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EquiBuilder II Flexible Premium Variable
Life Insurance Policy
Supplement dated October 8, 1997
to Prospectus dated April 30, 1997
PLEASE RETAIN THIS SUPPLEMENT FOR REFERENCE.
The following information replaces the first sentence of the fifth paragraph
under the section "Distribution of the Policies" in the Prospectus:
Commissions earned by registered representatives of Franklin Financial on the
sale of the policies range up to 90% of premiums paid during the first policy
year. For policies issued on or after October 8, 1997, annual trail commissions
are earned at an annual rate of 0.25% on the amount in the Policy Account that
is in the Separate Account.