
        Oct. 88                             497.78
        Nov. 88                             482.49
        Dec. 88                             486.58
        Jan. 89                             509.81
        Feb. 89                             534.90
        Mar. 89                             533.47
        Apr. 89                             543.25
        May 89                              555.77
        Jun. 89                             548.35
        Jul. 89                             567.57
        Aug. 89                             593.57
        Sep. 89                             604.64
        Oct. 89                             590.77
        Nov. 89                             596.85
        Dec. 89                             608.16
        Jan. 90                             596.55
        Feb. 90                             576.58
        Mar. 90                             573.16
        Apr. 90                             588.11
        May 90                              598.72
        Jun. 90                             611.16
        Jul. 90                             635.00
        Aug. 90                             566.38
        Sep. 90                             535.83
        Oct. 90                             503.57
        Nov. 90                             496.64
        Dec. 90                             513.38
        Jan. 91                             513.72
        Feb. 91                             573.89
        Mar. 91                             576.79
        Apr. 91                             591.19

                                      - 7 -
<PAGE>

        May 91                              571.76
        Jun. 91                             564.21
        Jul. 91                             575.53
        Aug. 91                             555.85
        Sep. 91                             592.49
        Oct. 91                             594.40
        Nov. 91                             599.43
        Dec. 91                             594.62
        Jan. 92                             642.61
        Feb. 92                             647.42
        Mar. 92                             648.01
        Apr. 92                             649.04
        May 92                              666.55
        Jun. 92                             645.27
        Jul. 92                             657.25
        Aug. 92                             644.76
        Sep. 92                             640.75
        Oct. 92                             627.71
        Nov. 92                             634.00
        Dec. 92                             651.44
        Jan. 93                             677.80
        Feb. 93                             672.81
        Mar. 93                             687.67
        Apr. 93                             712.93
        May 93                              701.04
        Jun. 93                             716.23
        Jul. 93                             712.44
        Aug. 93                             754.13
        Sep. 93                             766.79
        Oct. 93                             802.20
        Nov. 93                             802.51
        Dec. 93                             823.26
        Jan. 94                             858.48
        Feb. 94                             872.79
        Mar. 94                             841.25
        Apr. 94                             807.54
        May 94                              816.97
        Jun. 94                             815.42
        Jul. 94                             830.11
        Aug. 94                             847.24
        Sep. 94                             844.49
        0ct. 94                             829.20
        Nov. 94                             809.31
        Dec. 94                             771.07
        Jan. 95                             763.03
        Feb. 95                             773.60
        Mar. 95                             767.76
        Apr. 95                             802.70
        May 95                              830.19
        Jun. 95                             848.34
        Jul. 95                             892.13
        Aug. 95                             880.81
        Sep. 95                             903.56
        Oct. 95                             892.40
        Nov. 95                             867.32
        Dec. 95                             885.18


                              PURCHASE OF ANNUITIES

Persons desiring to purchase a Contract must send a completed application and an
initial Purchase  Payment to the Company.  If the application can be accepted in
the form received,  the Purchase Payment will be credited to the Contract within
two business  days after  receipt.  If the Purchase  Payment  cannot be credited
within five business days after receipt  because the  application is incomplete,
the Company will contact

                                      - 8 -
<PAGE>

the Applicant to explain the reason for the delay.  The Company will immediately
return the initial  Purchase Payment unless the Applicant  specifically  directs
the Company to retain the initial  Purchase  Payment  until the  application  is
complete to the  satisfaction of the Company.  The Company reserves the right to
accept or reject any  application  at its sole  discretion.  The  Contracts  are
non-participating  and,  therefore,  do not share in any profits of the Company.
The  Contracts  may be modified  by the Company in order to maintain  compliance
with applicable state and federal law. The Contracts are offered on a continuous
basis.

The minimum initial Purchase Payment is $10,000.  Additional  Purchase  Payments
may be made until the Annuity  Starting  Date.  Within 10 days of receipt of the
Contract by the  Contractholder,  the Contract may be returned by  delivering or
mailing it to the Company and a refund will be made.  Certain  states may permit
the Contractholder  more than 10 days to return the Contract.  Within seven days
of receipt  of the  Contract  and a written  notice by the  Contractholder,  the
Company will issue a refund.  Unless  applicable  law requires a refund equal to
the  Purchase  Payments,  the  Company  will  refund  the value of the  Contract
computed  at the end of the  Valuation  Period  during  which  the  Contract  is
received by the Company. No withdrawal charges will be assessed in this event.

The  amount  of the  initial  Annuity  Payment  will be  determined  on the 10th
Business Day prior to the Initial Payment Date specified in the application.  If
the completed  application and the Purchase  Payment are received by the Company
before the Business  Day on which the Company  determines  such Initial  Annuity
Payment,  the Purchase Payment will be allocated to the Separate Account for the
purchase of TIVA Units until the next following  Annuity  Starting Date prior to
the day of the month of the Initial  Payment Date specified in the  application.
At that time,  the Units will be applied  under the Annuity  Option  selected as
TIVA Units or converted to Annuity  Units.  The number of TIVA Units credited to
the Separate  Account as a result of a Net  Purchase  Payment is  determined  by
dividing the Net Purchase Payment  allocated to the Separate Account by the TIVA
Unit value next computed for the Separate  Account  following the  allocation of
the Net Purchase Payment to the Separate  Account.  A TIVA Unit is an accounting
measure  used to  determine a  contract's  proportionate  share of the  Separate
Account.  The  value of a TIVA  Unit was  established  at  $1.00  for the  first
Valuation  Date of the Separate  Account.  After that date,  the value of a TIVA
Unit  increases or decreases in proportion to the net  investment  return of the
Separate  Account.  An Annuity Unit is an  accounting  measure used to calculate
Annuity Payments and Annuity Benefits under one or more of Annuity Options 2, 3,
4, 5, and 6. When an Annuitant  selects one or more of Annuity  Options 2, 3, 4,
5, or 6, the  required  TIVA Units  credited to the  Contract  are  converted to
Annuity  Units.  Thus,  an increase or decrease in the value of a TIVA Unit will
have a positive or negative impact on the value of the Annuity Unit.

The Contracts are issued after the Company has accepted a completed  application
and the  initial  Purchase  Payment.  The  Contractholder  may select an Annuity
Starting  Date that is no later than 12 months  after the date the  Contract  is
issued by the Company.

                                      - 9 -
<PAGE>
                                  THE ANNUITIES

A Templeton  Immediate Variable Annuity is designed to be used to distribute the
benefits of Individual  Retirement Accounts  (including  rollovers of Individual
Retirement  Accounts),  qualified  plans under Section  401(a) of the Code,  tax
deferred  annuities under Section 403(b), and to provide annuity income benefits
from non-tax qualified  accumulations.  The minimum Purchase Payment is $10,000.
Purchase   Payments  can  be  made  until  the  Annuity   Starting   Date.   The
Contractholder  may select a  combination  of Annuity  Options  from those shown
below and allocate  parts of the Net Purchase  Payment to each option  selected.
The Contractholder  must select at least one Annuity Option. An application will
not be accepted if no Annuity Option is selected.

Benefits  payable  under  the  Annuities  will  vary  in  amount  based  on  the
performance of the Fund.  However,  because the Fund in which the assets used to
purchase the Annuity are  invested  fluctuates  in value daily,  there can be no
guarantee that the remaining value of an Annuity (net of deductions and charges)
together with any Annuity  Payments  already made, will at any given time exceed
or even equal the amount of assets  used to  purchase  the  Annuity.  Also,  the
Assumed Annual Interest Rate is a fulcrum rate and is used only to determine the
first Annuity Payment. The actual annual interest rate will fluctuate to reflect
whether the  investment  experience of the Fund is greater than or less than the
Assumed Annual Interest Rate.

PAYMENT OPTIONS

The Annuity Options available under the Contract are as follows:

Annuity Option 1--Life Expectancy Annuity--An Annuity payable monthly, quarterly
or annually which is calculated by dividing the Separate  Account Contract Value
by  the  recalculated  life  expectancy  of the  Annuitant  or  the  joint  life
expectancy of the Annuitant and a Joint Annuitant each year (see Annuity Tables,
Appendix A). Life expectancies are determined in accordance with Publication 575
of the Internal Revenue Service (the 'IRS').  Net Purchase Payments will be used
to acquire TIVA Units,  which will then be redeemed to pay the Annuity  Option 1
Annuity Payments.

Annuity Option 2--Life  Annuity--An  Annuity payable monthly during the lifetime
of the Annuitant.  The Annuity will stop with the last Annuity Payment due prior
to the death of the Annuitant. Only one Annuity Payment would be made under this
Annuity Option if the Annuitant  dies before the second Annuity  Payment is due;
only two Annuity  Payments  would be made if the Annuitant dies before the third
Annuity Payment is due, etc.

Annuity   Option  3--Life   Annuity  with  60,  120  or  180  Monthly   Payments
Guaranteed--An  Annuity payable monthly during the lifetime of an Annuitant with
a guarantee that if, at the death of the Annuitant,  Annuity  Payments have been
made for less than 60, 120 or 180 months, as elected, then Annuity Payments will
be continued  thereafter,  to a  Beneficiary  designated  by the  Contractholder
during the remainder of the period.

Annuity Option  4--Joint and Last Survivor  Annuity--An  Annuity payable monthly
during the joint  lifetime of the  Annuitant and a designated  Joint  Annuitant.
Upon the  death of the  Annuitant,  Annuity  Payments  will be made to the Joint
Annuitant during the Joint  Annuitant's  remaining  lifetime at a level of 100%,
75% or 50% of  the  original  level,  as  elected  by the  Contractholder.  This
percentage  is selected by the  Contractholder  in the  application.  Under this
Annuity Option, only one Annuity Payment would be made if both the Annuitant and
the Joint  Annuitant  die  before the second  Annuity  Payment is due;  only two
Annuity Payments would be made if they both die before the third Annuity Payment
is due, etc.

Annuity  Option  5--Joint and Last Survivor  Annuity with 60, 120 or 180 Monthly
Payments  Guaranteed--An Annuity payable monthly during the joint lifetime of an
Annuitant and a Joint  Annuitant  with no reduction in amount after the death of
the  Annuitant  and with a guarantee  that if, at the latter death of either the
Annuitant or the Joint Annuitant,  Annuity Payments have been made for less than
60,  120 or 180 months as  elected,  then  Annuity  Payments  will be  continued
thereafter  to  a  Beneficiary  designated  by  the  Contractholder  during  the
remainder of said period.

Annuity Option 6--Unit Refund Life  Annuity--An  Annuity  payable monthly during
the lifetime of an Annuitant, ceasing with the last Annuity Payment due prior to
the death of the Annuitant with a guarantee that, at the death of the Annuitant,
the  Beneficiary  will receive in one sum the then dollar value of the number of
Annuity Units equal to (1) the total net amount  applied to purchase the Annuity
divided by the Annuity Unit value used to determine the first  Annuity  Payment,
minus (2) the product of the number of the  Annuity  Units  represented  by each
payment  and  the  number  of  payments  made.  No  payment  will be made if the
difference of (1) minus (2) is negative.

Under Annuity  Options 2 through 6, the first Annuity  Payment for payments on a
monthly basis is  determined  on the basis of the  Mortality  Table and Interest
Rate  Assumed in the  Contract,  and on the Annuity  Option(s)  specified in the
application (see Annuity Tables, Appendix A).

Other payment options may be arranged  subject to prior approval by the Company.
All Annuity  Payments will be made monthly,  unless an  arrangement is made with
the Company for less frequent payments.

Converting from Annuity Option 1.
                                     - 10 -
<PAGE>

If Annuity  Payments are being made under Annuity  Option 1, the  Contractholder
may  elect  to  convert  all or a  portion  from  Annuity  Option 1 and have the
remaining  Annuity  Payments made under any of Annuity Options 2, 3, 4, 5 and 6.
In the case of the conversion of a Qualified  Contract to Annuity Options 3 or 5
with guaranteed  payments,  the period during which the guaranteed payments will
be paid under the option selected may not exceed the Annuitant's life expectancy
(or Annuitant's and Joint Annuitant's  joint life expectancy),  determined under
Publication  575, as of the date of the conversion.  This  restriction  does not
apply to nonqualified plans.

See 'Tax Information--Internal Revenue Code Limitations on Qualified Contracts,'
regarding  limitations  and other  requirements  which should be considered when
selecting a payment  option.  Availability  of certain options may be limited to
comply with provisions of the Internal  Revenue Code.  Nonscheduled  Withdrawals
Under Annuity Option 1.

At any time that  Annuity  Payments  under the  Contract  are being  made  under
Annuity  Option 1, the  Contractholder  may terminate the Contract or withdraw a
portion of the Separate Account Contract Value in addition to scheduled  Annuity
Payments.  Withdrawal charges may apply to these nonscheduled  withdrawals.  The
request for  termination or withdrawal must be sent to the Company's Home Office
in writing. Nonscheduled withdrawals will only be permitted in amounts of $1,000
or more.

The amount of the  Withdrawal  Charge will be the result of  multiplying  1 by 2
below:

1. The nonscheduled withdrawal amount.

2. The appropriate Withdrawal Charge factor from the following Schedule:

         Age of Purchase Payment in Complete Years

                     0     1      2      3      4     5 or more
Withdrawal Charge
to be Applied        5%    4%     3%    2%     1%        0%

The amount paid will be the nonscheduled  withdrawal  amount less the Withdrawal
Charge, calculated on a first-in, first-out basis.

The  Separate  Account  Contract  Value  will  be  reduced  by the  nonscheduled
withdrawal  amount  which will reduce the amount  available  to make  subsequent
Annuity  Payments.  Thus,  Annuity Payments in subsequent years will be lower in
amount.  Nonscheduled  withdrawals may also reduce the Separate Account Contract
Value to zero. In that event, no further Annuity  Payments would be made and the
Contract would terminate.

DEATH BENEFIT

In the event the  Annuitant  and any Joint  Annuitant  die  before  the  Annuity
Starting  Date under all  Annuity  Options,  or if the  Annuitant  and any Joint
Annuitant die at any time when Annuity  Option 1 is in effect,  the Company will
pay a death benefit to the Beneficiary  upon receipt of due proof of death.  The
death benefit will be the greater of 1 or 2 below if the age, last birthday,  of
the last to die of the Annuitant or any Joint Annuitant was 75 or younger at the
time of death:

1.   The Separate Account Contract Value.

2.   The amount of Net  Purchase  Payment(s)  received  by the  Company  for the
     Contract, minus the total of all benefits paid under the Contract.

If the age,  last  birthday,  of the last to die of the  Annuitant  or any Joint
Annuitant  was more than 75 as of the date of death,  the death  benefit will be
the Separate Account Contract Value reduced by the Withdrawal  Charge applicable
to a  nonscheduled  withdrawal  based  on the age of the  Purchase  Payments  in
complete years at such date.

The death  benefit  under  Annuity  Option 1 will be  payable in a lump sum cash
payment.   However,  the  Beneficiary  under  a  Nonqualified   Contract  (or  a
Beneficiary under a Qualified  Contract where the death of the Annuitant and the
death of Joint Annuitant occurs before the Annuity Starting Date) within 60 days
after the date that due proof of death is provided,  may elect,  in writing,  in
lieu of a cash  payment  to have  the  death  benefit  paid  under a  method  of
settlement  set out in  Annuity  Options 2, 3 or 6 for the  Beneficiary's  life.
Other methods of settlement  may also be made  available  upon prior approval by
the Company. Optional methods of settlement may be limited by applicable law.

Upon payment of the death benefit, the Contract will cease to be in force.

In the event of the death of the  Annuitant  and any Joint  Annuitant  after the
Annuity  Starting Date where Annuity Options 2, 3, 4, 5 or 6 are in effect,  the
death benefit, if any, will be payable under the particular option. For example,
if Annuity  Option 2 or 4 has been  selected,  there  will be no death  benefit.
Where Annuity Option 3 or 5 has been selected, the Annuity Payment will continue
to the Beneficiary for the remainder of the guaranteed period selected.

                                     - 11 -
<PAGE>

BENEFICIARIES

The  Contractholder  may designate a Beneficiary or Beneficiaries to receive any
remaining  payments or sums which may become  payable upon the last death of the
Annuitant and the Joint Annuitant.  A  Contractholder  may also designate one or
more  contingent  Beneficiaries  to receive  Annuity  Benefits  in the event all
Beneficiaries die before all Annuity Benefits payable to such Beneficiaries have
been paid. These designations may be changed by the Contractholder  from time to
time.

Unless otherwise provided in the application, any amount payable after the death
of the Annuitant and any Joint Annuitant will be payable in equal shares to such
Beneficiaries as are then living. If no Beneficiary is then living, payment will
be made in equal shares to such Contingent  Beneficiaries as are then living. If
no Beneficiary or Contingent Beneficiary is then living, payment will be made to
the estate of the  Annuitant.  Designation  of  Beneficiaries  under a Qualified
Contract purchased under a Section 401(a) or 403(b) plan may be limited.

ANNUITY PAYMENTS

In the case of a Qualified  Contract  where  Annuity  Option 1 is selected,  any
Annuitant  who is age 70 1/2 or older in the year of purchase  must withdraw the
minimum  distributions  required for such  year(s)  prior to the purchase of the
Contract.

Where  Annuity  Option 1 is selected and if the Annuity  Starting Date is before
the December 31st which follows  purchase of the Contract,  the Annuity Payments
for the balance of the Calendar year will be the result of dividing the Separate
Account  Contract Value on the Annuity  Starting Date by the life  expectancy of
the Annuitant and any Joint Annuitant. For example, if the Contract is purchased
on August 31,  1996 and the  Initial  Payment  Date is  October 1, 1996,  and if
monthly  payments are selected,  each monthly payment in 1996 will be the result
of the Separate Account Contract Value as of the Annuity Starting Date,  divided
by the applicable life expectancy,  divided by 12. At this time and each time an
Annuity Payment is paid  subsequently,  the Separate Account Contract Value will
be  decreased by the amount of TIVA Units  redeemed to pay the Annuity  Payment.
The  Separate  Account  Contract  Value may also be reduced by the amount of any
applicable  taxes for which no  previous  deduction  has been  made.  Subsequent
Annuity Payments will be paid on the same day of each succeeding Annuity Payment
Interval  throughout the  Annuitant's  lifetime or the lifetime of the Annuitant
and the Joint Annuitant until the total Separate Account Contract Value has been
paid.  The Annuity  Payments in subsequent  years under Annuity Option 1 will be
equal to the  remaining  Separate  Account  Contract  Value on the  December  31
preceding  each such year divided by the then  appropriate  life  expectancy  or
joint life expectancy.

The  first  payment  under  any of  Annuity  Options  2,  3,  4, 5 and 6 will be
determined  in  accordance  with the annuity  payment rate based on a 5% Assumed
Annual  Interest  Rate  (unless the Company also offers an  alternative  assumed
interest rate and the alternative  rate is selected).  No purchase of an Annuity
will be effected  until the Company has received  proof  acceptable to it of the
birthdate of the Annuitant and any Joint  Annuitant.  Once elected,  all options
except  Annuity  Option 1 are  irrevocable.  Any  Annuity  Option  elected  as a
conversion from Annuity Option 1, once elected,  is  irrevocable.  The amount of
each  payment  depends  upon the  Annuity  Option or  Option(s)  chosen  and the
Annuitant's and any Joint  Annuitant's  actual age at the time the first payment
is due.  'Actual age',  as used above,  means actual age to the nearest month on
the Annuity Starting Date.

Under  Annuity  Options 2 through 6 the first  Annuity  Payment is calculated as
provided in the  Contract  and shown on Contract  Schedule 1. The first  Annuity
Payment is then divided by the then current value of an Annuity Unit (see below)
to determine the fixed number of Annuity Units used to calculate each subsequent
Annuity Payment.  Thereafter,  each Annuity Payment is calculated by multiplying
the fixed number of Annuity Units,  as determined  above, by the current Annuity
Unit Value, less any applicable  taxes.  Since the value of an Annuity Unit will
fluctuate  from month to month,  the amount of each Annuity  Payment may also be
expected to fluctuate.  However, the Company guarantees that the Periodic Charge
will not be changed for any Annuity once issued. (See 'Deductions and Charges.')

ANNUITY UNITS

The value of an Annuity Unit was initially set at $1.00 upon commencement of the
Separate  Account's  operations.  The  value of an  Annuity  Unit is  thereafter
determined as follows on each Payment Date:

First: The Net Investment Factor is determined by dividing (a) by (b) and adding
(c) to the result, where:

(a)  is the net  increase  or  decrease  in the net asset value per share of the
     Fund,   plus  the  per  share  amount  of  any  dividend  or  capital  gain
     distribution  paid or deemed paid by the Fund since the  preceding  Payment
     Date,  plus or minus a per share charge or credit for any taxes incurred by
     or  reserved  for in the  Separate  Account  as of the  end of the  current
     Payment Date which the Company determines to have resulted from maintenance
     of the Separate Account;

(b)  is the net asset value per share of the Fund on the preceding Payment Date,
     plus or minus a per share  charge or credit  for any taxes  incurred  by or
     reserved  for in the  Separate  Account  as of the  end of the  immediately
     preceding  Payment Date which the Company  determines to have resulted from
     maintenance of the Separate Account;

(c)  is the net result of 1.000,  less the Valuation Period Deduction Charge for
     the charge to the Separate Account (see 'Deductions and Charges').

                                     - 12 -
<PAGE>

     The Net Investment Factor may be more or less than one.

Second: An Annuity Unit value for a Payment Date is equal to:

(a)  the value of the Annuity Unit on the immediately preceding Payment Date;

(b)  multiplied by the Net  Investment  Factor for the period from the preceding
     Payment Date ending on the current Payment Date; and

(c)  divided by the Assumed Net Investment Factor for that period.

The  Assumed  Net  Investment  Factor  is equal to one plus the  Assumed  Annual
Interest Rate used in determining the basis for purchase of Annuities,  adjusted
to reflect  the  performance  of the  Separate  Account  during  the  particular
valuationperiod.  For example,  using the 5% Assumed  Annual  Interest Rate, the
Assumed Net Investment Factor for a one-year valuation period would be 1.05. For
a one-day valuation period, the Assumed Net Investment Factor would be 1.000133.
The value of an  Annuity  Unit will  increase  only when the  actual  investment
results of the Separate  Account  exceeds the Assumed  Annual  Interest Rate. If
actual results are less than the Assumed  Annual  Interest Rate, the value of an
Annuity Unit will decrease.

The value of an Annuity  Unit as of any date other than a given  Payment Date is
equal to its value on the next succeeding Payment Date.

VALUE OF THE SEPARATE ACCOUNT

The value of the Separate Account on a Payment Date is equal to (a) its value on
the previous Payment Date, less (b) the Periodic Charge,  the Administration Fee
and Taxes for the period since the preceding  Payment Date (see  'Deductions and
Charges'), less (c) Annuity Benefits and nonscheduled withdrawals paid since the
previous Payment Date, plus (d) net new contributions,  plus (e) any dividend or
capital gains  distributions paid and reinvested for the Separate Account by the
Fund,  and plus or minus (f) the  increase or decrease in the net asset value of
the Fund since the preceding Payment Date.

DELAYS IN VALUATION AND PAYMENT

The determination of Net Asset Value, Annuity Unit value or Life Expectancy Unit
value and making of payments under the Annuities may be suspended or delayed:

(a)  for any period (i) during which the New York Stock Exchange is closed other
     than customary weekend and holiday closings or (ii) during which trading on
     the New York Stock Exchange is restricted;

(b)  for  any  period  during  which  an  emergency  exists  (as  determined  in
     accordance  with any  applicable  regulatory  requirements)  as a result of
     which (i) disposal by the Separate  Account or the Fund of securities owned
     by  it  is  not  reasonably  practicable  or  (ii)  it  is  not  reasonably
     practicable  for the Separate  Account or the Fund fairly to determine  the
     value of its net assets; or

(c)  for such  other  periods  as the  Commission  may by order  permit  for the
     protection   of   Participants,   Annuitants,   Joint   Annuitants   and/or
     Beneficiaries.

                             DEDUCTIONS AND CHARGES

Any applicable  state premium taxes and other taxes will be deducted either from
the initial Purchase Payment at the time an Annuity is purchased or from Annuity
Payments or Annuity  Benefits,  as required by applicable law from time to time.
Premium  taxes on  Contracts,  where  imposed,  range from a minimum of .5% to a
maximum of 3.5%.

The Company assesses a Periodic Charge against the Separate Account, equal on an
annual basis to 1.2% of Separate  Account assets.  The Periodic  Charge,  in the
following amounts, compensates the Company for assuming the risks that mortality
experience will be lower than the rate assumed and that expenses will be greater
than what is assumed:  0.6% of average annual net assets to cover mortality risk
and 0.6% to cover the expense  risk.  The Periodic  Charge is  guaranteed  as to
Annuities  issued  prior to the  effective  date of any  change in the  Periodic
Charge.

If the charges for  mortality and expense  risks are  insufficient  to cover the
actual costs of these items, the Company will bear the loss. Conversely, if such
charges prove to be more than sufficient, the Company will profit. To the extent
this charge  results in a profit to the  Company,  such profit will be available
for use by the Company for,  among other  things,  the payment of  distribution,
sales, and other expenses.

The Company may also levy a charge against the Separate Account to reimburse the
Company for the amount of any tax liability paid or reserved by the Company that
results from the maintenance of the Separate Account.

An  Annual  Contract  Maintenance  Charge  of $30 will be  deducted  immediately
following  the end of each  Contract  Year.  This  charge is for  administrative
services  which do not include  expenses of  distributing  the  Contracts.  This
deduction is intended to reimburse the Company for

                                     - 13 -
<PAGE>

a portion of actual expenses incurred by it in administering the Contracts.  The
Company does not expect to recover from the Annual Contract  Maintenance  Charge
an amount in excess in its accumulated  administrative expenses. Even though the
administrative  expenses  may  increase,  the  Company  guarantees  it will  not
increase the amount of the Annual Contract  Maintenance Charge. In the case of a
total  withdrawal  occurring  31 or more days after the  beginning of a Contract
Year, the full annual Contract Maintenance Charge will be deducted.

The  Contracts  are sold without a sales charge.  However,  a Withdrawal  Charge
(contingent  deferred  sales charge) may be imposed on  withdrawals in excess of
the scheduled Annuity Payments under Annuity Option 1 (see 'Expense Table,' page
5).

For expenses borne by the Fund, see the current prospectus of the Fund.

TAX INFORMATION
INTERNAL REVENUE CODE LIMITATIONS ON QUALIFIED CONTRACTS

The availability or terms of any payment option may be modified or restricted to
the  extent  necessary  to  comply  with  U.S.  Treasury   Regulations  covering
permissible distributions from qualified retirement plans. In addition,  persons
contemplating the purchase of an Annuity should refer to the terms of their plan
for any limitation or restrictions  regarding the form or  commencement  date of
benefits.  In general,  federal tax law requires  that (1)  distribution  of the
entire Individual  Retirement  Account must be made by April 1 of the year after
the year in which the  Annuitant  attains  age 70 1/2 or (2)  distribution  must
commence by such date. If distributions are commenced by such date, they must be
(a) over the life of the  Annuitant or the lives of the  Annuitant and any Joint
Annuitant or (b) over a period that does not exceed the life  expectancy  of the
Annuitant or the joint life expectancy of the Annuitant and any Joint Annuitant.
If the  minimum  distribution  is not made,  a 50%  nondeductible  excise tax is
imposed on the amount not  distributed.  The Annuity  Options under the Contract
are  designed  to allow the Annuity  Payments to comply with these  distribution
rules. However,  certain Annuity Options may not be available,  depending on the
Annuity  Option  selected  and  the  age  of  a  non-spouse   Joint   Annuitant.
Restrictions on these Annuity Options include the following:

Annuity Option 1. If the Joint Annuitant is not the Annuitant's spouse,  special
rules apply in calculating the joint life expectancy.

Annuity  Options 3 or 5. The  guaranteed  payment period may not exceed the life
expectancy of the Annuitant (or joint life expectancy of the Annuitant and Joint
Annuitant) at the time of selection of such Annuity Option  (whether on original
application or conversion from Annuity Option 1).

Annuity Option 4. If the Joint Annuitant is not the Annuitant's spouse, the 100%
Annuity Option is available only if the Annuitant is no more than 10 years older
than the  Joint  Annuitant.  If the  Annuitant  is 10-19  years  older  than the
non-spouse  Joint  Annuitant only the 75% and 50% Annuity Options are available.
Only the 50% Annuity  Option is available if the Annuitant is more than 19 years
older than the non-spouse Joint Annuitant.

Annuity  Option 5. Annuity  Option 5 is not available if the Joint  Annuitant is
not the  Annuitant's  spouse and the  Annuitant is more than 10 years older than
the Joint Annuitant.

FEDERAL INCOME TAX STATUS

The following discussion is general in nature and is not intended as tax advice.
Each person concerned should consult a competent tax adviser.  The discussion is
based on the  Company's  understanding  of  current  federal  income tax laws as
theyare  currently  interpreted by the IRS. No  representation is made regarding
the likelihood  that either the  particular  laws or their  interpretation  will
continue.  No attempt is made to consider  any state or other tax laws which may
be applicable.

(A) FEDERAL TAX STATUS OF THE COMPANY AND THE SEPARATE ACCOUNT

General:  The  Company  is  taxed  as a life  insurance  company  under  Part I,
Subchapter L of the Code.  Because the Separate Account is not a separate entity
from the Company for  purposes of the Code,  the Company  will be liable for any
federal  income  taxes which  become  payable  with respect to the income of the
Separate Account. Under current law, no item of dividend income, interest income
or realized  capital gain  attributable,  at a minimum,  to  appreciation  after
January 1, 1985,  of the  Separate  Account  will be taxed to the Company to the
extent it is applied to increase reserves under the Contracts.

Under the  principles  set forth in IRS Revenue Ruling 81-225 and Section 817(h)
of the Code and regulations  thereunder,  the Company  believes that the Company
will be treated as owner of the assets  invested  in the  Separate  Account  for
federal  income tax purposes,  with the result that earnings and gains,  if any,
derived  from those assets will not be included in an  Annuitant's  gross income
until amounts are received pursuant to an Annuity.

The Fund will be required to adhere to regulations  adopted  pursuant to Section
817(h) of the Code prescribing asset diversification requirements for investment
companies whose shares are sold to insurance  company separate  accounts funding
variable annuity contracts.  Pursuant to these  regulations,  on the last day of
each  calendar  quarter no more than 55% of the total  assets of the Fund may be
represented by securities of any one issuer, no more than 70% may be represented
by  securities  of any two  issuers,  nor more  than 80% may be  represented  by
securities  of any three  issuers,  and no more than 90% may be  represented  by
securities of any four issuers. For this purpose, in the case of U.S. government

                                     - 14 -
<PAGE>

securities,  each U.S.  government  agency or  instrumentality  is  treated as a
separate issuer. Any security issued,  guaranteed,  or insured (to the extent so
guaranteed or insured) by the United States or an  instrumentality of the United
States is treated as a U.S. government security.

(B) FEDERAL TAX STATUS OF ANNUITANTS

The Annuities are designed to distribute  the benefits of Individual  Retirement
Accounts or Annuities  under Section 408,  qualified plans under Section 401(a),
tax deferred annuities under Section 403(b), and for Nonqualified Contracts. The
tax rules  applicable to  participants  in such qualified plans who purchase the
contract vary  according to the type of plan and the terms and conditions of the
plan  itself.  Therefore,  this  discussion  is designed to provide only general
information about the use of the Annuity in connection with the various types of
plans.  Participants in plans are cautioned that the rights of any person to any
benefits under the plans may be subject to the terms and conditions of such plan
regardless of the terms and conditions of the Contract.

The Company  believes that the Annuitant is not subject to federal income tax on
increases in Annuity value until payments are received  under the Annuity.  This
rule would not apply to certain  Nonqualified  Contracts  where the Annuitant is
not the Contractholder.  Federal income taxation of Annuity Payments and Annuity
Benefits is  determined  under Section 72 of the Code.  Section 72 provides,  in
general,  that portion of each Annuity Payment which  represents the Annuitant's
'investment'  in the  Annuity  is  excluded  from  gross  income  for income tax
purposes.   ('Investment'  refers  generally  to  contributions  that  were  not
deductible  or  excludable  from income when made.) If the Annuity is  purchased
entirely with assets which were  excludable  from the  Annuitant's  income,  the
'investment' by the Annuitant will be deemed to be zero and  distributions  will
be fully taxable as payments are received. To the extent an Annuity is purchased
with  contributions  that were  subject  to income  tax when made to such a plan
(such as an Individual Retirement Account where nondeductible contributions were
made),  proportional  amounts of each Annuity Payment may be excluded from gross
income for income tax purposes up to the aggregate amount of such contributions.

Once the  excludable  portion of Annuity  Payments  equals the investment in the
Contract,  the balance of the Annuity Payments will be fully taxable. If Annuity
Option 1 is selected and  nonscheduled  withdrawals are made, such payments,  if
from a  Nonqualified  Contract,  are taxable to the extent that the value of the
Contract exceeds the investment in the Contract.

To the  extent  that  nondeductible  contributions  were  made to an  individual
retirement  account  or  annuity,  a  portion  of  any  nonscheduled  withdrawal
(determined in accordance  with Form 8606,  filed with the  Annuitant's  Federal
income tax return) from such Qualified Contract will be excluded from income.

The  taxable  portion  of  distributions  to an  Annuitant  from a  Nonqualified
Contract prior to age 59 1/2 are generally  subject to a 10% early  distribution
tax. Exceptions are available for substantially equal periodic payments made for
the  life of the  Annuitant  or the  joint  lives  of the  Annuitant  and  Joint
Annuitant.  Some of the  Annuity  Options  available  under the  Contract  would
satisfy this exception.  Also,  distributions from a Qualified Contract prior to
age 59 1/2 are generally subject to a 10% early  distribution tax in addition to
regular income tax. An exception exists for distributions  which are a part of a
series of payments over the life (or life expectancy) of the Annuitant and Joint
Annuitant.  Under current law,  distributions  under Annuity Options 1 through 6
should  qualify  for  the  exception.  However,  the  Annuitant  should  consult
qualified tax counsel concerning the availability of the exception. If the early
distribution  tax  does  not  apply as a  result  of the  periodic  distribution
exception for  distributions  prior to age 59 1/2, and if the series of payments
is subsequently modified, the tax for the year when the modification occurs will
be  increased by an amount equal to the tax that would have been imposed but for
the exception,  plus interest,  if the modification takes place before the later
of (a) the date the  taxpayer  attains  age 59 1/2 or (b) the date which is five
years  from the date of the first  payment.  A  modification  would  occur,  for
instance, in the event of a nonscheduled withdrawal or a conversion from Annuity
Option 1 to another Annuity Option.  This recapture provision does not apply for
distributions upon death or disability.

For  Qualified  Contracts,  distributions  in excess of $155,000 per year in the
case of periodic distributions and in excess of $775,000 in the case of lump sum
distributions may be subject to an additional 15% excise tax.

(C) RESTRICTIONS ON DISTRIBUTIONS UNDER 403(B) PLANS

Distributions  attributable to contributions made pursuant to a salary reduction
agreement  under a 403(b) plan may be paid only (a) after the Annuitant  attains
age 59 1/2, separates from service,  dies or becomes disabled, or (b) in case of
hardship.  Therefore,  one of these  exceptions  must exist  before the  Annuity
Starting Date.

(D) ROLLOVERS AND DIRECT ROLLOVERS

An individual receiving an eligible rollover  distribution from a qualified plan
under Section  401(a) or  tax-deferred  annuity under Section 403(b) may elect a
direct  rollover  into an  Individual  Retirement  Account or  Annuity  (or into
another 401(a) plan or 403(b) annuity,  respectively) and avoid current taxation
on the  amount  of the  direct  rollover.  In a direct  rollover,  the  eligible
rollover  distribution  is  paid  directly  from  the  plan  or  annuity  to the
Individual  Retirement Account, plan or Annuity (or 403(b) annuity). If a direct
rollover is not selected,  an eligible rollover distribution is subject to a 20%
mandatory  income tax  withholding  (see (e)  below).  However,  if an  eligible
rollover distribution is made to an individual instead of a direct rollover, the
individual may also avoid current  taxation by rolling over the taxable  portion
(including  any tax withheld) into an Individual  Retirement  Account or Annuity
within 60 days of receipt.

                                     - 15 -
<PAGE>
Rollovers may also be made of distributions from Individual  Retirement Accounts
or  Annuities.  Such  rollovers  must be made  within 60 days of receipt and are
limited to one per year. A rollover  may not be made of the amount  necessary to
meet the minimum distribution requirement for a particular year.

Transfers  may  also  be  made  directly   from  other   individual   retirement
arrangements under Section 408 of the Code.

(E) WITHHOLDING
MANDATORY WITHHOLDING.

Nonscheduled  payments  under Option 1 from a Section  401(a) or Section  403(b)
plan will generally be treated as eligible rollover distributions, and therefore
will be  subject  to a 20%  mandatory  income  tax  withholding  unless a direct
rollover to another plan or individual retirement arrangement is selected.

The 20% mandatory income tax withholding does not apply to individual retirement
arrangements.

ELECTIVE WITHHOLDING.

With  respect to  payments  from a contract  purchased  under a 401(a) plan or a
403(b)  annuity  other than  nonscheduled  withdrawals  under Option 1, and with
respect  to all  payments  from an  Individual  Retirement  Account,  income tax
withholding  is required  unless the  recipient  makes an  election  not to have
federal  income tax withheld from such  payments.  This election is revocable by
the recipient at any time.

The  withholding   rate,  as  determined   from  the   recipient's   withholding
certificate,  will be  applied  against  the  taxable  portion  of each  Annuity
Payment.  If no withholding  certificate is filed with the Company,  tax will be
withheld from Annuity  Payments and Annuity Benefits on the basis that the payee
is married with three withholding exemptions.

Persons  who elect  not to have  withholding  made are  nonetheless  liable  for
federal income tax on the Annuity Payments and Annuity Benefits received by them
and may become  subject to penalties  under the  estimated  tax payment rules if
withholding and estimated tax payments are not sufficient.

(F) INCOME TAXATION OF DEATH BENEFITS.

Upon the death of the  Annuitant  and any  Joint  Annuitant,  remaining  Annuity
Payments,  if any,  under the  Annuity  Option  selected,  or the death  benefit
payable under Annuity Option 1, will be taxable to the Beneficiary,  except that
any remaining investment in the Contract of the Annuitant will be assumed by the
Beneficiary.  A lump sum  distribution of the balance under Annuity Option 1 may
not be rolled into the Beneficiary's Individual Retirement Account.

                       SALES OF VARIABLE ANNUITY CONTRACTS

The  distributor  of the  Contracts  is Franklin  Templeton  Distributors,  Inc.
('FTD'). FTD is an indirect wholly-owned subsidiary of Franklin Resources,  Inc.
Contracts will be sold through  broker-dealers  registered  under the Securities
Exchange Act of 1934, whose  representatives are authorized by applicable law to
sell Contracts  under terms of agreement  provided by FTD and terms of agreement
provided by the  Company.  For  services it renders the Company pays FTD or such
other  person  if  required  under  applicable  law,  an  amount up to 5% of the
Purchase Payments under the Contracts.  In addition,  the Company will reimburse
FTD for sales related  expenses.  The Company  through FTD or such other person,
pays  dealers who sell  Contracts  an amount up to 5% of the  Purchase  Payments
under the  Contracts.  The amounts paid by the Company are not deducted from the
Purchase  Payments.  Deductions  for  Withdrawal  Charges (as  described  in the
'Expense Table') may be used to reimburse the Company for commission payments to
broker-dealers.
                                  VOTING RIGHTS

In accordance with its view of present applicable law, the Company will vote the
shares of the Fund held in the  Separate  Account  at  special  meetings  of the
shareholders of the Fund in accordance with  instructions  received from persons
having a voting interest in the Separate Account.  The Company  understands that
under present  applicable law,  persons  currently  receiving  payments under an
Annuity have such voting interest. The Company will vote shares for which it has
not received instructions in the same proportion as it votes shares for which it
has received instructions.

The number of votes which a person has a right to instruct will be determined by
dividing the reserve for the applicable  Annuity in the Separate  Account by the
net asset value per share of the Fund.  Such number of shares will be determined
as of a date  coincident  with the date  established by the Fund for determining
shareholders  eligible  to vote at the  meeting of the Fund,  which shall not be
more than 90 days prior to any meeting of the Fund. Voting  instructions will be
solicited by written  communication at least 14 days prior to such meeting.  The
votes  attributable  to each  Annuity  decrease  as reserves  allocated  to that
Annuity decrease.
                                     - 16 -
<PAGE>
                  SUBSTITUTION OF SECURITIES AND OTHER CHANGES

If the shares of the Fund should no longer be available  for  investment  by the
Separate  Account or if, in the judgment of the Company,  further  investment in
such shares should be inappropriate in view of the purpose of the Annuities, the
Company may substitute shares of another mutual fund or other investment vehicle
for shares of the Fund already  purchased or to be purchased in the future under
the  Annuities.  No  substitution  of  securities  may take place  without prior
approval of the  Securities  and Exchange  Commission  in  accordance  with such
requirements  as it may impose,  without notice to or approval by persons having
voting  interest,   or  without   complying  with  filing  or  other  procedures
established by applicable state insurance regulators.

At the Company's  election and subject to any necessary  vote by persons  having
the right to give  instructions  with respect to the voting of Fund shares,  the
Separate  Account may be operated as a management  company under the  Investment
Company Act of 1940 or in any other  permitted  form, or it may be  deregistered
under the Act in the event registration is no longer required.  The Company also
reserves the right to add or delete other  separate  accounts or  subaccounts of
the  Separate  Account;  to combine the  Separate  Account  with other  separate
accounts and to combine one or more subaccounts; or their successors or assigns;
to add or delete mutual funds, other investment vehicles, or series of either as
investments  for a  separate  account  or  subaccounts;  to add a fixed  account
providing  for the provision of Annuity  Benefits out of the  Company's  general
account;  and to split or combine the value of the Annuity  Units  provided such
action has no  material  effect on  benefits or other  provisions  of  Annuities
previously issued under the Contracts.

Upon notice to the person(s) currently receiving payments under an Annuity,  the
Contracts  or an  Annuity  may be  modified  by the  Company,  but  only if such
modification: (1) is necessary to make the Contracts and/or the Annuities comply
with any law or regulation issued by a governmental agency to which the Company,
the Separate  Account,  the Contracts  and/or an Annuity are subject;  or (2) is
necessary to assure  continued  qualification  of the Contracts or the Annuities
under the  Internal  Revenue  Code or other  applicable  federal  or state  laws
relating to annuity contracts,  deferred  compensation plans,  pension or profit
sharing plans, individual retirement accounts or other retirement plans, as such
laws may be amended  from time to time;  or (3) is necessary to reflect a change
in  the  operation  of the  Separate  Account  as  described  in  the  preceding
paragraph.  In the  event of any  such  modifications,  the  Company  will  make
appropriate  endorsement to the Contracts and comply with the  requirements  and
procedures  which the  Securities and Exchange  Commission and applicable  state
insurance regulatory authorities may impose.

                             PERFORMANCE INFORMATION

Performance information for the Separate Account,  including the yield and total
return,  may appear in  advertisements,  report,  and promotional  literature to
current or prospective Contractowners.

                             ILLUSTRATION OF VALUES

The  following  tables  have been  prepared to show how  investment  performance
affects  variable  Annuity  Payments  over time.  The variable  Annuity  Payment
amounts reflect three different  assumptions  for a constant  investment  return
before all expenses:  0%, 6%, and 12%.  There are  hypothetical  rates of return
and, of course, the Company does not guarantee that the Contract will earn these
returns  for any one year or any  sustained  period of time.  The tables are for
illustrative  purposes  only  and do not  represent  past or  future  investment
returns.

The variable Annuity Payments may be more or less than the payments shown if the
actual  returns of the Fund are different  than those  illustrated.  Since it is
very likely that  investment  returns will  fluctuate  over time,  the amount of
variable  Annuity  Payments  will also  fluctuate.  The total  amount of Annuity
Payments  ultimately  received will depend on cumulative  investment returns and
how long the Annuitant lives and the option chosen.

Another factor which  determines the amount of variable  Annuity Payments is the
5% Assumed Annual  Interest Rate.  Income will increase from one Payment Date to
the next if the  annualized  net rate of return during that time is greater than
the 5% Assumed  Annual  Interest  Rate,  and will decrease if the annualized net
rate of return is greater than the 5% Assumed Annual Interest Rate.

     The payment  amounts  shown reflect the deduction of all fees and expenses.
Actual Fund fees and  expenses may vary from year to year and thus may be higher
or lower than the  assumed  rate.  The  illustrations  assume that the Fund will
incur expenses at the annual rate of 1.0% of the average daily net assets of the
Fund.  (This is the amount of the Fund's total  operating  expenses,  net of fee
reduction,  as of December  31,  1995.) The  Mortality  and Expense  Risk Fee is
calculated  at an annual  rate of 1.20% of the  average  daily net assets of the
Separate  Account.  After taking these expenses and charges in to consideration,
the illustrated gross investment returns 0%, 6%, and 12% are approximately equal
to net rates of -2.18%, 3.69%, and 9.56%, respectively.

                                     - 17 -
<PAGE>

                      TEMPLETON IMMEDIATE VARIABLE ANNUITY

<TABLE>
<S>               <C>                                 <C>                             <C>
Annuitant:        John Doe                            Annuity Purchase Amount:        $100,000

Date of Birth:    1/1/26                              Issue Date:                     1/1/96

Annuity Option:   Single Life Annuity Option 2        Initial Payment Date:           1/1/96

Premium Tax:      0%                                  Frequency of Annuity Payment:   Monthly

Annuity Factor:   7.39                                Assumed Annual Interest Rate:   5%
</TABLE>

The amount of monthly variable Annuity Payments shown in the table below and the
graph that follows assumes a constant annual  investment  return.  The amount of
the  variable  Annuity  Payment  that is  actually  received  will depend on the
investment  performance of the Fund. The variable  annuity can go up or down and
no minimum dollar amount of variable Annuity Payment is guaranteed.  Calculation
of the amounts  shown takes into account a 5% Assumed  Annual  Interest Rate and
the expenses for the Fund as reflected in the Expense Table.  Income will remain
constant at $739 per month when the annualized rate of return after expenses is
5% (or 7.34% before expenses).


                            MONTHLY ANNUITY PAYMENTS

                    Annual rate of
                    return before
                    expenses:         0%        6.00%    12.00%




Annuity                            Annual rate of
Payment                             return after
Date                     Age          expenses:     -2.18%    3.69%    9.56%

January 1, 1996          70                           739       739      739

January 1, 1997          71                           688       730      771

January 1, 1998          72                           641       721      805

January 1, 1999          73                           598       712      840

January 1, 2000          74                           557       703      876  

January 1, 2001          75                           519       694      914

January 1, 2006          80                           364       652     1,131

January 1, 2011          85                           256       612     1,399

January 1, 2016          90                           179       575     1,731

January 1, 2021          95                           126       540     2,141

January 1, 2026         100                            88       508     2,648

THE  HYPOTHETICAL  INVESTMENT  RATES OF RETURN SHOWN ARE  ILLUSTRATIVE  ONLY AND
SHOULD NOT BE DEEMED TO REPRESENT PAST OR FUTURE INVESTMENT PERFORMANCE.  ACTUAL
RATES OF RETURN MAY BE MORE OR LESS THAN THOSE SHOWN AND WILL DEPEND ON A NUMBER
OF FACTORS.

                     ANNUITY INCOME 
               5% ASSUMED INTEREST RATE

                     [The following table replaces a graph]

 Net rates of return                 -2.18%            3.69%            9.56%
          Year     1                    739              739              739
                   2                    688              730              771
                   3                    641              721              805
                   4                    598              712              840
                   5                    557              703              876
                   6                    519              694              914
                   7                    483              686              954
                   8                    450              677              995
                   9                    419              669            1,039
                  10                    391              660            1,084
                  11                    364              652            1,131
                  12                    339              644            1,180
                  13                    316              636            1,231
                  14                    294              628            1,285
                  15                    274              620            1,341
                  16                    256              612            1,399

                                     - 18 -
<PAGE>

                   17                    238              605            1,460
                   18                    222              597            1,523
                   19                    207              590            1,589
                   20                    193              583            1,658
                   21                    179              575            1,731
                   22                    167              568            1,806
                   23                    156              561            1,884
                   24                    145              554            1,966
                   25                    135              547            2,052
                   26                    126              540            2,141
                   27                    117              534            2,234
                   28                    109              527            2,331
                   29                    102              520            2,432
                   30                     95              514            2,538
                   31                     88              508            2,648



                                     - 19 -
<PAGE>

              STATEMENT OF ADDITIONAL INFORMATION TABLE OF CONTENTS

                         Templeton Funds Annuity Company

                             Independent Accountants

                             Performance Information

                              Financial Information

   Financial Statements--Templeton Immediate Variable Annuity Separate Account

              Financial Statements--Templeton Funds Annuity Company





                                     - 20 -
<PAGE>

                                   APPENDIX A

                      Dollar Value of FIRST Monthly Payment
                               for Each $1,000 of
                         Separate Account Contract Value

                                ANNUITY OPTION 1

The  Contract  provides  that  monthly  payments  under  Annuity  Option  1  are
calculated  by  dividing  the  Separate  Account  Contract  Value  by  the  life
expectancy and further dividing by 12. To assist in determining monthly payments
under Annuity  Option 1, the following  indicates the monthly  payments for each
$1,000 of Separate  Account  Contract  Value for both single life and joint life
expectancies based on the current IRS life expectancy tables, at the given ages.

               ANNUITY OPTION 1(A)--SINGLE LIFE EXPECTANCY ANNUITY

                           FIRST MONTHLY PAYMENT USING
                           IRS LIFE EXPECTANCY TABLES

                              Actual First Monthly
                                   Age Payment
                                    50 $2.52
                                    51  2.59
                                    52  2.66
                                    53  2.74
                                    54  2.82
                                    55  2.91
                                    56  3.01
                                    57  3.11
                                    58  3.22
                                    59  3.33
                                    60  3.44
                                    61  3.58
                                    62  3.70
                                    63  3.86
                                    64  4.01
                                    65  4.17
                                    66  4.34
                                    67  4.53
                                    68  4.73
                                    69  4.96
                                    70  5.21
                                    71  5.45
                                    72  5.71
                                    73  6.00
                                    74  6.31
                                    75  6.67





                                     - 21 -
<PAGE>

               ANNUITY OPTION 1(b)--JOINT LIFE EXPECTANCY ANNUITY

             FIRST MONTHLY PAYMENT USING IRS LIFE EXPECTANCY TABLES

Actual Age                     Your Actual Age
of Joint
Annuitant     50      55       60       65       70         75
50           $2.13   $2.25    $2.34    $2.41     $2.45     $2.48
55            2.25    2.42     2.58     2.70      2.79      2.84
60            2.34    2.58     2.81     3.02      3.18      3.29
65            2.41    2.70     3.02     3.33      3.61      3.82
70            2.45    2.79     3.18     3.61      4.05      4.43
75            2.48    2.84     3.29     3.82      4.43      5.05





                                     - 22 -
<PAGE>

                         ANNUITY OPTION 2--LIFE ANNUITY

                           FIRST MONTHLY PAYMENT USING
                            5% ASSUMED INTEREST RATE

                              Actual First Monthly
                                   Age Payment
                                    50 $5.14
                                    51  5.20
                                    52  5.26
                                    53  5.32
                                    54  5.39
                                    55  5.46
                                    56  5.54
                                    57  5.62
                                    58  5.71
                                    59  5.80
                                    60  5.90
                                    61  6.01
                                    62  6.13
                                    63  6.25
                                    64  6.38
                                    65  6.52
                                    66  6.67
                                    67  6.83
                                    68  7.01
                                    69  7.19
                                    70  7.39
                                    71  7.61
                                    72  7.84
                                    73  8.08
                                    74  8.35
                                    75  8.63





                                     - 23 -
<PAGE>


                                ANNUITY OPTION 3
              LIFE ANNUITY WITH 60, 120 OR 180 PAYMENTS GUARANTEED

                              FIRST MONTHLY PAYMENT
                            USING 5% ASSUMED INTEREST
                              Number of Guaranteed
                                Monthly Payments

                                Actual
                                 Age    60   120     180
                                  50  $5.13  $5.11  $5.07
                                  51   5.19   5.16   5.12
                                  52   5.25   5.22   5.17
                                  53   5.31   5.28   5.23
                                  54   5.38   5.34   5.29
                                  55   5.45   5.41   5.35
                                  56   5.53   5.48   5.41
                                  57   5.61   5.56   5.48
                                  58   5.69   5.64   5.55
                                  59   5.78   5.72   5.62
                                  60   5.88   5.81   5.70
                                  61   5.99   5.91   5.78
                                  62   6.10   6.01   5.86
                                  63   6.22   6.11   5.95
                                  64   6.34   6.22   6.03
                                  65   6.48   6.34   6.13
                                  66   6.62   6.46   6.22
                                  67   6.77   6.59   6.31
                                  68   6.94   6.73   6.41
                                  69   7.11   6.87   6.51
                                  70   7.30   7.02   6.61
                                  71   7.49   7.17   6.70
                                  72   7.70   7.33   6.80
                                  73   7.93   7.49   6.89
                                  74   8.16   7.66   6.99
                                  75   8.41   7.83   7.08





                                     - 24 -
<PAGE>

            ANNUITY OPTION 4(a)--JOINT AND 100% SURVIVOR LIFE ANNUITY

              FIRST MONTHLY PAYMENT USING 5% ASSUMED INTEREST RATE

Actual Age                      Your Actual Age
of Joint
Annuitant      50       55       60       65     70       75
50            $4.72    $4.81    $4.89    $4.96   $5.02   $5.06
55             4.81     4.94     5.06     5.16    5.25    5.33
60             4.89     5.06     5.23     5.39    5.54    5.66
65             4.96     5.16     5.39     5.63    5.86    6.06
70             5.02     5.25     5.54     5.86    6.20    6.52
75             5.06     5.33     5.66     6.06    6.52    7.01

            ANNUITY OPTION 4(b)--JOINT AND 75% SURVIVOR LIFE ANNUITY

              FIRST MONTHLY PAYMENT USING 5% ASSUMED INTEREST RATE

Actual Age                      Your Actual Age
of Joint
Annuitant      50       55       60        65       70      75
50            $4.82    $4.96    $5.11    $5.28    $5.45    $5.64
55             4.89     5.06     5.24     5.45     5.66     5.89
60             4.95     5.15     5.38     5.63     5.91     6.19
65             5.00     5.24     5.51     5.83     6.18     6.55
70             5.05     5.31     5.62     6.01     6.46     6.95
75             5.08     5.36     5.72     6.17     6.72     7.36

            ANNUITY OPTION 4(c)--JOINT AND 50% SURVIVOR LIFE ANNUITY

              FIRST MONTHLY PAYMENT USING 5% ASSUMED INTEREST RATE

Actual Age                      Your Actual Age
of Joint
Annuitant      50       55        60      65       70        75
50            $4.92    $5.12     $5.35   $5.63    $5.98    $6.38
55             4.97     5.19      5.45    5.76     6.14     6.59
60             5.01     5.25      5.54    5.90     6.33     6.84
65             5.05     5.31      5.64    6.04     6.54     7.12
70             5.08     5.36      5.71    6.17     6.74     7.43
75             5.10     5.39      5.78    6.28     6.93     7.74





                                     - 25 -
<PAGE>

            ANNUITY OPTION 5(a)--JOINT AND 100% SURVIVOR LIFE ANNUITY
                           WITH 60 PAYMENTS GUARANTEED
              FIRST MONTHLY PAYMENT USING 5% ASSUMED INTEREST RATE

Actual Age                       Your Actual Age
of Joint
Annuitant      50      55       60        65       70        75
50            $4.72   $4.81    $4.89     $4.96    $5.02    $5.06
55             4.81    4.94     5.06      5.16     5.25     5.32
60             4.89    5.06     5.23      5.39     5.54     5.66
65             4.96    5.16     5.39      5.63     5.86     6.06
70             5.02    5.25     5.54      5.86     6.19     6.52
75             5.06    5.32     5.66      6.06     6.52     7.00

            ANNUITY OPTION 5(b)--JOINT AND 100% SURVIVOR LIFE ANNUITY
                          WITH 120 PAYMENTS GUARANTEED
              FIRST MONTHLY PAYMENT USING 5% ASSUMED INTEREST RATE

Actual Age                                        Your Actual Age
of Joint
Annuitant      50       55       60       65       70       75
50            $4.72    $4.81    $4.89    $4.96    $5.01   $5.05
55             4.81     4.94     5.05     5.16     5.25    5.32
60             4.89     5.05     5.22     5.39     5.53    5.64
65             4.96     5.16     5.39     5.62     5.84    6.03
70             5.01     5.25     5.53     5.84     6.17    6.47
75             5.05     5.32     5.64     6.03     6.47    6.90

            ANNUITY OPTION 5(c)--JOINT AND 100% SURVIVOR LIFE ANNUITY
                          WITH 180 PAYMENTS GUARANTEED
              FIRST MONTHLY PAYMENT USING 5% ASSUMED INTEREST RATE

Actual Age                                        Your Actual Age
of Joint
Annuitant      50        55      60       65      70       75
50            $4.72     $4.81   $4.89    $4.95    $5.00   $5.04
55             4.81      4.93    5.05     5.15     5.23    5.29
60             4.89      5.05    5.21     5.37     5.50    5.60
65             4.95      5.15    5.37     5.59     5.79    5.95
70             5.00      5.23    5.50     5.79     6.07    6.31
75             5.04      5.29    5.60     5.95     6.31    6.64





                                     - 26 -

<PAGE>

                   ANNUITY OPTION 6--UNIT REFUND LIFE ANNUITY

                           FIRST MONTHLY PAYMENT USING
                            5% ASSUMED INTEREST RATE

                               Actual  First Monthly
                                  Age  Payment
                                   50 $5.03
                                   51  5.07
                                   52  5.12
                                   53  5.17
                                   54  5.23
                                   55  5.29
                                   56  5.35
                                   57  5.42
                                   58  5.49
                                   59  5.56
                                   60  5.64
                                   61  5.72
                                   62  5.80
                                   63  5.89
                                   64  5.99
                                   65  6.09
                                   66  6.19
                                   67  6.30
                                   68  6.42
                                   69  6.54
                                   70  6.67
                                   71  6.80
                                   72  6.94
                                   73  7.09
                                   74  7.25
                                   75  7.41

                                     - 27 -


<PAGE>



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission