<PAGE>
As of the date of this Prospectus, the Company has determined to pay interest
for each of the three Certificate years prior to the initial maturity date at
the following combined rates, instead of the lesser rate provided in the
Certificate:
<TABLE>
<CAPTION>
If Interest is If Interest is If Interest is
Paid Quarterly Paid Annually Compounded Annually
<S> <C> <C> <C>
Year 1 5.45% 5.50% 5.60%
Year 2 5.70% 5.75% 5.85$
Year 3 5.95% 6.00% 6.10%
</TABLE>
The declared rate for redemptions (i.e. surrenders) during the initial
three-year period is 3.50% (as further discussed below), subject to reduction
under certain circumstances set forth herein. Redemption rates for subsequent
periods may vary.
(Prospectus supplement dated 7/1/96)
