AMERICAN SKANDIA LIFE ASSURANCE CORP/CT
424B3, 1999-05-04
INSURANCE CARRIERS, NEC
Previous: HILLIARD LYONS GROWTH FUND INC, 485BPOS, 1999-05-04
Next: AMERICAN SKANDIA LIFE ASSURANCE CORP/CT, 424B3, 1999-05-04




   
                                     AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                                 One Corporate Drive, Shelton, Connecticut 06484

This Prospectus  describes a flexible  premium  deferred annuity (the "Annuity")
offered by American Skandia Life Assurance  Corporation  ("we",  "our" or "us").
The Annuity may be offered as an individual  annuity  contract or as an interest
in a group  annuity.  This  Prospectus  describes the important  features of the
Annuity and what you should consider before purchasing the Annuity. We have also
filed a Statement of Additional  Information  that is available from us, without
charge,  upon  your  request.  The  contents  of  the  Statement  of  Additional
Information  are described on page 50. The Annuity or certain of its  investment
options may not be  available  in all states.  Various  rights and  benefits may
differ between states to meet applicable laws and/or regulations.  Certain terms
are  capitalized  in this  prospectus.  Those  terms are  either  defined in the
Glossary of Terms or in the context of the particular section.

WHY WOULD I CHOOSE TO PURCHASE THIS ANNUITY?
This Annuity is frequently  used for retirement  planning.  It may be used as an
investment  vehicle for an IRA,  SEP-IRA,  Roth IRA or Tax Sheltered Annuity (or
403(b)).  It may  also be used  for  other  purposes  that  are not  "qualified"
investments. The Annuity allows you to invest your money in a number of variable
investment options as well as in one or more fixed investment  options.  You are
not taxed on any investment  gains the Annuity earns until you make a withdrawal
from the Annuity or begin to receive annuity payments. This feature, referred to
as "tax-deferral", can be beneficial to the growth of your Account Value because
money that would otherwise be needed to pay taxes on investment  gains each year
remains invested and can earn additional money. However,  because the Annuity is
designed for long-term  retirement  savings, a 10% penalty tax may be applied on
withdrawals you make before you reach age 59 1/2.

WHAT ARE SOME OF THE KEY FEATURES OF THE ANNUITY?
|X|    The  Annuity  is a  "flexible  premium  deferred  annuity."  It is called
       "flexible  premium"  because  you have  considerable  flexibility  in the
       timing and  amount of  premium  payments.  Generally,  investors  "defer"
       receiving annuity payments until after an accumulation period.
|X|    This Annuity offers both variable and fixed  investment  options.  If you
       allocate your Account Value to variable investment options,  the value of
       your Annuity will vary daily to reflect the investment performance of the
       underlying  investment  options.  Fixed  investment  options of different
       durations  are offered that are  guaranteed  by us, but may have a Market
       Value Adjustment.
|X|    The Annuity  features two distinct phases - the  accumulation  period and
       the payout period.  During the accumulation  period your Account Value is
       allocated  to one or more  underlying  investment  options.  The variable
       investment  options,  each a Class 1 Sub-account of American Skandia Life
       Assurance  Corporation Variable Account B, invest in an underlying mutual
       fund portfolio.  Currently, portfolios of the following underlying mutual
       funds are being offered: American Skandia Trust, The Alger American Fund,
       Montgomery  Variable  Series,  Wells  Fargo LAT Trust and Rydex  Variable
       Trust.
|X|    During the payout period,  commonly called "annuitization," you can elect
       to  receive  fixed  annuity  payments  (1) for life;  (2) for life with a
       guaranteed  minimum number of payments;  (3) based on joint lives; or (4)
       for a guaranteed number of payments.
|X|    This Annuity  offers two different  types of Credits.  We add a Credit to
       your Annuity with each  purchase  payment we receive.  We also provide an
       additional 1% credit on Purchase  Payments made within the first year and
       may provide  certain  additional  benefits if your Account  Value has not
       reached a Target Value on its 10th anniversary.
|X|    This Annuity  offers a basic Death  Benefit.  It also offers two Optional
       Death  Benefits  that provide an enhanced  level of  protection  for your
       beneficiary(ies) for an additional charge.
|X|    You are allowed to withdraw a certain  amount of money from your  Annuity
       on an annual basis free of any charges.  Other product features allow you
       to access your Account Value as necessary, although a charge may apply.
|X|    Transfers between  investment  options are tax-free.  You may make twelve
       transfers each year free of charge.  We also offer several  programs that
       enable  you to manage  your  Account  Value as your  financial  needs and
       investment performance change.

- --------------------------------------------------------------------------------
These  annuities are NOT deposits or  obligations  of, or issued,  guaranteed or
endorsed by, any bank are NOT insured or guaranteed by the U.S. government,  the
Federal Deposit Insurance  Corporation  (FDIC), the Federal Reserve Board or any
other agency.  An investment in this annuity involves certain  investment risks,
including possible loss of principal.
- --------------------------------------------------------------------------------
THESE  SECURITIES  HAVE NOT BEEN APPROVED OR  DISAPPROVED  BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE COMMISSION OR
ANY STATE  SECURITIES  COMMISSION  PASSED UPON THE  ACCURACY OR ADEQUACY OF THIS
PROSPECTUS.  ANY  REPRESENTATION TO THE CONTRARY IS A CRIMINAL  OFFENSE.  PLEASE
READ THIS PROSPECTUS AND THE CURRENT PROSPECTUS FOR THE UNDERLYING MUTUAL FUNDS.
KEEP THEM FOR FUTURE REFERENCE.
<TABLE>
<CAPTION>
                                            FOR FURTHER INFORMATION CALL 1-800-752-6342.
<S>                                                                           <C>    
Prospectus Dated: May 3, 1999                                                 Statement of Additional Information Dated: May 3, 1999
ASXT-PROS- (05/99)                                                                                                          ASXTPROS
</TABLE>


<PAGE>



HOW DO I PURCHASE THIS ANNUITY?
We sell the Annuity through licensed,  registered financial  professionals.  You
must complete an application  and submit a minimum initial  purchase  payment of
$1,000.  We may allow you to make a lower initial purchase payment provided that
the purchase  payments received in the first Annuity Year total at least $1,000.
If the Annuity is owned by an  individual  or  individuals,  the oldest of those
persons  must be age 80 or under.  If the  Annuity  is owned by an  entity,  the
annuitant must be age 80 or under.


<PAGE>


<TABLE>
<CAPTION>
TABLE OF CONTENTS


<S>                                                                                                                              <C>
GLOSSARY OF TERMS..................................................................................................................5


SUMMARY OF CONTRACT FEES AND CHARGES...............................................................................................6


EXPENSE EXAMPLES...................................................................................................................8


INVESTMENT OPTIONS................................................................................................................10

   WHAT ARE THE INVESTMENT OBJECTIVES AND POLICIES OF THE PORTFOLIOS?.............................................................10
   WHAT ARE THE FIXED INVESTMENT OPTIONS?.........................................................................................15

FEES AND CHARGES..................................................................................................................15

   WHAT ARE THE CONTRACT FEES AND CHARGES?........................................................................................15
   WHAT CHARGES APPLY SOLELY TO THE VARIABLE INVESTMENT OPTIONS?..................................................................16
   WHAT CHARGES APPLY TO THE FIXED ALLOCATIONS?...................................................................................17
   WHAT CHARGES APPLY IF I CHOOSE AN ANNUITY PAYOUT?..............................................................................17

PURCHASING YOUR ANNUITY...........................................................................................................17

   WHAT ARE OUR REQUIREMENTS FOR PURCHASING THE ANNUITY?..........................................................................17

MANAGING YOUR ANNUITY.............................................................................................................17

   MAY I CHANGE THE OWNER, ANNUITANT AND BENEFICIARY DESIGNATIONS?................................................................17
   MAY I RETURN THE ANNUITY IF I CHANGE MY MIND?..................................................................................18
   MAY I MAKE ADDITIONAL PURCHASE PAYMENTS?.......................................................................................18
   MAY I MAKE SCHEDULED PAYMENTS DIRECTLY FROM MY BANK ACCOUNT?...................................................................18
   MAY I MAKE PURCHASE PAYMENTS THROUGH A SALARY REDUCTION PROGRAM?...............................................................18

MANAGING YOUR ACCOUNT VALUE.......................................................................................................18

   HOW AND WHEN ARE PURCHASE PAYMENTS INVESTED?...................................................................................18
   HOW DO I RECEIVE CREDITS?......................................................................................................19
   HOW ARE CREDITS APPLIED TO MY ACCOUNT VALUE?...................................................................................19
   ARE THERE RESTRICTIONS OR CHARGES ON TRANSFERS BETWEEN INVESTMENT OPTIONS?.....................................................20
   DO YOU OFFER DOLLAR COST AVERAGING?............................................................................................21
   DO YOU OFFER ANY AUTOMATIC REBALANCING PROGRAMS?...............................................................................21
   DO YOU OFFER A PROGRAM TO BALANCE FIXED AND VARIABLE INVESTMENTS?..............................................................21
   MAY I AUTHORIZE MY FINANCIAL REPRESENTATIVE TO MANAGE MY ACCOUNT?..............................................................22
   HOW DO THE FIXED INVESTMENT OPTIONS WORK?......................................................................................22
   HOW DO YOU DETERMINE RATES FOR FIXED ALLOCATIONS?..............................................................................22
   HOW DOES THE MARKET VALUE ADJUSTMENT WORK?.....................................................................................23
   WHAT HAPPENS WHEN MY GUARANTEE PERIOD MATURES?.................................................................................23
   ADDITIONAL AMOUNTS IN THE FIXED ALLOCATIONS....................................................................................24

AMERICAN SKANDIA'S PERFORMANCE ADVANTAGE..........................................................................................24


ACCESS TO ACCOUNT VALUE...........................................................................................................26

   WHAT TYPES OF DISTRIBUTIONS ARE AVAILABLE TO ME?...............................................................................26
   ARE THERE TAX IMPLICATIONS FOR DISTRIBUTIONS?..................................................................................26
   CAN I WITHDRAW A PORTION OF MY ANNUITY?........................................................................................26
   IS THERE A CHARGE FOR A PARTIAL WITHDRAWAL?....................................................................................26
   CAN I MAKE WITHDRAWALS FROM MY ANNUITY WITHOUT A CDSC?.........................................................................26
   HOW MUCH CAN I WITHDRAW AS A FREE WITHDRAWAL?..................................................................................27
   CAN I MAKE PERIODIC WITHDRAWALS FROM THE ANNUITY DURING THE ACCUMULATION PERIOD?...............................................27
   DO YOU OFFER A PROGRAM FOR WITHDRAWALS UNDER SECTION 72(T) OF THE INTERNAL REVENUE CODE?.......................................27
   WHAT ARE MINIMUM DISTRIBUTIONS AND WHEN WOULD I NEED TO MAKE THEM?.............................................................28
   CAN I SURRENDER MY ANNUITY FOR ITS VALUE?......................................................................................28
   WHAT IS A MEDICALLY-RELATED SURRENDER AND HOW DO I QUALIFY?....................................................................28
   WHAT TYPES OF ANNUITY PAYMENT OPTIONS ARE AVAILABLE UPON ANNUITIZATION?........................................................28
   HOW AND WHEN DO I CHOOSE THE ANNUITY PAYMENT OPTION?...........................................................................29
   HOW ARE ANNUITY PAYMENTS CALCULATED?...........................................................................................29

DEATH BENEFIT.....................................................................................................................30

   WHAT TRIGGERS THE PAYMENT OF A DEATH BENEFIT?..................................................................................30
   DEATH BENEFIT OPTIONS..........................................................................................................30

VALUING YOUR INVESTMENT...........................................................................................................33

   HOW IS MY ACCOUNT VALUE DETERMINED?............................................................................................33
   WHAT IS THE SURRENDER VALUE OF MY ANNUITY?.....................................................................................33
   HOW AND WHEN DO YOU VALUE THE SUB-ACCOUNTS?....................................................................................33
   HOW DO YOU VALUE FIXED ALLOCATIONS?............................................................................................33
   WHEN DO YOU PROCESS AND VALUE TRANSACTIONS?....................................................................................33

TAX CONSIDERATIONS................................................................................................................34

   WHAT ARE SOME OF THE FEDERAL TAX CONSIDERATIONS OF THIS ANNUITY?...............................................................34
   HOW ARE AMERICAN SKANDIA AND THE SEPARATE ACCOUNTS TAXED?......................................................................34
   IN GENERAL, HOW ARE ANNUITIES TAXED?...........................................................................................34
   HOW ARE DISTRIBUTIONS TAXED?...................................................................................................34
   WHAT TAX CONSIDERATIONS ARE THERE FOR TAX-QUALIFIED RETIREMENT PLANS OR QUALIFIED CONTRACTS?...................................36
   HOW ARE DISTRIBUTIONS FROM QUALIFIED CONTRACTS TAXED?..........................................................................37
   GENERAL TAX CONSIDERATIONS.....................................................................................................37

GENERAL INFORMATION...............................................................................................................38

   HOW WILL I RECEIVE STATEMENTS AND REPORTS?.....................................................................................38
   WHO IS AMERICAN SKANDIA?.......................................................................................................39
   WHAT ARE SEPARATE ACCOUNTS?....................................................................................................39
   WHAT IS THE LEGAL STRUCTURE OF THE UNDERLYING FUNDS?...........................................................................40
   WHO DISTRIBUTES ANNUITIES OFFERED BY AMERICAN SKANDIA?.........................................................................40
   AVAILABLE INFORMATION..........................................................................................................42
   INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE................................................................................42
   HOW TO CONTACT US..............................................................................................................42
   INDEMNIFICATION................................................................................................................42
   LEGAL PROCEEDINGS..............................................................................................................42
   EXECUTIVE OFFICERS AND DIRECTORS...............................................................................................43
   CONTENTS OF THE STATEMENT OF ADDITIONAL INFORMATION............................................................................45

APPENDIX A -FINANCIAL INFORMATION ABOUT AMERICAN SKANDIA...........................................................................1

SELECTED FINANCIAL DATA ...........................................................................................................2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS..............................................3
AUDITED CONSOLIDATED FINANCIAL STATEMENTS OFAMERICAN SKANDIA LIFE ASSURANCE
CORPORATION........................................................................................................................1

APPENDIX B -CONDENSED FINANCIAL INFORMATION ABOUT SEPARATE ACCOUNT B...............................................................1
</TABLE>



<PAGE>


                                GLOSSARY OF TERMS

Many terms used within this Prospectus are described  within the text where they
appear.  The  description  of those terms are not  repeated in this  Glossary of
Terms.

Account  Value:  The  value  of  each  allocation  to a  Sub-account  or a Fixed
Allocation prior to the Annuity Date, plus any earnings, and/or less any losses,
distributions and charges.  The Account Value is calculated before we assess any
applicable  Contingent  Deferred Sales Charge and/or any Annual Maintenance Fee.
The Account Value  includes any  additional  amounts we applied to your Purchase
Payments  that we are entitled to recover upon  surrender of your  Annuity.  The
Account Value is determined  separately for each  Sub-account and for each Fixed
Allocation, and then totaled to determine Account Value for your entire Annuity.
The Account  Value of each Fixed  Allocation on other than its Maturity Date may
be calculated using a market value adjustment.

Annuity Date: The date you choose for annuity payments to commence. There may be
a maximum Annuity Date in certain states.

Annuity Year: A 12-month period  commencing on the Issue Date of the Annuity and
each successive 12-month period thereafter.

Code: The Internal Revenue Code of 1986, as amended from time to time.

Fixed Allocation:  An allocation of Account Value that is to be credited a fixed
rate of  interest  for a  specified  Guarantee  Period  during the  accumulation
period.

Guarantee  Period:  A period of time  during the  accumulation  period  where we
credit a fixed rate of interest on a Fixed Allocation.

Interim  Value:  As of any particular  date, the initial value  allocated to the
Fixed  Allocation plus all interest  credited to the Fixed  Allocation as of the
date calculated, less any transfers or withdrawals from the Fixed Allocation.

Issue Date: The effective date of your Annuity.

MVA: A market value  adjustment  used in the  determination  of Account Value of
each Fixed Allocation on a day other than such Fixed Allocation's Maturity Date.

Owner: With an Annuity issued as an individual  annuity  contract,  the Owner is
either an eligible entity or person named as having ownership rights in relation
to the Annuity.  With an Annuity  issued as a certificate  under a group annuity
contract,  the  "Owner"  refers to the  person or entity  who has the rights and
benefits designated as to the "Participant" in the certificate.

Surrender Value: The value of your Annuity available upon surrender prior to the
Annuity  Date. It equals the Account Value as of the date we price the surrender
minus any applicable CDSC and Annual  Maintenance Fee and any additional amounts
we  applied to your  Purchase  Payments  that we are  entitled  to recover  upon
surrender of your Annuity.

Unit: A measure used to calculate your Account Value in a Sub-account during the
accumulation period.

Valuation  Day: Every day the New York Stock Exchange is open for trading or any
other day the Securities and Exchange  Commission  requires mutual funds or unit
investment trusts to be valued.


<PAGE>


SUMMARY OF CONTRACT FEES AND CHARGES

Below is a summary  of the fees and  expenses  we charge for the  Annuity.  Some
charges are  assessed  against your  Annuity  while others are assessed  against
assets  allocated  to the  variable  investment  options.  The charges  that are
assessed  against the Annuity  include the  Contingent  Deferred  Sales  Charge,
Annual  Maintenance  Fee,  Transfer  Fee and the Tax Charge.  The charge that is
assessed against the variable investment options is the Insurance Charge,  which
is the  combination  of a  mortality  and  expense  risk charge and a charge for
administration of the Annuity.  Each underlying mutual fund portfolio assesses a
charge for investment management and for other expenses. The prospectus for each
underlying mutual fund provides more detailed information about the expenses for
the underlying funds. In certain states, a premium tax charge may be applicable.
All of these  fees  and  expenses  are  described  in more  detail  within  this
Prospectus.


<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
                                                 Your Transaction Expenses
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------- ----------------------------------------------------------------- ---------------------------------
                                                        Amount Deducted/
         Fee/Expense                                 Description Of Charge                                    When Deducted
- ------------------------------- ----------------------------------------------------------------- ---------------------------------
- ------------------------------- ------- ------ ------ ------- ------ ------ ------- ------ ------ ----------------------------------
<S>                             <C>     <C>    <C>    <C>     <C>    <C>    <C>     <C>    <C>   <C>                           
Contingent Deferred Sales       Yr. 1   Yr. 2  Yr. 3  Yr. 4   Yr. 5  Yr. 6  Yr. 7   Yr. 8  Yr.              Upon Surrender or
Charge                                                                                      9+             Partial Withdrawal
The charge is a percentage of                                                                    Applicable period measured from the
each applicable purchase                                                                          date  each purchase payment is
payment                                                                                           allocated
- ------------------------------- ------- ------ ------ ------- ------ ------ ------- ------ ------ ----------------------------------
- ------------------------------- ------- ------ ------ ------- ------ ------ ------- ------ ------ ----------------------------------
                                 8.5%   8.5%   8.5%    8.5%   7.5%   5.5%    3.5%   1.5%   0.0%
- ------------------------------- ------- ------ ------ ------- ------ ------ ------- ------ ------ ----------------------------------
- ------------------------------- ----------------------------------------------------------------- ----------------------------------
Annual Maintenance Fee                       Smaller of $30 or 2% of Account Value                     Annually on the contract's
                                                                                                  anniversary date or upon surrender
- ------------------------------- ----------------------------------------------------------------- ----------------------------------
- -------------------------------
Transfer Fee                                                 $10.00                             After the 12th transfer each annuity
                                                                                                                  year
- ------------------------------- ----------------------------------------------------------------- ----------------------------------
- ------------------------------- ----------------------------------------------------------------- ----------------------------------
Tax Charge                         Depends on the requirements of the applicable jurisdiction                    Various

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


- ------------------------------------------------------------------------------------------------------------------------------------
                                               Annual Expenses of the Sub-Accounts
                               (as a percentage of the average daily net assets of the Sub-accounts)
- ------------------------------- ----------------------------------------------------------------- ----------------------------------
Mortality & Expense Risk
Charge                                                       1.25%
                                                                                                                  Daily
Administration Charge                                        0.15%

Total  Annual  Expenses of the          1.40% per year of the value of each Sub-account              Applies to Variable Investment
Sub-accounts*                                                                                                 Options only
- ------------------------------- ----------------------------------------------------------------- ----------------------------------
* The  combination of the Mortality and Expense Risk Charges and  Administration
Charge is referred to as the "Insurance Charge" elsewhere in this prospectus.

- ------------------------------------------------------------------------------------------------------------------------------------
                                Optional Benefits
We offer two different Optional Death Benefits that provide an enhanced level of
protection  for your  beneficiary(ies).  Please  refer to the  section  entitled
"Death  Benefit" for a complete  discussion  of the Optional  Death  Benefits we
offer.
- ------------------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------- -------------------------------------------- ----------------------------------------

            Death Benefit Option                 Death Benefit equal to the greater of:            Additional Charge (annually)
- ---------------------------------------------- -------------------------------------------- ----------------------------------------
- ---------------------------------------------- -------------------------------------------- ----------------------------------------
                                               1.   Account Value (no MVA)
                                               2.   Sum of Purchase Payments minus
                  OPTION 1                          the proportional impact of                  0.30% of the current Death Benefit
                                                    withdrawals increasing at 5.0%
                                                    annually
                                               3.   Highest Anniversary Value
- ---------------------------------------------- -------------------------------------------- ----------------------------------------
- ---------------------------------------------- -------------------------------------------- ----------------------------------------
                                               1.   Account Value (no MVA)
                                               2.   Sum of Purchase Payments minus
                  OPTION 2                          the proportional impact of                  0.50% of the current Death Benefit
                                                    withdrawals increasing at 7.2%
                                                    annually
                                               3.   Highest Anniversary Value
- ---------------------------------------------- -------------------------------------------- ----------------------------------------
</TABLE>

- --------------------------------------------------------------------------------
                Underlying Mutual Fund Portfolio Annual Expenses
    (as a percentage of the average net assets of the underlying Portfolios)
- --------------------------------------------------------------------------------

Below are the investment  management fee, other  expenses,  and the total annual
expenses for each underlying Portfolio as of December 31, 1998. The total annual
expenses are the sum of the investment  management fee and other expenses.  Each
figure is stated as a percentage of the underlying Portfolio's average daily net
assets.  For certain of the underlying  Portfolios,  a portion of the management
fee is being waived and/or other expenses are being partially reimbursed.  "N/A"
indicates  that no portion of the  management fee and/or other expenses is being
waived and/or reimbursed.  Any footnotes about expenses appear after the list of
all the portfolios.  Those  portfolios  whose name includes the prefix "AST" are
portfolios of American  Skandia  Trust.  The  underlying  mutual fund  portfolio
information  was  provided  by the  underlying  mutual  funds  and has not  been
independently  verified by us. See the  prospectuses or statements of additional
information of the underlying Portfolios for further details.

<TABLE>
<CAPTION>
- -------------------------------------------- ----------------- ---------------- ------------------ ------------------ --------------

                                                Management          Other         Total Annual        Fee Waivers       Net Annual
           UNDERLYING PORTFOLIO                    Fees           Expenses          Portfolio        and Expense           Fund
                                                                                    Operating       Reimbursement       Operating
                                                                                    Expenses                             Expenses

- -------------------------------------------- ----------------- ---------------- ------------------ ------------------ --------------
<S>                                               <C>               <C>               <C>                 <C>              <C>  
AST Founders Passport                             1.00%             0.30%             1.30%               N/A              1.30%
AST T. Rowe Price International Equity            1.00%             0.25%             1.25%               N/A              1.25%
AST AIM International Equity(1)                   0.87%             0.26%             1.13%               N/A              1.13%
AST Janus Overseas Growth                         1.00%             0.27%             1.27%               N/A              1.27%
AST American Century International Growth         1.00%             0.65%             1.65%               N/A              1.65%
AST Janus Small-Cap Growth(2)                     0.90%             0.22%             1.12%               N/A              1.12%
AST Kemper Small-Cap Growth(3)                    0.95%             0.60%             1.55%              0.20%             1.35%
AST Lord Abbett Small Cap Value                   0.95%             0.36%             1.31%               N/A              1.31%
AST T. Rowe Price Small Company Value             0.90%             0.21%             1.11%               N/A              1.11%
AST Neuberger Berman Mid-Cap Growth(4)            0.90%             0.17%             1.07%               N/A              1.07%
AST Neuberger Berman Mid-Cap Value(5)             0.90%             0.15%             1.05%               N/A              1.05%
AST T. Rowe Price Natural Resources               0.90%             0.26%             1.16%               N/A              1.16%
AST Oppenheimer Large-Cap Growth(6)               0.90%             0.22%             1.12%               N/A              1.12%
AST Marsico Capital Growth                        0.90%             0.21%             1.11%               N/A              1.11%
AST JanCap Growth                                 0.90%             0.14%             1.04%              0.02%             1.02%
AST Bankers Trust Enhanced 500                    0.60%             0.26%             0.86%              0.06%             0.80%
AST Cohen & Steers Realty                         1.00%             0.30%             1.30%               N/A              1.30%
AST American Century Income & Growth(7)           0.75%             0.25%             1.00%               N/A              1.00%
AST Lord Abbett Growth and Income                 0.75%             0.16%             0.91%               N/A              0.91%
AST INVESCO Equity Income                         0.75%             0.18%             0.93%               N/A              0.93%
AST AIM Balanced(8)                               0.74%             0.26%             1.00%               N/A              1.00%
AST American Century Strategic Balanced           0.85%             0.28%             1.13%               N/A              1.13%
AST T. Rowe Price Asset Allocation                0.85%             0.24%             1.09%               N/A              1.09%
AST T. Rowe Price International Bond              0.80%             0.31%             1.11%               N/A              1.11%
AST Federated High Yield                          0.75%             0.20%             0.95%               N/A              0.95%
AST PIMCO Total Return Bond                       0.65%             0.18%             0.83%               N/A              0.83%
AST PIMCO Limited Maturity Bond                   0.65%             0.21%             0.86%               N/A              0.86%
AST Money Market                                  0.50%             0.16%             0.66%              0.06%             0.60%

The Alger  American Fund - Growth                 0.75%             0.04%             0.79%               N/A              0.79%
portfolio
The Alger  American Fund - MidCap Growth          0.80%             0.04%             0.84%               N/A              0.84%
portfolio

Montgomery Variable Series - Emerging             1.25%             0.56%             1.81%              0.06%             1.75%
Markets portfolio

Wells Fargo LAT Trust - Equity Value              0.59%             1.93%             2.52%              1.43%             1.09%
portfolio

Rydex Variable Trust - Nova portfolio             0.74%             1.47%             2.21%              0.03%             2.18%
Rydex Variable Trust - Ursa portfolio             0.90%             1.57%             2.47%              0.17%             2.30%
Rydex Variable Trust - OTC portfolio              0.72%             1.24%             1.96%               N/A              1.96%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

1    Prior to May 3, 1999, the Investment  Manager had engaged Putnam Investment
     Management,  Inc. as Sub-Advisor for the Portfolio (formerly the AST Putnam
     Value Growth & Income portfolio).
2    Prior to January 1, 1999, the Investment Manager had engaged Founders Asset
     Management,  LLC as  Sub-advisor  for the Portfolio  (formerly the Founders
     Capital Appreciation portfolio).
3    This portfolio commenced operations in January 1999.
4    Prior to May 1, 1998, the Investment Manager had engaged Berger Associates,
     Inc. as Sub-advisor for the Portfolio (formerly,  the Berger Capital Growth
     portfolio),  for a total  Investment  Management  fee payable at the annual
     rate of .75% of the average daily nets assets of the  Portfolio.  As of May
     1,  1998,  the  Investment  Manager  engaged  Neuberger  Berman  Management
     Incorporated  as  Sub-advisor  for the  Portfolio,  for a total  Investment
     Management  fee payable at the annual rate of 0.90% of the first $1 billion
     of  the  average  daily  net  assets  of the  Portfolio  plus  .85%  of the
     Portfolio's  average  daily  net  assets  in  excess  of  $1  billion.  The
     Management  Fee  in  the  above  chart  reflects  the  current   Investment
     Management fee payable to the Investment Manager.
5    Prior  to May  1,  1998,  the  Investment  Manager  had  engaged  Federated
     Investment  Counseling  as  Sub-advisor  for the Portfolio  (formerly,  the
     Federated Utility Income portfolio),  for a total Investment Management fee
     payable at the annual  rate of .75% of the first $50 million of the average
     daily net assets of the  Portfolio,  plus .60% of the  Portfolio's  average
     daily  net  assets  in  excess  of $50  million.  As of May  1,  1998,  the
     Investment  Manager engaged  Neuberger  Berman  Management  Incorporated as
     Sub-advisor  for the  Portfolio,  for a  total  Investment  Management  fee
     payable at the annual  rate of 0.90% of the first $1 billion of the average
     daily net  assets of the  Portfolio  plus .85% of the  Portfolio's  average
     daily net assets in excess of $1 billion.  The  Management Fee in the above
     chart  reflects  the  current  Investment  Management  fee  payable  to the
     Investment Manager.
6    Prior to January 1, 1999,  the  Investment  Manager had engaged  Robertson,
     Stephens & Company  Investment  Management,  L.P.  as  Sub-advisor  for the
     Portfolio  (formerly the Robertson Stephens Value + Growth portfolio),  and
     the total Investment  Management fee was at the annual rate of 1.00% of the
     average  daily net assets of the  Portfolio.  As of  January  1, 1998,  the
     Investment  Manager engaged  OppenheimerFunds,  Inc. as Sub-advisor for the
     Portfolio,  and the Investment Management fee is payable at the annual rate
     of 0.90% of the first $1  billion  of the  average  daily net assets of the
     Portfolio,  plus .85% of the Portfolio's average daily net assets in excess
     of $1 billion.  The  Management Fee in the above chart reflects the current
     Investment Management fee payable to the Investment Manager.
7    Prior to May 3, 1999, the Investment  Manager had engaged Putnam Investment
     Management,  Inc. as Sub-Advisor for the Portfolio (formerly the AST Putnam
     International Equity portfolio).
8    Prior to May 3, 1999, the Investment  Manager had engaged Putnam Investment
     Management,  Inc. as Sub-Advisor for the Portfolio (formerly the AST Putnam
     Balanced portfolio).


EXPENSE EXAMPLES
These examples are designed to assist you in understanding the various costs and
expenses you will incur with the Annuity  over certain  periods of time based on
specific assumptions. The examples reflect expenses of our Sub-accounts, as well
as those of the underlying  mutual fund portfolios.  The Securities and Exchange
Commission ("SEC") requires these examples.

The examples  shown  assume that:  (a) you only  allocate  Account  Value in the
Sub-accounts; (b) fees and expenses remain constant; (c) you make no withdrawals
of  Account  Value  during  the  period  shown;   (d)  you  make  no  transfers,
withdrawals,  surrender  or other  transaction  that we charge a fee  during the
period shown; (e) no tax charge applies;  (f) the expenses throughout the period
for the underlying mutual fund portfolios will be the "Net Annual Fund Operating
Expenses,"  as shown  above in the  section  entitled  "Underlying  Mutual  Fund
Portfolio Annual Expenses";  and (g) the Credit applicable to your Annuity is 3%
of Purchase  Payments.  The Credit may be less when total Purchase  Payments are
less then  $10,000  and may be more when total  Purchase  Payments  are at least
$1,000,000 (see "What are Credits and how do I receive them?").  The examples do
not reflect the charge for any optional  benefits  that may be offered under the
Annuity. The examples also do not reflect the impact of any Target Value Credits
that may be applied to Purchase Payments within the first Annuity Year.

THE  EXAMPLES  ARE  ILLUSTRATIVE   ONLY  -  THEY  SHOULD  NOT  BE  CONSIDERED  A
REPRESENTATION  OF PAST OR FUTURE  EXPENSES OF THE  UNDERLYING  MUTUAL  FUNDS OR
THEIR PORTFOLIOS - ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.


<PAGE>



<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                  Expense Examples
                                                  (amounts shown are rounded to the nearest dollar)
- ------------------------------------------------------------------------------------------------------------------------------------


                                        -------------------------------------------- ------- --------------------------------------
                                       If you  surrender  your  Annuity at the  If  you  do  not  surrender  your Annuity at the
                                       end of the applicable time period, you   end of the applicable time period or begin
                                       would pay the following expenses on a    taking annuity payments at such time, you would
                                       $1,000 investment, asuming 5% annual     pay the following expenses on a $1,000
                                       return on assets:                        investment, assuming 5% annual return on assets:
                                       -------------------------------------------- ------- --------------------------------------

                                 After:                                                       After:
- ------------------------------------------------------------------------------------------------------------------------------------
- --------------------------------------- --------- ---------- --------- ---------- ------- ---------- --------- ---------- ----------
Sub-Account:                              1 Year    3 Years    5 Years   10 Years           1 Year     3 Years   5 Years    10 Years
                                        --------- ---------- --------- ---------- ------- ---------- --------- ---------- ----------
- --------------------------------------- --------- ---------- --------- ---------- ------- ---------- --------- ---------- ----------
<S>                                           <C>        <C>       <C>        <C>                <C>        <C>       <C>        <C>
AST Founders Passport                         114        174       227        320                29         89        152        320
AST T. Rowe Price International Equity        114        173       224        314                29         88        149        314
AST AIM International Equity                  112        169       218        303                27         84        143        303
AST Janus Overseas Growth                     114        173       225        317                29         88        150        317
AST American Century International Growth     118        185       245        355                33        100        170        355
AST Janus Small-Cap Growth                    112        168       217        301                27         83        142        301
AST Kemper Small-Cap Growth                   115        176       229        325                30         91        154        325
AST Lord Abbett Small Cap Value               114        174       227        320                29         89        152        320
AST T. Rowe Price Small Company Value         112        168       217        300                27         83        142        300
AST Neuberger Berman Mid-Cap Growth           112        167       215        297                27         82        140        297
AST Neuberger Berman Mid-Cap Value            111        166       213        294                26         81        138        294
AST T. Rowe Price Natural Resources           113        170       219        305                28         85        144        305
AST Oppenheimer Large-Cap Growth              112        168       217        301                27         83        142        301
AST Marsico Capital Growth                    112        168       217        300                27         83        142        300
AST JanCap Growth                             111        165       212        290                26         80        137        290
AST Bankers Trust Enhanced 500                109        158       200        267                24         73        125        267
AST Cohen & Steers Realty                     114        174       227        320                29         89        152        320
AST American Century Income & Growth          111        165       211        289                26         80        136        289
AST Lord Abbett Growth and Income             110        162       207        280                25         77        132        280
AST INVESCO Equity Income                     110        162       207        281                25         77        132        281
AST AIM Balanced                              111        165       211        289                26         80        136        289
AST American Century Strategic Balanced       112        169       218        303                27         84        143        303
AST T. Rowe Price Asset Allocation            112        167       215        297                27         82        140        297
AST T. Rowe Price International Bond          112        168       217        300                27         83        142        300
AST Federated High Yield                      110        163       208        283                25         78        133        283
AST PIMCO Total Return Bond                   109        159       202        271                24         74        127        271
AST PIMCO Limited Maturity Bond               109        160       203        274                24         75        128        274
AST Money Market                              107        152       190        247                22         67        115        247

AA Growth                                     109        158       200        267                24         73        125        267
AA MidCap Growth                              109        159       202        271                24         74        127        271

MV Emerging Markets                           119        188       249        363                34        103        174        363

WF LAT Trust Equity Value                     112        167       215        297                27         82        140        297

Rydex Nova                                    123        201       271        405                38        116        196        405
Rydex Ursa                                    125        205       277        416                40        120        202        416
Rydex OTC                                     121        195       261        385                36        110        186        385
- --------------------------------------- --------- ---------- --------- ---------- ------- ---------- --------- ---------- ----------
</TABLE>



<PAGE>


INVESTMENT OPTIONS

WHAT ARE THE INVESTMENT OBJECTIVES AND POLICIES OF THE PORTFOLIOS?

Each variable  investment  option is a Class 1 Sub-account  of American  Skandia
Life Assurance  Corporation Variable Account B (see "What are Separate Accounts"
for more detailed  information.)  Each  Sub-account  invests  exclusively in one
Portfolio.  You should  carefully read the prospectus for any Portfolio in which
you are interested.  The following chart classifies each of the Portfolios based
on our assessment of their investment style (as of the date of this Prospectus).
The chart  also  provides a short  description  of each  Portfolio's  investment
objective (in italics) and a short, summary description of their key policies to
assist you in determining  which  Portfolios may be of interest to you. The name
of the  advisor/sub-advisor  for each Portfolio appears next to the description.
Those portfolios whose name includes the prefix "AST" are portfolios of American
Skandia Trust.  The investment  manager for AST is American  Skandia  Investment
Services,  Inc.  ("ASISI"),  an affiliated company.  However, a sub-advisor,  as
noted below,  is engaged to conduct  day-to-day  investment  decisions.  Details
about the investment  objectives,  policies,  risks, costs and management of the
Portfolios are found in the prospectuses for the underlying mutual funds.  There
is no  guarantee  that  any  underlying  mutual  fund  portfolio  will  meet its
investment objective.

Please refer to Appendix B for certain required financial information related to
the historical performance of the Sub-accounts.

<TABLE>
<CAPTION>
- ------------------- ------------------------------------------------------------------------------------------------ ---------------
                                                                                                                         PORTFOLIO
      STYLE/                                        INVESTMENT OBJECTIVES/POLICIES                                        ADVISOR/
       TYPE                                                                                                             SUB-ADVISOR
- ------------------- ------------------------------------------------------------------------------------------------ ---------------
<S>                 <C>                                                                                   <C> 
                    AST Money  Market:  seeks to  maximize  current  income  and
  CAPITAL           maintain high levels of liquidity. The Portfolio attempts to                                         J.P. Morgan
  PRESERVATION      accomplish  its objective by  maintaining a  dollar-weighted                                         Investment
                    average  maturity of not more than 90 days and by  investing                                     Management Inc.
                    in securities  which have  effective  maturities of not more
                    than 397 days.
- ------------------- ------------------------------------------------------------------------------------------------ ---------------
                    AST PIMCO Limited  Maturity  Bond:  seeks to maximize  total
                    return,  consistent with preservation of capital and prudent
  SHORT-TERM        investment  management.  The  Portfolio  will  invest  in  a                                  Pacific Investment
     BOND           diversified portfolio of fixed-income  securities of varying                                          Management
                    maturities.  The average portfolio duration of the Portfolio                                             Company
                    generally  will vary within a one- to three-year  time frame
                    based on the Sub-advisor's forecast for interest rates.
- ------------------- ------------------------------------------------------------------------------------------------ ---------------
                    AST PIMCO Total Return Bond:  seeks to maximize total return
                    consistent   with   preservation   of  capital  and  prudent
                    investment  management.  The  Portfolio  will  invest  in  a                                  Pacific Investment
  LONG-TERM         diversified portfolio of fixed-income  securities of varying                                          Management
    BOND            maturities.  The average portfolio duration of the Portfolio                                             Company
                    generally  will vary within a three- to six-year  time frame
                    based on the Sub-advisor's forecast for interest rates.
- ------------------- ------------------------------------------------------------------------------------------------ ---------------
                    AST  Federated  High  Yield:  seeks high  current  income by
                    investing  primarily  in a  diversified  portfolio  of fixed
                    income securities. The Portfolio will invest at least 65% of
                    its assets in lower-rated  corporate fixed income securities                                Federated Investment
 HIGH YIELD         ("junk  bonds").  These fixed income  securities may include                                          Counseling
    BOND            preferred stocks, convertible securities, bonds, debentures,
                    notes,  equipment  lease  certificates  and equipment  trust
                    certificates.  A fund that invests  primarily in lower-rated
                    fixed income  securities will be subject to greater risk and
                    share price  fluctuation  than a typical  fixed income fund,
                    and may be subject  to an amount of risk that is  comparable
                    to or greater than many equity funds.
- ------------------- ------------------------------------------------------------------------------------------------ ---------------
                    AST T. Rowe Price  International Bond: seeks to provide high
                    current   income  and  capital   growth  by   investing   in
                    high-quality,    non   dollar-denominated   government   and
                    corporate  bonds  outside the United  States.  The Portfolio
                    will  invest  at least 65% of its  assets  in  high-quality,
 INTER-             non-U.S.  dollar denominated  government and corporate bonds                                  Rowe Price-Fleming
 NATIONA            outside  the  United  States.   The  Sub-advisor  bases  its                                 International, Inc.
   BOND             investment decisions on fundamental market factors, currency
                    trends, and credit quality.  The Portfolio generally invests
                    in countries where the  combination of fixed-income  returns
                    and currency exchange rates appears  attractive,  or, if the
                    currency  trend  is   unfavorable,   where  the  Sub-advisor
                    believes  that the currency  risk can be  minimized  through
                    hedging.  The  Portfolio  may also  invest  up to 20% of its
                    assets in below  investment-grade,  high-risk  bonds  ("junk
                    bonds"), including bonds in default or those with the lowest
                    rating.
- ------------------- ------------------------------------------------------------------------------------------------ ---------------
                    AST T. Rowe Price  Asset  Allocation:  seeks a high level of
                    total  return  by  investing   primarily  in  a  diversified
                    portfolio  of  fixed  income  and  equity  securities.   The
                    Portfolio  normally invests  approximately  60% of its total
  ASSET             assets  in  equity   securities  and  40%  in  fixed  income                                       T. Rowe Price
  ALLOCATION        securities.   The  Sub-advisor   concentrates  common  stock                                    Associates, Inc.
                    investments in larger, more established  companies,  but the
                    Portfolio may include small and medium-sized  companies with
                    good  growth  prospects.  The fixed  income  portion  of the
                    Portfolio   will  be  allocated   among   investment   grade
                    securities, high yield or "junk" bonds, foreign high quality
                    debt securities and cash reserves.
- ------------------- ------------------------------------------------------------------------------------------------ ---------------
                    AST  American  Century  Strategic  Balanced:  seeks  capital
                    growth  and  current  income.  The  Sub-advisor  intends  to
                    maintain  approximately  60% of the  Portfolio's  assets  in
                    equity securities and the remainder in bonds and other fixed
   BALANCED         income  securities.  Both the  Portfolio's  equity and fixed                                    American Century
                    income  investments  will  fluctuate  in value.  The  equity                                          Investment
                    securities  will fluctuate  depending on the  performance of                                    Management, Inc.
                    the companies that issued them,  general market and economic
                    conditions,   and  investor  confidence.  The  fixed  income
                    investments will be affected  primarily by rising or falling
                    interest rates and the credit quality of the issuers.
                    ------------------------------------------------------------------------------------------------ ---------------
                    AST  AIM  Balanced:  seeks  to  provide  a  well-diversified
                    portfolio of stocks and bonds that will produce both capital
                    growth and current  income.  The Portfolio  attempts to meet
                    its objective by investing, normally, a minimum of 30% and a                                       A I M Capital
                    maximum of 70% of its total assets in equity  securities and                                    Management, Inc.
                    a minimum of 30% and a maximum of 70% of its total assets in
                    non-convertible   debt  securities.   The  Sub-Advisor  will
                    primarily  purchase equity  securities for growth of capital
                    and debt securities for income purposes.
- ------------------- ------------------------------------------------------------------------------------------------ ---------------
                    AST Cohen & Steers  Realty:  seeks to maximize  total return
                    through investment in real estate securities.  The Portfolio
                    pursues  its   investment   objective   by   seeking,   with
                    approximately  equal  emphasis,  capital  growth and current                                     Cohen & Steers
  REAL ESTATE       income.  Under  normal  circumstances,  the  Portfolio  will                            Capital Management, Inc.
    (REIT)          invest  substantially  all  of  its  assets  in  the  equity
                    securities  of real estate  companies,  i.e., a company that
                    derives  at least 50% of its  revenues  from the  ownership,
                    construction,  financing,  management or sale of real estate
                    or that has at least 50% of its assets in real estate.  Real
                    estate companies may include real estate  investment  trusts
                    or REITs.
- ------------------- ------------------------------------------------------------------------------------------------ ---------------
                    AST INVESCO Equity  Income:  seeks high current income while
                    following  sound   investment   practices.   Capital  growth
                    potential is an additional, but secondary,  consideration in
  EQUITY            the selection of portfolio  securities.  The Portfolio seeks                                       INVESCO Funds
  INCOME            to achieve its  objective by investing  in  securities  that                                         Group, Inc.
                    will provide a relatively  high yield and stable  return and
                    that,  over a period  of  years,  may also  provide  capital
                    appreciation.  The  Portfolio  normally will invest at least
                    65%  of its  assets  in  dividend-paying  common  stocks  of
                    domestic and foreign issuers.
- ------------------ ------------------------------------------------------------------------------------------------ ----------------
                    AST Bankers  Trust  Enhanced 500:  seeks to  outperform  the
                    Standard & Poor's 500 Composite  Stock Price Index (the "S&P
                    500(R)")  through  stock  selection  resulting  in different
 ENHANCED           weightings  of common  stocks  relative  to the  index.  The
   INDEX            Portfolio  will  invest in the  common  stocks of  companies                               Bankers Trust Company
                    included in the S&P 500(R).  The majority of the issues held
                    by the  Portfolio  will have neutral  weightings  to the S&P
                    500, but  approximately  100 will be over- or under-weighted
                    relative to the index.
- ------------------- ------------------------------------------------------------------------------------------------ ---------------
                    AST American  Century Income & Growth:  seeks capital growth
                    with current income as a secondary objective.  The Portfolio
                    invests  primarily in common stocks that offer potential for                                    American Century
                    capital  growth,  and may,  consistent  with its  investment                         Investment Management, Inc.
                    objectives,  invest  in  stocks  that  offer  potential  for
                    current  income.  The  Sub-adviser  utilizes a  quantitative
                    management  technique  with a goal  of  building  an  equity
                    portfolio  that  provides  better  returns  than the S&P 500
                    Index  without  taking on  significant  additional  risk and
                    while  attempting  to create a  dividend  yield that will be
                    greater than the S&P 500 Index.
                    ------------------------------------------------------------------------------------------------ ---------------
 GROWTH             AST Lord Abbett Growth and Income: seeks long-term growth of
    &               capital  and  income  while  attempting  to avoid  excessive
 INCOME             fluctuations  in market value.  The Portfolio  normally will
                    invest in common  stocks (and  securities  convertible  into
                    common stocks).  The Sub-advisor  will take a value-oriented
                    approach, in that it will try to keep the Portfolio's assets                                  Lord, Abbett & Co.
                    invested in securities that are selling at reasonable  
                    prices in relation to their value. The stocks that the  
                    Portfolio  will  normally  invest  in are those of
                    seasoned  companies that are expected to show  above-average
                    growth  and  that  the  Sub-advisor  believes  are in  sound
                    financial condition.
- ------------------- ------------------------------------------------------------------------------------------------ ---------------
                    AST T. Rowe Price Natural Resources: seeks long-term capital
                    growth primarily through the common stocks of companies that
                    own or develop natural  resources (such as energy  products,
                    precious  metals,  and  forest  products)  and  other  basic
  NATURAL           commodities.  The Portfolio  normally invests  primarily (at                                       T. Rowe Price
 RESOURCES          least  65% of its  total  assets)  in the  common  stocks of                                    Associates, Inc.
                    natural  resource  companies  whose  earnings  and  tangible
                    assets  could  benefit  from  accelerating  inflation.   The
                    Portfolio  looks  for  companies  that have the  ability  to
                    expand production, to maintain superior exploration programs
                    and production  facilities,  and the potential to accumulate
                    new resources.
- ------------------- ------------------------------------------------------------------------------------------------ ---------------
                    AST  JanCap  Growth:  seeks  growth of  capital  in a manner
                    consistent with the preservation of capital.  Realization of
                    income is not a significant investment consideration and any
                    income realized on the Portfolio's  investments,  therefore,
                    will  be  incidental  to  the  Portfolio's  objective.   The
                    Portfolio  will pursue its objective by investing  primarily
                    in common stocks of companies that the Sub-advisor  believes                                       Janus Capital
                    are  experiencing  favorable  demand for their  products and                                         Corporation
                    services,  and which operate in a favorable  competitive and
                    regulatory  environment.  The Sub-advisor  generally takes a
                    "bottom  up"  approach  to  choosing   investments  for  the
                    Portfolio. In other words, the Sub-advisor seeks to identify
                    individual companies with earnings growth potential that may
                    not be recognized by the market at large.
                    ------------------------------------------------------------------------------------------------ ---------------
                    AST Marsico  Capital Growth:  seeks capital  growth.  Income
                    realization  is not an  investment  objective and any income
                    realized on the Portfolio's investments,  therefore, will be
                    incidental to the Portfolio's objective.  The Portfolio will
                    pursue its objective by investing primarily in common stocks
                    of  larger,   more  established   companies.   In  selecting                                     Marsico Capital
                    investments  for  the  Portfolio,  the  Sub-advisor  uses an                                     Management, LLC
                    approach  that combines  "top down"  economic  analysis with
                    "bottom  up"  stock  selection.   The  "top  down"  approach
                    identifies  sectors,  industries  and companies  that should
                    benefit from the trends the  Sub-advisor  has observed.  The
                    Sub-advisor   then  looks  for  individual   companies  with
                    earnings growth  potential that may not be recognized by the
                    market at large. This is called "bottom up" stock selection.
                    ------------------------------------------------------------------------------------------------ ---------------
                    AST Neuberger  Berman Mid-Cap Growth:  seeks capital growth.
                    The  Portfolio  primarily  invests in the  common  stocks of
                    mid-cap  companies,   i.e.,  companies  with  equity  market                                    Neuberger Berman
                    capitalizations from $300 million to $10 billion at the time                             Management Incorporated
                    of  investment.  The  Portfolio is normally  managed using a
                    growth-oriented  investment approach.  The Sub-advisor looks
                    for  fast-growing  companies  that  are in  new  or  rapidly
                    evolving industries.
                    ------------------------------------------------------------------------------------------------ ---------------
                    AST Neuberger  Berman Mid-Cap Value:  seeks capital  growth.
                    The  Portfolio  primarily  invests in the  common  stocks of
                    mid-cap  companies.  Under  the  Portfolio's  value-oriented
                    investment approach,  the Sub-advisor looks for well-managed                                   Neuberger Berman
  GROWTH            companies  whose stock prices are  undervalued  and that may                             Management Incorporated
                    rise in price before other  investors  realize  their worth.  
                    Factors  that  the  Sub-advisor  may use to  identify  these
                    companies  include  strong  fundamentals,  including  a  low
                    price-to-earnings  ratio,  consistent cash flow, and a sound
                    track record through all phases of the market cycle.
                    ------------------------------------------------------------------------------------------------ ---------------
                    AST Oppenheimer  Large-Cap Growth: seeks capital growth. The
                    Portfolio  seeks its  investment  objective  by  emphasizing
                    investment   in  common   stocks   issued   by   established
                    large-capitalization "growth companies" that, in the opinion
                    of the Sub-advisor,  have above average  earnings  prospects                              OppenheimerFunds, Inc.
                    but are selling at below normal prices.  At least 65% of the
                    Portfolio's  assets  normally  will be invested in companies
                    that have market  capitalizations  greater  than $3 billion,
                    and the  Portfolio  will  normally  maintain a median market
                    capitalization greater than $5 billion.
                    ------------------------------------------------------------------------------------------------ ---------------
                    The Alger American Fund - Growth:  seeks  long-term  capital
                    appreciation. Except during temporary defensive periods, the
                    Portfolio invests at least 65% of its total assets in equity                                          Fred Alger
                    securities of companies that, at the time of purchase,  have                                    Management, Inc.
                    total market capitalization of $1 billion or greater.
                    ------------------------------------------------------------------------------------------------ ---------------
                    Wells  Fargo  LAT  Trust - Equity  Value:  seeks to  provide
                    investors with long-term  capital  appreciation by investing
                    primarily in equity securities, including common stocks, and
                    may invest in debt  instruments  that are  convertible  into                              Wells Fargo Bank, N.A.
                    common stocks of both domestic and foreign companies. Income
                    generation is a secondary  consideration.  The Portfolio may
                    invest  in large,  well-established  companies  and  smaller
                    companies with market capitalization exceeding $50 million.
- ------------------- ------------------------------------------------------------------------------------------------ ---------------
<PAGE>
- ------------------- ------------------------------------------------------------------------------------------------ ---------------
                    The Alger  American Fund - MidCap  Growth:  seeks  long-term
                    capital  appreciation.  Except  during  temporary  defensive
AGGRESSIVE          periods,  the  Portfolio  invests  at least 65% of its total                                          Fred Alger
   GROWTH           assets in equity  securities of companies  that, at the time                                    Management, Inc.
                    of   purchase   of  the   securities,   have  total   market
                    capitalization within the range of companies included in the
                    S&P MidCap 400 Index, updated quarterly.
- ------------------- ------------------------------------------------------------------------------------------------ ---------------
                    AST  Janus  Small-Cap  Growth:  seeks  capital  growth.  The
                    Portfolio  pursues its  objective  by normally  investing at
                    least  65% of its  total  assets  in the  common  stocks  of
                    small-sized   companies,   i.e.,   those  that  have  market
                    capitalizations  of less than $1.5  billion or annual  gross                           Janus Capital Corporation
                    revenues  of less than $500  million.  As a  Portfolio  that
                    invests primarily in smaller or newer issuers, the Portfolio
                    may be  subject  to  greater  risk of loss and  share  price
                    fluctuation than funds investing primarily in larger or more
                    established issuers.
                    ------------------------------------------------------------------------------------------------ ---------------
                    AST  Kemper  Small-Cap  Growth:   seeks  maximum  growth  of
                    investors'  capital  from a  portfolio  primarily  of growth
                    stocks of smaller companies. At least 65% of the Portfolio's
                    total  assets  normally  will  be  invested  in  the  equity
                    securities of smaller companies, i.e., those having a market                                      Scudder Kemper
                    capitalization  of  $1.5  billion  or  less  at the  time of                                   Investments, Inc.
                    investment,  many of which  would be in the early  stages of
                    their life cycle.  The Portfolio seeks  attractive areas for
                    investment  that arise from  factors  such as  technological
                    advances,  new marketing methods, and changes in the economy
                    and  population.  Because  of the  Portfolio's  focus on the
       SMALL        stocks  of  smaller  growth  companies,  investment  in  the
   CAPITALIZATION   Portfolio  may involve  substantially  greater  than average
                    share price fluctuation and investment risk.
                    ------------------------------------------------------------------------------------------------ ---------------
                    AST Lord Abbett  Small Cap Value:  seeks  long-term  capital
                    growth.  The  Portfolio  will  seek  its  objective  through
                    investments primarily in equity securities that are believed
                    to  be  undervalued  in  the   marketplace.   The  Portfolio
                    primarily seeks companies that are small-sized, based on the
                    value of their outstanding stock. Specifically, under normal                                  Lord, Abbett & Co.
                    circumstances,  at least 65% of the Portfolio's total assets
                    will be invested in common  stocks  issued by smaller,  less
                    well-known  companies (with market  capitalizations  of less
                    than  $1  billion)  selected  on the  basis  of  fundamental
                    investment analysis.  The small capitalization  companies in
                    which the Portfolio  primarily invests may offer significant
                    appreciation potential. However, smaller companies may carry
                    more risk than larger companies.
                    ------------------------------------------------------------------------------------------------ ---------------
                    AST T. Rowe  Price  Small  Company  Value:  seeks to provide
                    long-term   capital   growth  by   investing   primarily  in
                    small-capitalization  stocks that appear to be  undervalued.
                    The Portfolio will normally invest at least 65% of its total
                    assets  in stocks  and  equity-related  securities  of small                                       T. Rowe Price
                    companies  ($1  billion  or less in market  capitalization).                                    Associates, Inc.
                    Reflecting a value approach to investing, the Portfolio will
                    seek the stocks of companies  whose  current stock prices do
                    not appear to adequately  reflect their  underlying value as
                    measured  by  assets,   earnings,   cash  flow  or  business
                    franchises.  Investing in small companies  involves  greater
                    risk  of loss  than  is  customarily  associated  with  more
                    established companies.
- ------------------- ------------------------------------------------------------------------------------------------ ---------------
                    AST American  Century  International  Growth:  seeks capital
                    growth.  The Portfolio  will seek to achieve its  investment
                    objective by investing  primarily  in equity  securities  of
                    international  companies that the Sub-advisor  believes will
                    increase in value over time.  Under normal  conditions,  the
                    Portfolio  will  invest at least 65% of its assets in equity                                    American Century
                    securities of issuers from at least three countries  outside                                       Investment
                    of  the  United  States.   The  Sub-advisor  uses  a  growth                                    Management, Inc.
                    investment  strategy it developed  that looks for  companies
                    with  earnings  and revenue  growth.  The  Sub-advisor  will
                    consider  a number of other  factors  in  making  investment
                    selections,  including the  prospects for relative  economic
                    growth among  countries or regions,  economic and  political
                    conditions,  expected  inflation  rates,  currency  exchange
                    fluctuations and tax considerations.
                    ------------------------------------------------------------------------------------------------ ---------------
                    AST Founders  Passport:  seeks capital growth. The Portfolio
  INTER-NATIONAL    normally invests  primarily in securities  issued by foreign
      EQUITY        companies  that  have  market   capitalizations   or  annual
                    revenues  of  $1  billion  or  less.  These  securities  may
                    represent   companies  in  both   established  and  emerging                                      Founders Asset
                    economies   throughout  the  world.  At  least  65%  of  the                                      Management LLC
                    Portfolio's  total  assets  normally  will  be  invested  in
                    foreign   securities   representing   a  minimum   of  three
                    countries.  Foreign  securities are generally  considered to
                    involve  more  risk  than  those  of  U.S.  companies,   and
                    securities of smaller companies are generally  considered to
                    be riskier than those of larger companies.
                    ------------------------------------------------------------------------------------------------ ---------------
                    AST  Janus  Overseas  Growth:   seeks  long-term  growth  of
                    capital.  The  Portfolio  pursues  its  objective  primarily
                    through  investments  in common  stocks of  issuers  from at                           Janus Capital Corporation
                    least five different countries, excluding the United States.
                    Securities  are  generally  selected  without  regard to any
                    defined  allocation among countries,  geographic  regions or
                    industry sectors, or other similar selection procedure.
                    ------------------------------------------------------------------------------------------------ ---------------
                    AST AIM  International  Equity:  seeks capital  growth.  The
                    Portfolio   seeks  to  meet  its   objective  by  investing,
                    normally,  at least 70% of its assets in  marketable  equity
                    securities  of  foreign  companies  that  are  listed  on  a                                       A I M Capital
                    recognized  foreign  securities  exchange  or  traded  in  a                                    Management, Inc.
                    foreign over-the-counter market. The Portfolio will normally
                    invest in a diversified  portfolio  that includes  companies
                    from at least four  countries  outside  the  United  States,
                    emphasizing  counties  of  Western  Europe  and the  Pacific
                    Basin.
                    ------------------------------------------------------------------------------------------------ ---------------
                    AST T. Rowe Price International  Equity:  seeks total return
                    from  long-term  growth of capital and  income,  principally
                    through   investments  in  common  stocks  of   established,
                    non-U.S.  companies.  Investments  may be  made  solely  for
                    capital appreciation or solely for income or any combination                                  Rowe Price-Fleming
                    of both  for the  purpose  of  achieving  a  higher  overall                                 International, Inc.
                    return. The Sub-advisor expects to invest  substantially all
                    of the  Portfolio's  assets  (with  a  minimum  of 65%) in .
                    established  foreign companies.  Geographic  diversification
                    will  be  wide,  including  both  developed  and  developing
                    countries,  and  there  will  normally  be  at  least  three
                    different countries represented in the Portfolio.
- ------------------- ------------------------------------------------------------------------------------------------ ---------------
                    Montgomery Variable Series - Emerging Markets: seeks capital
                    appreciation,  which  under  normal  conditions  it seeks by
  EMERGING          investing  at  least  65%  of its  total  assets  in  equity                                    Montgomery Asset
   MARKETS          securities  of  companies  in  countries   having   emerging                                    Management, L.P.
                    markets. Under normal conditions, investments are maintained
                    in at least six emerging market  countries at all times
                    and no more than 35% of to assets are invested in any one 
                    emerging market country.
- ------------------- ------------------------------------------------------------------------------------------------ ---------------
                                                                                                                        PORTFOLIO
      STYLE/                                        INVESTMENT OBJECTIVES/POLICIES                                       ADVISOR/
       TYPE                                                                                                             SUB-ADVISOR
- ------------------- ------------------------------------------------------------------------------------------------ ---------------
- ------------------------------------------------------------------------------------------------------------------------------------

The Nova,  Ursa and OTC  portfolios of the Rydex Variable Trust are available to
all Owners. However, the fund's advisor strongly recommends that only Owners who
engage a financial  advisor to allocate  their  funds in  strategic  or tactical
asset  allocation  strategies  invest  in  these  portfolios.  There  can  be no
assurance  that  any  financial   advisor  will   successfully   predict  market
fluctuations.  Each of the  Rydex  portfolios  invests  in the  securities  of a
relatively  few  number of  issuers.  Since the  assets  of each  portfolio  are
invested in a limited  number of issuers,  the net asset value of the  portfolio
may be more  susceptible to a single adverse  economic,  political or regulatory
occurrence.
- ------------------- ------------------------------------------------------------------------------------------------ ---------------
                    
                    Rydex  Variable  Trust - Nova:  seeks to provide  investment
                    returns that are 150% of the S&P 500  Composite  Stock Price
                    Index  by  investing  to a  significant  extent  in  futures
                    contracts and options on securities,  futures  contracts and                                  PADCO Advisors II,
                    stock  indexes.  If the  Portfolio  meets its  objective the                                                Inc.
                    value of its  shares  will tend to  increase  by 150% of the
                    value of any  increase in the S&P 500 Index.  However,  when
                    the  value of the S&P 500 Index  declines,  the value of its
                    shares  should  also  decrease  by 150% of the  value of any
                    decrease in the S&P 500 Index.
                    ------------------------------------------------------------------------------------------------ ---------------
                   
                    Rydex  Variable  Trust - Ursa:  seeks to provide  investment
                    results that will inversely correlate (e.g. be the opposite)
                    to the  performance  of the S&P 500  Composite  Stock  Price
  STRATEGIC OR      Index  by  investing  to a  significant  extent  in  futures
  TACTICAL          contracts and options on securities,  futures  contracts and                                  PADCO Advisors II,
  ALLOCATION       stock  indexes.  The Portfolio  will generally not invest in                                                Inc.
                    the  securities  included  in  the  S&P  500  Index.  If the
                    Portfolio  meets its  objective the value of its shares will
                    tend to  increase  when the  value  of the S&P 500  Index is
                    decreasing.  However, when the value of the S&P 500 Index is
                    increasing,  the value of its shares  should  decrease by an
                    inversely proportional amount.
                    ------------------------------------------------------------------------------------------------ ---------------
                   
                    Rydex  Variable  Trust - OTC:  seeks to  provide  investment
                    results that correspond to a benchmark for  over-the-counter
                    securities, currently the NASDAQ 100 Index(TM), by investing
                    principally in the securities of companies  included in that                                  PADCO Advisors II,
                    Index.  The Portfolio  may also invest in other  instruments                                                Inc.
                    whose  performance  is expected to correspond to that of the
                    Index,  and may engage in futures and options  transactions.
                    If the Portfolio meets its objective the value of its shares
                    will tend to increase  by the amount of the  increase in the
                    NASDAQ 100 Index(TM).  However, when the value of the NASDAQ
                    100  Index(TM)declines,  the value of its shares should also
                    decrease  by the amount of the  decrease in the value of the
                    Index(TM).
- ------------------- ------------------------------------------------------------------------------------------------ ---------------
</TABLE>

"Standard & Poor's(R),"  "S&P(R),"  "S&P  500(R),"  "Standard & Poor's 500," and
"500" are trademarks of the McGraw-Hill  Companies,  Inc. and have been licensed
for use by American Skandia Investment Services, Incorporated and Bankers Trust.
The Portfolio is not sponsored,  endorsed, sold or promoted by Standard & Poor's
and Standard & Poor's makes no  representation  regarding  the  advisability  of
investing in the Portfolio.

WHAT ARE THE FIXED INVESTMENT OPTIONS?
We offer fixed investment options of different durations during the accumulation
phase. These "Fixed  Allocations" earn a guaranteed fixed rate of interest for a
specified  period of time,  called the  "Guarantee  Period." In most states,  we
offer Fixed Allocations with Guarantee Periods of 1, 2, 3, 5, 7 and 10 years. We
guarantee  the fixed  rate for the  entire  Guarantee  Period.  However,  if you
withdraw or transfer  Account Value before the end of the Guarantee  Period,  we
will adjust the value of your withdrawal or transfer based on a formula,  called
a "Market Value  Adjustment." The Market Value Adjustment can either be positive
or negative,  depending on the rates that are currently  being credited on Fixed
Allocations.  Please  refer to the section  entitled  "How does the Market Value
Adjustment Work?" for a description of the formula along with examples of how it
is calculated.  You may allocate Account Value to more than one Fixed Allocation
at a time.

Fixed Allocations are currently not available in the state of Maryland,  Nevada,
Oregon, Utah and Washington.

FEES AND CHARGES

WHAT ARE THE CONTRACT FEES AND CHARGES?
(The  Contingent  Deferred  Sales  Charge is often  referred to as a  "Surrender
Charge" or "CDSC".)

Contingent  Deferred  Sales Charge:  We may assess a Contingent  Deferred  Sales
Charge  or  CDSC if you  surrender  your  Annuity  or when  you  make a  partial
withdrawal.  The CDSC is calculated  as a percentage  of your  Purchase  Payment
being surrendered or withdrawn during the applicable Annuity Year. The amount of
the CDSC  decreases  over time,  measured from the date the Purchase  Payment is
applied. The CDSC percentages are shown below.

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

    YEARS               1      2     3     4     5     6     7     8     9+
    ------------------ ----- ------ ----- ----- ----- ----- ----- ----- -----
    ------------------ ----- ------ ----- ----- ----- ----- ----- ----- -----

    CHARGE (%)         8.5    8.5   8.5   8.5   7.5   5.5   3.5   1.5   0.0
    ------------------ ----- ------ ----- ----- ----- ----- ----- ----- -----

Each Purchase  Payment has its own CDSC period.  When you make a withdrawal,  we
assume that the oldest  Purchase  Payment is being  withdrawn  first so that the
lowest  CDSC is deducted  from the amount  withdrawn.  After eight (8)  complete
years from the date you make a Purchase Payment, no CDSC will be assessed if you
withdraw or surrender that Purchase Payment.

Under certain  circumstances  you can withdraw a limited amount of Account Value
without paying a CDSC. This is referred to as a "Free  Withdrawal." We may waive
the CDSC under certain medically-related  circumstances or when taking a Minimum
Distribution  under an Annuity issued in connection  with a qualified  contract.
Free Withdrawals,  Medically-Related  Waivers and Minimum Distributions are each
explained more fully in the section entitled "Access to Your Account Value".

Reductions to the Contingent Deferred Sales Charge
We may  reduce  the  amount of the CDSC or the  length of time it  applies if we
determine that our sales expenses for a particular individual or group are lower
than  expected.  Some of the factors we might consider in making such a decision
are: (a) the size and type of group; (b) the amounts of Purchase  Payments;  (c)
present  Owners  making   additional   Purchase   Payments;   and/or  (d)  other
transactions  where  sales  expenses  are  likely  to be  reduced.  We will  not
discriminate  unfairly  between  Annuity  purchasers  if and when we reduce  the
length or amount of the CDSC.

Annual  Maintenance  Fee:  During  the  accumulation  period we deduct an Annual
Maintenance  Fee.  The Annual  Maintenance  Fee is $30.00 or 2% of your  Account
Value invested in the variable investment  options,  whichever is less. This fee
will be deducted  annually on the  anniversary of the Issue Date of your Annuity
or, if you surrender  your Annuity  during the Annuity Year, the fee is deducted
at the time of surrender.  We may increase the Annual  Maintenance Fee. However,
any increase will only apply to Annuities issued after the date of the increase.

We may  reduce or  eliminate  the  amount  of the  Annual  Maintenance  Fee when
Annuities are sold to  individuals  or a group of  individuals  in a manner that
reduces our  maintenance  expenses.  We would  consider such factors as: (a) the
size and type of group;  (b) the number of Annuities  purchased by an Owner; (c)
the amount of Purchase Payments; and/or (d) other transactions where maintenance
expenses are likely to be reduced.  We will not  discriminate  unfairly  between
Annuity  purchasers  if and when we eliminate  or reduce the Annual  Maintenance
Fee.

Optional  Death  Benefits:  If you elect to purchase one of the  Optional  Death
Benefits,  we will deduct a charge from your Account Value on the anniversary of
your Annuity's Issue Date or, under certain  circumstances  on a date other than
the anniversary date. Please refer to the section entitled "Death Benefit" for a
description of the charge for each Optional Death Benefit.

Transfer Fee: You may make twelve (12) free transfers between investment options
each Annuity Year. We will charge $10.00 for each transfer  after the twelfth in
each Annuity  Year. We do not consider  transfers  made as part of a dollar cost
averaging  program when we count the twelve free  transfers.  Transfers  made as
part of a rebalancing,  market timing or third party investment advisory service
will be subject to the twelve-transfer limit. However, all transfers made on the
same day will be treated as one (1)  transfer.  Renewals or transfers of Account
Value from a Fixed Allocation at the end of its Guarantee Period are not subject
to the Transfer Fee and are not counted toward the twelve free transfers.

Tax Charges:  Several  states and some  municipalities  charge  premium taxes or
similar taxes. The amount of tax will vary from jurisdiction to jurisdiction and
is subject to change. The tax charge currently ranges up to 3 1/2%. We generally
will deduct the amount of tax  payable at the time the tax is  imposed,  but may
also decide to deduct tax charges  from each  Purchase  Payment at the time of a
withdrawal  or  surrender  of your  Annuity  or at the time  you  elect to begin
receiving annuity payments.  We may assess a charge against the Sub-accounts and
the Fixed  Allocations equal to any taxes which may be imposed upon the separate
accounts.

WHAT CHARGES APPLY SOLELY TO THE VARIABLE INVESTMENT OPTIONS?

Insurance  Charge: We deduct an Insurance Charge daily against the average daily
assets allocated to the Sub-accounts.  The charge is equal to 1.40% on an annual
basis.  This charge is for insurance  benefits,  including  the Annuity's  basic
death benefit that provides  guaranteed benefits to your beneficiary even if the
market declines and the risk that persons we guarantee  annuity payments to will
live longer than our assumptions.  The charge also covers  administrative  costs
associated  with providing the Annuity  benefits,  including  preparation of the
contract, confirmation statements, annual account statements and annual reports,
legal and accounting  fees as well as various  related  expenses.  Finally,  the
charge  covers  the risk  that our  assumptions  about  the  administrative  and
non-mortality expenses under this Annuity are incorrect. The Insurance Charge is
not deducted  against  assets  allocated to a fixed  investment  option.  We may
increase the portion of the Insurance Charge for administrative  costs. However,
any increase will only apply to Annuities issued after the date of the increase.

We may reduce the portion of the Insurance Charge for administrative  costs when
Annuities are sold to  individuals  or a group of  individuals  in a manner that
reduces our administrative  expenses. We would consider such factors as: (a) the
size and type of group;  (b) the number of Annuities  purchased by an Owner; (c)
the  amount  of  Purchase   Payments;   and/or  (d)  other   transactions  where
administration  expenses  are  likely to be  reduced.  We will not  discriminate
unfairly  between  Annuity  purchasers  if and when we reduce the portion of the
Insurance Charge attributed to the charge covering administrative costs.

WHAT CHARGES APPLY TO THE FIXED ALLOCATIONS?
We take into consideration mortality, expense, administration,  profit and other
factors in  determining  the interest rates we credit to Fixed  Allocations.  No
specific fee or expenses are deducted when  determining the rate we credit.  Any
CDSC or Tax  Charge  applies  to  amounts  that  are  taken  from  the  variable
investment options or the Fixed Allocations.  A Market Value Adjustment may also
apply to transfers, certain withdrawals or surrender from a Fixed Allocation.

WHAT CHARGES APPLY IF I CHOOSE AN ANNUITY PAYOUT?
In certain  states a tax is due if and when you  exercise  your right to receive
periodic  annuity  payments.  We do not deduct any specific  charges  during the
payout  period.  However,  the  amount  payable  will  depend on the  applicable
jurisdiction  and on the annuity  payment  option you  select.  If you select an
option  that  guarantees  payment for life,  then the  payment  amount also will
depend on your age and, where permitted by law, your gender.  In all cases,  the
amount of each payment will depend on the Account Value of your Annuity when you
elect to begin annuity payments.

PURCHASING YOUR ANNUITY

WHAT ARE OUR REQUIREMENTS FOR PURCHASING THE ANNUITY?

Minimum  Initial  Purchase  Payment:  You must make a minimum  initial  Purchase
Payment of $1,000.  However,  if you decide to make payments  under a systematic
investment or "bank drafting"  program,  we will accept a lower initial Purchase
Payment  provided that,  within the first Annuity Year, you make at least $1,000
in total Purchase Payments.

Age Restrictions:  The Owner must be age 80 or under as of the Issue Date of the
Annuity.  If the Annuity is owned jointly,  the oldest of the Owners must be age
80 or under on the  Issue  Date.  If the  Annuity  is  owned by an  entity,  the
Annuitant must be age 80 or under as of the Issue Date.

Owner, Annuitant and Beneficiary Designations:  On your Application, we will ask
     you to name the Owner(s),  Annuitant and one or more Beneficiaries for your
     Annuity.

|X|  Owner:  The Owner(s) holds all rights under the Annuity.  You may name more
     than one  Owner  in  which  case all  ownership  rights  are held  jointly.
     However,  this Annuity does not provide a right of  survivorship.  Refer to
     the Glossary of Terms for a complete description of the term "Owner."
|X|  Annuitant: The Annuitant is the person we agree to make annuity payments to
     and upon whose life we  continue  to make such  payments.  You must name an
     Annuitant who is a natural person.  We do not accept a designation of joint
     Annuitants.  Where  allowed  by law,  you may name  one or more  Contingent
     Annuitants.  A  Contingent  Annuitant  will  become  the  Annuitant  if the
     Annuitant dies before the Annuity Date.
|X|  Beneficiary: The Beneficiary is the person(s) or entity you name to receive
     the death  benefit.  If no  beneficiary  is named the death benefit will be
     paid to you or your estate.

You  should  seek  competent  tax  advice  on the  income,  estate  and gift tax
implications of your designations.

MANAGING YOUR ANNUITY

MAY I CHANGE THE OWNER, ANNUITANT AND BENEFICIARY DESIGNATIONS?
You may change the Owner, Annuitant and Beneficiary designations by sending us a
request in writing.  Where  allowed by law,  such changes will be subject to our
acceptance.  Some of the changes we will not accept include, but are not limited
to:  
|X|  a new Owner  subsequent to the death of the Owner or the first of any joint
     Owners to die, except where a spouse-Beneficiary  has become the Owner as a
     result of an Owner's death;
|X|  a new  Annuitant  subsequent  to the  Annuity  Date if the  annuity  option
     selected includes a life contingency;
|X|  a new  Annuitant  prior to the  Annuity  Date if the Annuity is owned by an
     entity; and
|X|  a change in Beneficiary if the Owner had  previously  made the  designation
     irrevocable.

Spousal Owners/Spousal Beneficiaries
If an Annuity is owned  jointly by spouses,  the death  benefit  will be payable
upon the death of the first spouse.  However, if the sole primary Beneficiary is
designated as one of the following:
[X]  "surviving spouse";
|X|  each spouse named individually upon the death of the other; or
|X|  a designation which we, in our sole discretion,  determine to be of similar
     intent; then

upon the death of either Owner,  the surviving spouse may elect to be treated as
the  Owner  and  continue  the  Annuity,  subject  to  its  existing  terms  and
conditions, instead of taking the Death Benefit.

MAY I RETURN THE ANNUITY IF I CHANGE MY MIND?
(The right to return the  Annuity is  referred  to as the  "free-look"  right or
"right to cancel.")

If after purchasing your Annuity you change your mind and decide that you do not
want it,  you may  return it to us within a  certain  period of time  known as a
free-look  period.  Depending on the state in which you purchased  your Annuity,
the  free-look  period  may be ten (10)  days,  twenty-one  (21) days or longer,
measured  from the time that you received your  Annuity.  If you free-look  your
Annuity, we will refund your current Account Value plus any tax charge deducted.
This amount may be higher or lower than your original Purchase Payment.  Certain
states  require that we return your current  Account Value or the amount of your
initial  Purchase  Payment,  whichever  is greater.  The same rule applies to an
Annuity  that is  purchased  as an IRA. In those states where we are required to
return the greater of your Purchase  Payment or Account Value,  we will allocate
your Account  Value to the AST Money  Market  Sub-account  during the  free-look
period and for a reasonable  additional  amount of time to allow for delivery of
your Annuity.  If you free-look your Annuity,  we will not return any additional
amounts we applied to your Annuity based on your Purchase Payments.

MAY I MAKE ADDITIONAL PURCHASE PAYMENTS?
The minimum  amount  that we accept as an  additional  Purchase  Payment is $100
unless you  participate in American  Skandia's  Systematic  Investment Plan or a
periodic  purchase  payment  program.  An  additional  Purchase  Payment will be
returned if we have not received  written  allocation  instructions.  Additional
Purchase Payments may be paid at any time before the Annuity Date as long as the
oldest Owner or Annuitant (if the Annuity is entity owned) is not over age 80.

MAY I MAKE SCHEDULED PAYMENTS DIRECTLY FROM MY BANK ACCOUNT?
You can make additional  Purchase  Payments to your Annuity by authorizing us to
deduct money  directly  from your bank account and applying it to your  Annuity.
This type of program is often called "bank drafting".  We call our bank drafting
program "American Skandia's Systematic  Investment Plan." Purchase Payments made
through bank drafting may only be allocated to the variable  investment options.
Bank drafting  allows you to invest in an Annuity with a lower initial  Purchase
Payment,  as long as you  authorize  payments  that will  equal at least  $1,000
during  the first 12 months  of your  Annuity.  We may  suspend  or cancel  bank
drafting  privileges if sufficient  funds are not available  from the applicable
financial institution on any date that a transaction is scheduled to occur.

MAY I MAKE PURCHASE PAYMENTS THROUGH A SALARY REDUCTION PROGRAM?
These types of programs are only available with certain types of plans.  If your
employer  sponsors  such a  program,  we may agree to accept  periodic  Purchase
Payments through a salary reduction  program as long as the allocations are made
only to variable  investment options and the periodic Purchase Payments received
in the first year total at least $1,000.

MANAGING YOUR ACCOUNT VALUE

HOW AND WHEN ARE PURCHASE PAYMENTS INVESTED?
(See "Valuing Your  Investment"  for a description  of our procedure for pricing
initial and subsequent Purchase Payments.)

Initial Purchase Payment:  Once we accept your  application,  we invest your net
Purchase  Payment in the  Annuity.  The net  Purchase  Payment  is your  initial
Purchase  Payment minus any tax charges that may apply.  On your  application we
ask you to provide us with  instructions  for allocating your Account Value. You
can allocate Account Value to one or more variable  investment  options or Fixed
Allocations.  In those  states  where we are  required to return  your  Purchase
Payment if you elect to  "free-look"  your  Annuity,  we initially  allocate all
amounts  that you choose to allocate to the variable  investment  options to the
AST  Money  Market  Sub-account.  At the end of the  "free-look"  period we will
reallocate  your  Account  Value  according  to  your  most  recent   allocation
instructions.  Where  permitted by law, we will allocate your Purchase  Payments
according to your initial  instructions,  without temporarily  allocating to the
AST Money Market Sub-account.  To do this, we will ask that you execute our form
called a "return waiver" that authorizes us to allocate your Purchase Payment to
your chosen Sub-accounts immediately. If you submit the "return waiver" and then
decide to return your Annuity during the free-look period, you will receive your
current  Account  Value  which may be more or less than  your  initial  Purchase
Payment (see "May I Return the Annuity if I Change my Mind?").

Subsequent Purchase Payments:  We will allocate any additional Purchase Payments
you  make  according  to  your  most  recent  allocation  instructions.  If  any
rebalancing,  asset  allocation  or market  timing  programs are in effect,  the
allocation  must  conform  with  such a  program.  We assume  that your  current
allocation  instructions  are valid for subsequent  Purchase  Payments until you
make a change to those  allocations or request new allocations when you submit a
new Purchase Payment.

HOW DO I RECEIVE CREDITS?
We  apply a  "Credit"  to your  Annuity's  Account  Value  each  time you make a
Purchase Payment.  The amount of the Credit is payable from our general account.
The amount of the Credit depends on the cumulative  amount of Purchase  Payments
you have made to your Annuity, payable as a percentage of each specific Purchase
Payment, according to the table below:

  -------------------------------------------------------- -------------------
   Cumulative Purchase Payments                                   Credit
  -------------------------------------------------------- -------------------
  -------------------------------------------------------- -------------------
   Between $1,000 and $9,999.99                                    1.5%
   Between $10,000 and $999,999.99                                 3.0%
   Between $1,000,000 and $4,999,999.99                            4.0%
   Greater than $5,000,000                                         5.0%
   -------------------------------------------------------- -------------------


HOW ARE CREDITS APPLIED TO MY ACCOUNT VALUE?
Each Credit is allocated to your Account Value at the time the Purchase  Payment
is applied to your Account  Value.  The amount of the Credit is allocated to the
investment  options  in the same  ratio as the  applicable  Purchase  Payment is
applied.

Examples of Applying Credits

Initial Purchase Payment
Assume you make an initial Purchase  Payment of $250,000.  We would apply a 3.0%
Credit to your Purchase  Payment and allocate the amount of the Credit ($7,500 =
$250,000 X .03) to your Account Value in the proportion  that your Account Value
is allocated.

Additional Purchase Payment (at same breakpoint)
Assume that you make an additional  Purchase  Payment of $500,000.  Because your
cumulative Purchase Payments are less than the next breakpoint ($1,000,000),  we
would apply a 3.0% Credit to your  Purchase  Payment and  allocate the amount of
the Credit ($15,000 = $500,000 X .03) to your Account Value.

Additional Purchase Payment (at higher breakpoint)
Assume that you make an additional  Purchase  Payment of $400,000.  Because your
cumulative   Purchase  Payments  are  now  $1,150,000  (greater  than  the  next
breakpoint),  we would apply a 4.0% Credit to your Purchase Payment and allocate
the amount of the Credit ($16,000 = $400,000 X .04) to your Account Value.

- --------------------------------------------------------------------------------
The amount of any Credits  applied to your  Account  Value can be  recovered  by
American Skandia under the following circumstances:
- --------------------------------------------------------------------------------
|X|  any Credits  payable on Purchase  Payments made within the 12 months before
     the date of death will be recovered.
|X|  the amount available under the  medically-related  surrender portion of the
     Annuity  will not  include  the amount of any  Credits  payable on Purchase
     Payments  made  within  12 months of the date the  Annuitant  first  became
     eligible for the medically-related surrender.
|X|  if you elect to "free-look"  your Annuity,  the amount returned to you will
     not include the amount of any Credits.

Examples of Recovering Credits
The  following  are  hypothetical  examples of how Credits could be recovered by
American Skandia. These examples do not cover every potential situation.

Recovery from payment of Death Benefits
1.   Assume  you  purchase  your  Annuity  with an initial  Purchase  Payment of
     $50,000.  You make an additional Purchase of $10,000 in the 6th month after
     the Issue Date. Both of the Purchase Payments received a 3.0% Credit, for a
     total of  $1,800.  If the Death  Benefit  becomes  payable in the 9th month
     after the Issue Date,  the amount of the Death  Benefit would be reduced by
     the entire amount of the prior Credits ($1,800).
2.   Assume  you  purchase  your  Annuity  with an initial  Purchase  Payment of
     $50,000.  You make an additional Purchase of $10,000 in the 6th month after
     the Issue Date. Both of the Purchase Payments received a 3.0% Credit, for a
     total of $1,800.  If death  occurs in the 16th month  after the Issue Date,
     the amount of the Death  Benefit would be reduced but only in the amount of
     those  Credits  applied  within the previous  12-months.  Since the initial
     Purchase  Payment (and the Credits that were  applied)  occurred  more than
     12-months  before the date of death, the Death Benefit would not be reduced
     by the amount of the  Credits  applied  to the  initial  Purchase  Payment.
     However,  the $10,000 additional Purchase Payment was made within 12-months
     of the date of death.  Therefore,  the amount of the Death Benefit would be
     reduced by the amount of the  Credits  payable on the  additional  Purchase
     Payment ($300).
3.   NOTE: If the Death Benefit would  otherwise have been equal to the Purchase
     Payments minus any withdrawals due to poor investment performance,  we will
     not reduce the amount of the Death  Benefit by the amount of the Credits as
     shown in Example 2 above.

Recovery from Medically-Related Surrenders
1.   Assume  you  purchase  your  Annuity  with an initial  Purchase  Payment of
     $50,000.  You receive a Credit of $1,500  ($50,000 X .03). The Annuitant is
     diagnosed  as  terminally  ill in the 6th month after the Issue Date and we
     grant your request to surrender  your Annuity  under the  medically-related
     surrender provision.  Assuming the Credits were applied within 12-months of
     the date of  diagnosis of the  terminal  illness,  the amount that would be
     payable under the medically-related surrender provision would be reduced by
     the entire amount of the Credits ($1,500).
2.   Assume  you  purchase  your  Annuity  with an initial  Purchase  Payment of
     $50,000.  You make an additional Purchase of $10,000 in the 6th month after
     the Issue Date. Both of the Purchase Payments received a 3.0% Credit, for a
     total of $1,800.  The Annuitant is diagnosed as terminally  ill in the 16th
     month  after the Issue Date and we grant your  request  to  surrender  your
     Annuity under the medically-related  surrender provision. Since the initial
     Purchase  Payment (and the Credits that were  applied)  occurred  more than
     12-months  before the diagnosis,  the amount that would be payable upon the
     medically-related surrender provision would not be reduced by the amount of
     the Credits applied to the initial Purchase Payment.  However,  the $10,000
     additional  Purchase  Payment  was  made  within  12-months  of the date of
     diagnosis.  Therefore,  the amount of the Death Benefit would be reduced by
     the  amount of the  Credits  payable  on the  additional  Purchase  Payment
     ($300).

Credits applied to estimated Purchase Payments
Under certain  circumstances,  we may determine the amount of Credits payable on
two or more separate Purchase Payments based on the Credit percentage that would
have applied had all such Purchase  Payments been made at the same time. To make
use of this  procedure,  often  referred  to as a "letter of  intent",  you must
provide evidence of your intention to submit the cumulative  additional Purchase
Payments  within a 13-month  period.  A letter of intent  must be provided to us
prior to the Issue Date to be effective.  Acceptance of a letter of intent is at
our sole discretion and may be subject to restrictions as to the minimum initial
Purchase Payment that must be submitted to receive the next higher breakpoint.

Failure  to inform us that you intend to submit  two or more  Purchase  Payments
within a 13-month period may result in your Annuity receiving fewer Credits than
would otherwise be added to your Annuity.

If you submit a letter of intent and receive  Credits on Purchase  Payments at a
higher Credit  percentage than would have applied BUT do not submit the required
Purchase  Payments  during the  13-month  period as  required  by your letter of
intent,  we may recover the "excess"  Credits.  "Excess"  Credits are Credits in
excess of the Credits that would have been payable without the letter of intent.
If we determine that you have received "excess"  Credits,  any such amounts will
be taken pro-rata from the investment options based on your Account Values as of
the date we act to recover the  excess.  If the amount of the  recovery  exceeds
your then current  Surrender Value, we will recover all remaining  Account Value
and terminate your Annuity.

General Information about Credits
|X|  We do not consider  Credits to be  "investment  in the contract" for income
     tax purposes.
|X|  You may not  withdraw the amount of any Credits  under the Free  Withdrawal
     provision without  assessment of the contingent  deferred sales charge (see
     "Can I make withdrawal from my Annuity without a CDSC?").
|X|  These  Credits are  separate and  distinct  from the Target  Value  Credits
     discussed below in the section  entitled  "American  Skandia's  Performance
     Advantage."

ARE THERE RESTRICTIONS OR CHARGES ON TRANSFERS BETWEEN INVESTMENT OPTIONS?
During the accumulation period you may transfer Account Value between investment
options. Transfers are not subject to taxation. We currently limit the number of
Sub-accounts  you can  invest in at any one time to ten (10).  However,  you can
invest in an unlimited number of Fixed Allocations.  We may require a minimum of
$500 in each  Sub-account  you  allocate  Account  Value  to at the  time of any
allocation  or  transfer.  If you  request a  transfer  and,  as a result of the
transfer, there would be less than $500 in the Sub-account,  we may transfer the
remaining  Account  Value in the  Sub-account  pro rata to the other  investment
options to which you transferred.

We will charge $10.00 for each transfer after the twelfth (12th) in each Annuity
Year, including transfers made as part of any rebalancing,  market timing, asset
allocation or similar program which you have authorized.  Transfers made as part
of a dollar cost averaging  program do not count toward the twelve free transfer
limit. Renewals or transfers of Account Value from a Fixed Allocation at the end
of its Guarantee Period are not subject to the transfer charge.

We reserve the right to limit the number of  transfers  in any Annuity  Year for
all  existing  or new Owners.  We also  reserve the right to limit the number of
transfers in any Annuity Year or to refuse any transfer  request for an Owner or
certain Owners if: (a) we believe that excessive  trading or a specific transfer
request or group of  transfer  requests  may have a  detrimental  effect on Unit
Values or the share prices of the  Portfolios;  or (b) we are informed by one or
more of the  Portfolios  that the  purchase  or  redemption  of  shares  must be
restricted  because of  excessive  trading or a  specific  transfer  or group of
transfers is deemed to have a detrimental effect on the share prices of affected
Portfolios. Without limiting the above, the most likely scenario where either of
the above  could  occur  would be if the  aggregate  amount of a trade or trades
represented  a relatively  large  proportion of the total assets of a particular
Portfolio. Under such a circumstance, we will process transfers according to our
rules then in effect and provide notice if the transfer request was denied. If a
transfer request is denied, a new transfer request may be required.

DO YOU OFFER DOLLAR COST AVERAGING?
Yes. We offer Dollar Cost Averaging during the accumulation period.  Dollar Cost
Averaging  allows you to  systematically  transfer an amount each month from one
investment  option to one or more other  investment  options.  You can choose to
transfer earnings only, principal plus earnings or a flat dollar amount.  Dollar
Cost  Averaging  allows you to invest  regularly  each month,  regardless of the
current unit value (or price) of the  Sub-account(s) you invest in. This enables
you to purchase more units when the market price is low and fewer units when the
market  price is high.  This may  result in a lower  average  cost of units over
time. However, there is no guarantee that Dollar Cost Averaging will result in a
profit or protect against a loss in a declining market.

You must have a minimum  Account Value of at least $10,000 to enroll in a Dollar
Cost Averaging program.

You  can  Dollar  Cost  Average  from  variable   investment  options  or  Fixed
Allocations. Dollar Cost Averaging from Fixed Allocations is subject to a number
of rules that include, but are not limited to the following:
|X|  You may only use Fixed  Allocations  with  Guarantee  Periods  of 1, 2 or 3
     years.
|X|  You may only Dollar Cost Average  earnings or principal plus  earnings.  If
     transferring  principal plus earnings, the program must be designed to last
     the entire Guarantee Period for the Fixed Allocation.
|X|  Dollar Cost Averaging transfers from Fixed Allocations are not subject to a
     Market Value Adjustment.

We may credit additional  amounts to your Account Value if you allocate Purchase
Payments to Fixed  Allocations as part of a dollar cost averaging  program.  Any
such offer is at our sole discretion and may be cancelled at any point. Specific
rules may also apply including a change to the MVA formula. For more information
see "Additional Amounts in the Fixed Allocation."

DO YOU OFFER ANY AUTOMATIC REBALANCING PROGRAMS?
Yes. During the accumulation  period,  we offer automatic  rebalancing among the
variable  investment  options  you choose.  You can choose to have your  Account
Value rebalanced quarterly, semi-annually, or annually. On the appropriate date,
your variable  investment  options are rebalanced to the allocation  percentages
you request.  For example,  over time the performance of the variable investment
options  will  differ,  causing  your  percentage  allocations  to  shift.  With
automatic   rebalancing,   we   transfer   the   appropriate   amount  from  the
"overweighted"  Sub-accounts to the "underweighted"  Sub-accounts to return your
allocations to the  percentages  you request.  If you request a transfer from or
into any variable investment option  participating in the automatic  rebalancing
program, we will assume that you wish to change your rebalancing  percentages as
well, and will  automatically  adjust the rebalancing  percentages in accordance
with the transfer unless we receive alternate instructions from you.

You must have a minimum Account Value of at least $10,000 to enroll in automatic
rebalancing.  All  rebalancing  transfers  made  on the  same  day as part of an
automatic  rebalancing  program are considered as one transfer when counting the
number of transfers each year toward the maximum of 12 free transfers.

DO YOU OFFER A PROGRAM TO BALANCE FIXED AND VARIABLE INVESTMENTS?
Some investors wish to invest in the variable  investment  options but also wish
to protect a portion of their  investment from market  fluctuations.  We offer a
balanced  investment  program  where a  portion  of  your  Purchase  Payment  is
allocated to a Fixed  Allocation for a Guarantee  Period that you select and the
remaining Account Value is allocated to the variable investment options that you
select.  The amount that we allocate to the Fixed  Allocation is the amount (not
including  any  additional  amounts  we applied  to your  Annuity  based on your
Purchase Payments) that will grow to a specific  "principal amount" such as your
initial  Purchase  Payment.  We determine  the amount based on the rates then in
effect for the Guarantee  Period you choose.  If no amounts are  transferred  or
withdrawn from the Fixed Allocation, at the end of the Guarantee Period, it will
have grown to equal the "principal amount". The remaining Account Value that was
not  allocated  to  the  Fixed  Allocation  can  be  allocated  to  any  of  the
Sub-accounts that you choose. Account Value allocated to the variable investment
options is subject to market fluctuations and may increase or decrease in value.

Example
Assume you have  $100,000  to invest.  You choose to  allocate a portion of your
Account Value to a Fixed Allocation with a 10-year  Guarantee  Period.  The rate
for the 10-year Guarantee Period is 4.24%*. Based on the chosen Guarantee Period
and interest rate, the factor for determining how much of your Account Value can
be allocated to the Fixed  Allocation is 0.660170.  That means that $66,017 will
be allocated to the Fixed  Allocation and the remaining  Account Value ($33,983)
will be allocated to the variable investment  options.  Assuming that you do not
make any withdrawals from the Fixed Allocation,  it will grow to $100,000 at the
end of the  Guarantee  Period.  Of  course we  cannot  predict  the value of the
remaining Account Value that was allocated to the variable investment options.

* The rate in this example is hypothetical  and may not reflect the current rate
for Guarantee Periods of this duration.  The hypothetical values in this example
do not include the amount of any Credits or Target Value Credits that may apply.

We may credit  additional  amounts to Fixed Allocations if you allocate Purchase
Payments in accordance with the balanced  investment  program we offer. Any such
offer is at our sole  discretion  and may be  cancelled  at any point.  Specific
rules  may  also  apply,  including  a  change  to the  MVA  formula.  For  more
information see "Additional Amounts in the Fixed Allocations."

MAY I AUTHORIZE MY FINANCIAL REPRESENTATIVE TO MANAGE MY ACCOUNT?
You may authorize your financial  representative  to decide on the allocation of
your  Account  Value  and to  make  financial  transactions  between  investment
options,  subject  to  our  rules.  However,  we can  suspend  or  cancel  these
privileges  at any  time.  We will  notify  you if we do.  We may  restrict  the
available investment options if you authorize a financial representative to make
transfers  for  you.  We do this so that  no  financial  representative  is in a
position to control  transfers of large  amounts of money for  multiple  clients
into or out of any of the  underlying  portfolios  that have  expressed  concern
about movement of a large proportion of a portfolio's assets.

We may also  establish  different  "cut-off  times" by which we must receive all
financial  transactions for certain underlying portfolios.  Currently,  only the
three  portfolios of the Rydex Variable  Trust are subject to this  restriction.
Financial  transactions  involving a Rydex Sub-account must be received by us no
later than 3:00 p.m. Eastern time to be processed on the current  Valuation Day.
If you request a  transaction  involving  the purchase or redemption of Units in
one of the Rydex  Sub-accounts  after 3:00 p.m.  Eastern time, we will deem your
request as received by us on the next Valuation Day.

We or an  affiliate  of ours may  provide  administrative  support to  financial
representatives   who  make   transfers   on  your   behalf.   These   financial
representatives  may be  firms  or  persons  who  also  are  appointed  by us as
authorized sellers of the Annuity. However, we do not offer you advice about how
to allocate your Account  Value under any  circumstance.  Any financial  firm or
representative you engage to provide advice and/or make transfers for you is not
acting  on our  behalf.  We are not  responsible  for any  recommendations  such
financial  representatives  make, any market timing or asset allocation programs
they choose to follow or any specific transfers they make on your behalf.

HOW DO THE FIXED INVESTMENT OPTIONS WORK?
(Fixed  Allocations  may not be available in all states and may not be available
in certain durations.)

Fixed Allocations  currently are offered with Guarantee Periods of 1, 2, 3, 5, 7
and 10  years.  We  credit  the  fixed  interest  rate to the  Fixed  Allocation
throughout a set period of time called a "Guarantee  Period." The interest  rate
credited to a Fixed  Allocation is the rate in effect when the Guarantee  Period
begins  and does not  change  during  the  Guarantee  Period.  The  rates are an
effective  annual rate of  interest.  We determine  the  interest  rates for the
various Guarantee Periods. At the time that we confirm your Fixed Allocation, we
will  advise  you of the  interest  rate in  effect  and  the  date  your  Fixed
Allocation  matures.  We may change the rates we credit new Fixed Allocations at
any time. To inquire as to the current rates for Fixed Allocations,  please call
1-800-766-4530.

A Guarantee Period for a Fixed Allocation begins:
|X|  when all or part of a net Purchase  Payment is allocated to that particular
     Guarantee Period;
|X|  upon transfer of any of your Account Value to a Fixed  Allocation  for that
     particular Guarantee Period; or
|X|  when a Guarantee Period  attributable to a Fixed Allocation  "renews" after
     its Maturity Date.

To the extent  permitted by law, we may  increase  interest  rates  offered to a
class of Owners who choose to participate in various services we make available.
This may  include,  but is not limited  to,  Owners who elect to use dollar cost
averaging from Fixed  Allocations (see "Do You Offer Dollar Cost Averaging?") or
the balanced  investment  program (see "Do You Offer a Program to Balance  Fixed
and Variable Investments?"). Any such program is at our sole discretion.

HOW DO YOU DETERMINE RATES FOR FIXED ALLOCATIONS?
We do not have a specific  formula for  determining the fixed interest rates for
Fixed  Allocations.  Generally the interest rates we offer for Fixed Allocations
will reflect the  investment  returns  available on the types of  investments we
make to support our fixed rate  guarantees.  These  investment types may include
cash,  debt  securities  guaranteed  by the  United  States  government  and its
agencies  and  instrumentalities,   money  market  instruments,  corporate  debt
obligations of different durations, private placements, asset-backed obligations
and municipal  bonds. In determining  rates we also consider factors such as the
length of the  Guarantee  Period for the Fixed  Allocation,  regulatory  and tax
requirements,  liquidity  of the  markets for the type of  investments  we make,
commissions,  administrative  and investment  expenses,  our insurance  risks in
relation to the Fixed Allocations, general economic trends and competition.

We will credit  interest on a new Fixed  Allocation in an existing  Annuity at a
rate not less than the rate we are then crediting to Fixed  Allocations  for the
same Guarantee Period selected by new Annuity purchasers in the same class.

HOW DOES THE MARKET VALUE ADJUSTMENT WORK?
If you transfer or withdraw Account Value from a Fixed Allocation before the end
of its Guarantee  Period, we will adjust the value of your investment based on a
formula,  called  a  "Market  Value  Adjustment"  or  "MVA".  The  Market  Value
Adjustment formula compares the interest rates credited for Fixed Allocations at
the time you invested, to interest rates being credited when you make a transfer
or withdrawal.  The amount of any Market Value Adjustment can be either positive
or negative,  depending on the rates that are currently  being credited on Fixed
Allocations.

MVA Formula
The MVA formula is applied  separately to each Fixed Allocation.  The formula is
as follows:

                           [(1+I) / (1+J+0.0010)]N/12

                                     where:

                  I is the fixed  interest  rate we  guaranteed to credit to the
                  Fixed Allocation as of its starting date;

                  J is the fixed  interest  rate for your class of  annuities at
                  the time of the withdrawal for a new Fixed  Allocation  with a
                  Guarantee  Period  equal to the  remaining  number of years in
                  your original Guarantee Period;

                  N is the number of months remaining in the original  Guarantee
                  Period.

If you surrender your Annuity under the "free-look"  provision,  the MVA formula
is [(1 + I)/(1 + J)]N/12.

If the  transfer  or  withdrawal  does  not  occur  on  the  yearly  or  monthly
anniversary  of the beginning of the Fixed  Allocation,  the numbers used in `J'
and `N' will be rounded to the next highest integer.

MVA Examples
The following  hypothetical  examples show the effect of the MVA in  determining
Account  Value.  Assume the  following: 
|X|  You allocate  $50,000 into a Fixed  Allocation with a Guarantee Period of 5
     years.
|X|  The interest rate for your Fixed Allocation is 5.0% (I = 5.0%).
|X|  You make no  withdrawals  or  transfers  until you decided to withdraw  the
     entire Fixed Allocation after exactly three (3) years,  therefore 24 months
     remain before the Maturity Date (N = 24).

Example of Positive MVA
Assume that at the time you request the withdrawal,  the fixed interest rate for
a new Fixed  Allocation with a Guarantee Period of 24 months is 3.5% (J = 3.5%).
Based on these assumptions, the MVA would be calculated as follows:

        MVA Factor = [(1+I)/(I+J+0.0010)]N/12 = [1.05/1.036]2 = 1.027210
                            Interim Value = $57881.25
       Account Value after MVA = Interim Value X MVA Factor = $59,456.20.

Example of Negative MVA
Assume that at the time you request the withdrawal,  the fixed interest rate for
a new Fixed  Allocation with a Guarantee Period of 24 months is 6.0% (J = 6.0%).
Based on these assumptions, the MVA would be calculated as follows:

        MVA Factor = [(1+I)/(1+J+0.0010)]N/12 = [1.05/1.061)]2 = 0.979372
                            Interim Value = $57881.25
       Account Value after MVA = Interim Value X MVA Factor = $56,687.28.

WHAT HAPPENS WHEN MY GUARANTEE PERIOD MATURES?
The  "Maturity  Date" for a Fixed  Allocation  is the last day of the  Guarantee
Period. On the Maturity Date, you may choose to renew the Fixed Allocation for a
new Guarantee  Period of the same or different length or you may transfer all or
part of that Fixed Allocation's  Account Value to another Fixed Allocation or to
one or more Sub-accounts.  If you do not specify how you want a Fixed Allocation
to be allocated on its Maturity Date, it will be renewed for a Fixed  Allocation
of the same  duration if then  available.  We will notify you 60 days before the
end of the Guarantee Period about the fixed interest rates that we are currently
crediting  to all Fixed  Allocations  that are being  offered.  The rates  being
credited to Fixed  Allocations  may change before the Maturity Date. We will not
charge a MVA if you choose to renew a Fixed  Allocation  on its Maturity Date or
transfer the Account Value to one or more variable investment options.

ADDITIONAL AMOUNTS IN THE FIXED ALLOCATIONS
If you  allocate  Account  Value to the Fixed  Allocations  and  participate  in
certain  programs we offer to help you to manage your  Annuity's  Account Value,
under  certain  circumstances  we may apply  Additional  Amounts to your Account
Value allocated to the Fixed  Allocation.  Additional  Amounts may be offered at
any time at our sole discretion.  When offered,  Additional Amounts are provided
from our general account.

Any program to provide  Additional  Amounts to Fixed  Allocations are subject to
the following rules:
|X|  Additional  Amounts  are only  offered  if you  participate  in a  balanced
     investment  program  (see "Do you  offer a  program  to  balance  fixed and
     variable investment options?") or dollar cost averaging (see " Do you offer
     Dollar Cost Averaging?").
|X|  Additional  Amounts are only  available on initial or  additional  Purchase
     Payments.  Account Value  transferred to a Fixed  Allocation for use in the
     applicable  programs will not receive the  Additional  Amounts.  Additional
     Amounts  are not  available  on an  Annuity  that is  issued  following  an
     exchange of another annuity issued by us.
|X|  You may not  withdraw  any  Additional  Amounts  under the Free  Withdrawal
     provision without  assessment of the contingent  deferred sales charge (see
     "Can I make withdrawals from my Annuity without a CDSC?).
|X|  If Additional Amounts are applied to a Fixed Allocation, the MVA formula is
     revised as follows:

                           [(1+I) / (1+J+0.0020)]N/12

         Please refer to the section of the  Prospectus  entitled  "How does the
         Market Value Adjustment Work?" for a discussion of the MVA formula.
|X|  We do not consider  Additional  Amounts as "investment in the contract" for
     income tax purposes.
|X|  We may require that you allocate Account Value to a Fixed Allocation with a
     Guarantee Period of certain duration (i.e. 10 years).
|X|  Specific  rules apply in relation to the duration of the  Guarantee  Period
     you must choose to be eligible to receive any Additional  Amounts,  and the
     date on which we allocate any  Additional  Amounts to the Fixed  Allocation
     and begin crediting interest on the Additional Amount.

AMERICAN SKANDIA'S PERFORMANCE ADVANTAGE

- --------------------------------------------------------------------------------
This benefit is being offered as of May 15, 1999 in those jurisdictions where we
have received  regulatory  approvals.  Certain terms and  conditions  may differ
between jurisdictions once approved.
- --------------------------------------------------------------------------------


Do you provide any guarantees on my investment?
The Annuity provides variable  investment options and fixed investment  options.
Only  the  fixed  investment   options  provide  a  guaranteed  return  on  your
investment,  subject to certain  terms and  conditions.  However,  your  Annuity
includes a feature at no additional cost that provides  certain benefits if your
Account  Value  has not  reached  or  exceeded  a  "target  value"  on its  10th
anniversary.  If, on the 10th  anniversary  of your Annuity's  Issue Date,  your
Account Value has not reached the target value (as defined below) you can choose
either of the following benefits:

|X|  You may continue your Annuity without  electing to receive Annuity payments
     and receive an annual  credit to your Account Value payable until you begin
     receiving Annuity payments.  The credit is equal to 0.25% of the average of
     your  Annuity's  Account  Value for the preceding  four  complete  calendar
     quarters.  This credit is applied to your investment options pro-rata based
     on the allocation of your then current Account Value.

|X|  You may begin  receiving  Annuity  payments  within  one year and  accept a
     one-time  credit  to your  Annuity  equal to 10% of the net of the  Account
     Value  on the 10th  anniversary  of its  Issue  Date  minus  the sum of all
     Purchase Payments allocated in the prior five years. The annuity option you
     select must initially guarantee payments for not less than seven years.

Following the 10th  anniversary of your Annuity's Issue Date, we will inform you
if your Account  Value did not meet or exceed the Target  Value.  We will assume
that you have elected to receive the annual credit to your Account Value unless,
not less than 30 days prior to the next  anniversary of the Annuity,  we receive
at our home office your election to begin receiving Annuity payments.

Certain  provisions  of this benefit and of the Target Value  Credits  described
below  may  differ  if  you  purchase  your  Annuity  as  part  of an  exchange,
replacement or transfer, in whole or in part, from any other Annuity we issue.

What is the "Target Value" and how is it calculated?
The Target Value is a tool used to  determine  whether you are eligible to elect
either of the  benefits  described  above.  The Target Value does not impact the
Account  Value  available  if you  surrender  your  Annuity  or  make a  partial
withdrawal   and  does  not  impact  the  Death   Benefit   available   to  your
Beneficiary(ies).  The  Target  Value  assumes  a rate of  return  over ten (10)
Annuity  Years  that will  allow  your  initial  investment  to double in value,
adjusted for any withdrawals and/or additional Purchase Payments you make during
the 10 year period. We calculate the "Target Value" as follows:

1.   Accumulate the initial  Purchase Payment at an annual interest rate of 7.2%
     until the 10th anniversary of the Annuity's Issue Date; plus
               
2.   Accumulate any additional  Purchase  Payments at an annual interest rate of
     7.2% from the date  applied  until the 10th  anniversary  of the  Annuity's
     Issue Date; minus
                                              
3.   Each "proportional  reduction" resulting from any withdrawal,  accumulating
     at an  annual  interest  rate of 7.2%  from  the  date  the  withdrawal  is
     processed  until the 10th  anniversary  of the  Annuity's  Issue  Date.  We
     determine each  "proportional  reduction" by determining  the percentage of
     your  Account  Value then  withdrawn  and reducing the Target Value by that
     same  percentage.  We include any  withdrawals  under your  Annuity in this
     calculation,  as well as the charge we deduct for any optional benefits you
     elect  under the  Annuity,  but not the  charge we  deduct  for the  Annual
     Maintenance Fee or the Transfer Fee.

Examples
1.   Assume you make an initial  Purchase Payment of $10,000 and make no further
     Purchase  Payments.  The  Target  Value  on the  10th  anniversary  of your
     Annuity's  Issue Date would be $20,042,  assuming no withdrawals  are made.
     This is equal to  $10,000  accumulating  at an annual  rate of 7.2% for the
     10-year period.

2.   Assume you make an initial  Purchase Payment of $10,000 and make no further
     Purchase  Payments.  Assume  at the end of Year 6, your  Account  Value has
     increased to $15,000 and you make a withdrawal of 10% or $1,500. The Target
     Value on the 10th  anniversary  would be $18,722.  This is equal to $10,000
     accumulating  at an annual rate of 7.2% for the 10-year  period,  minus the
     proportional reduction accumulating at an annual interest rate of 7.2%.

Can I restart the 10-year Target Value calculation?
Yes,  you can elect to lock in the growth in your  Annuity by  "restarting"  the
10-year period on any anniversary of the Issue Date. If you elect to restart the
calculation  period,  we will treat your Account Value on the restart date as if
it was your Purchase  Payment when  determining if your Annuity's  Account Value
meets or exceeds the Target Value on the appropriate  tenth (10th)  anniversary.
You may elect to restart the  calculation  more than once,  in which  case,  the
10-year  calculation  period will begin on the date of the last restart date. We
must receive  your  election to restart the  calculation  at our home office not
later than 30 days after each anniversary of the Issue Date.

What are Target Value Credits?
Target Value Credits are additional  amounts that we apply to your Account Value
to  increase  the  likelihood  that your  Account  Value will meet or exceed the
Target Value.  Target Value Credits are payable on all Purchase Payments applied
before the first  anniversary  of the Issue Date of your  Annuity.  Target Value
Credits are separate and  distinct  from other  Credits we apply to all Purchase
Payments.

The  amount  of the  Target  Value  Credit  is equal to 1.0% of each  qualifying
Purchase Payment.  Target Value Credits are only payable on qualifying  Purchase
Payments if the  Owner(s) of the Annuity  is(are)  less than age 81 on its Issue
Date. If the Annuity is owned by an entity,  the age restriction  applies to the
age of the Annuitant on the Issue Date.  The Target Value Credit is payable from
our general account and is allocated to the investment options in the same ratio
that the qualifying Purchase Payment is allocated.

Target Value  Credits will not be available if you purchase your Annuity as part
of an exchange,  replacement or transfer,  in whole or in part, of an Annuity we
issued that has the same or a similar benefit.

Recovery of Target Value Credits
We can  recover  the  amount of any  Target  Value  Credit  under the  following
circumstances:
1.   If you surrender your Annuity before the 10th anniversary of the Issue Date
     of the Annuity.
2.   If  you  elect  to  begin  receiving  Annuity  payments  before  the  first
     anniversary of the Issue Date.
3.   If a  person  on  whose  life  we  pay  the  Death  Benefit  dies,  or if a
     "contingency event" occurs which triggers a medically-related surrender
         (a) within 12 months after the date a Target Value Credit was allocated
         to your Account Value; or
         (b) within 10 years after the date a Target Value Credit was  allocated
         to your  Account  Value if any owner was over age 70 on the Issue Date,
         or, if the Annuity was then owned by an entity,  the Annuitant was over
         age 70 on the Issue Date.

ACCESS TO ACCOUNT VALUE

WHAT TYPES OF DISTRIBUTIONS ARE AVAILABLE TO ME?
During the accumulation  phase you can access your Account Value through Partial
Withdrawals,  Systematic  Withdrawals,  and  where  required  for tax  purposes,
Minimum  Distributions.  You can also surrender your Annuity at any time. We may
deduct a portion of the Account Value being  withdrawn or  surrendered as a CDSC
and we may also  apply a  Market  Value  Adjustment  to any  Fixed  Allocations.
Certain  amounts may be  available to you each Annuity Year that are not subject
to a CDSC.  These are called  "Free  Withdrawals."  In addition,  under  certain
circumstances,  we may waive the CDSC for surrenders made for qualified  medical
reasons or for withdrawals  made to satisfy Minimum  Distribution  requirements.
Unless you notify us  differently,  withdrawals  are taken pro-rata based on the
Account Value in the investment  options at the time we receive your  withdrawal
request. Each of these types of distributions is described more fully below.

ARE THERE TAX IMPLICATIONS FOR DISTRIBUTIONS?
(For more information, see "Tax Considerations")

During the Accumulation Period
A distribution  during the accumulation  period is deemed to come first from any
"gain" in your  Annuity  and  second as a return  of your "tax  basis",  if any.
Distributions  from your  Annuity  are  generally  subject  to  ordinary  income
taxation on the amount of any investment gain. If you take a distribution  prior
to the taxpayer's age 59 1/2, you may be subject to a 10% penalty in addition to
ordinary  income taxes on any gain. You may wish to consult a  professional  tax
advisor for advice before requesting a distribution.

During the Annuitization Period
During the  annuitization  period, a portion of each annuity payment is taxed as
ordinary  income at the tax rate you are  subject to at the time you receive the
payment.  The Code and  regulations  have  "exclusionary  rules"  that we use to
determine what portion of each annuity  payment should be treated as a return of
any tax basis you have in the  Annuity.  Once the tax basis in the  Annuity  has
been distributed, the remaining annuity payments are taxable as ordinary income.
The tax basis in the Annuity may be based on the tax-basis from a prior contract
in the case of a 1035 exchange or other qualifying transfer.

CAN I WITHDRAW A PORTION OF MY ANNUITY?
Yes, you can make a withdrawal  during the  accumulation  phase.  We call this a
"Partial  Withdrawal."  The  amount  that you may  withdraw  will  depend on the
Annuity's Surrender Value. After any Partial Withdrawal,  your Annuity must have
a Surrender  Value of at least  $1,000,  or we may treat the Partial  Withdrawal
request  as a request to fully  surrender  your  Annuity.  The  minimum  Partial
Withdrawal you may request is $100.

IS THERE A CHARGE FOR A PARTIAL WITHDRAWAL?
A CDSC may be assessed against a Partial Withdrawal.  Whether a CDSC applies and
the amount to be charged depends on whether the Partial  Withdrawal  exceeds any
Free Withdrawal  amount and, if so, the length of time that the Purchase Payment
being withdrawn has been invested in the Annuity.

If you request a Partial Withdrawal:
1.   we determine if the amount you requested is available as a Free  Withdrawal
     (in which case it would not be subject to a CDSC);

Then if the amount requested exceeds the available Free Withdrawal amount:
2.   we withdraw the amount from  Purchase  Payments that have been invested for
     longer than the CDSC period (with your Annuity, eight (8) years), if any;

Then if the amount requested exceeds that amount:
3.   we withdraw the remaining amount from the Purchase  Payments that are still
     subject  to a CDSC.  We  withdraw  the  amount  from the  "oldest"  of your
     Purchase  Payments,  which will result in the lowest CDSC being  applied to
     the amount withdrawn.

Then if the amount requested exceeds Purchase Payments still subject to a CDSC:
4.   we withdraw the remaining amount from other surrender value due to Credits,
     Target Value Credits and any Additional Amounts in the Fixed Allocations.

CAN I MAKE WITHDRAWALS FROM MY ANNUITY WITHOUT A CDSC?

Yes. During the accumulation  phase you may withdraw a limited amount of Account
Value  each  Annuity  Year from which we do not  deduct a CDSC.  This  amount is
called the "Free  Withdrawal"  amount.  Free  Withdrawals  are available to meet
liquidity  needs. The amount of any Free Withdrawal is not available at the time
an Annuity is  surrendered.  NOTE:  Withdrawals of any type made prior to age 59
1/2 may be subject to a 10% tax penalty.

HOW MUCH CAN I WITHDRAW AS A FREE WITHDRAWAL?
The maximum Free Withdrawal amount during any Annuity Year is the greater of:
|X|      the "Growth" in the Annuity; or
|X|  10% of Purchase Payments that, as of the date of the withdrawal,  have been
     invested  for less  than the CDSC  period  (with  your  Annuity,  eight (8)
     years). The 10% amount is not cumulative.

"Growth" equals the current  Account Value less all Purchase  Payments that have
been  invested  for  less  than  the CDSC  period  and have not been  previously
withdrawn.  "Growth" does not include any additional  amounts we applied to your
Annuity  based  on your  Purchase  Payments  (see  "How Do I  Receive  Credits",
"Additional  Amounts  in the  Fixed  Allocations"  and "What  Are  Target  Value
Credits").

NOTE:  Free  withdrawals  do not reduce the amount of any CDSC that would  apply
upon a partial withdrawal or subsequent  surrender.  The minimum Free Withdrawal
you may request is $100.

We may reduce or eliminate  the amount  available as a Free  Withdrawal  if your
Annuity is used in  connection  with  certain  plans that  receive  special  tax
treatment under the Code. As of the date of this Prospectus, the Free Withdrawal
privilege has been  eliminated for Annuities  purchased as funding  vehicles for
retirement plans under Section 401 or 403(b) of the Code.

Examples
Assume you make an initial  Purchase  Payment of $10,000 and make no  additional
Purchase  Payments.  Assume that in Annuity  Year 2, due to positive  investment
performance,  your Account Value is $12,500.  The maximum Free Withdrawal amount
would be the greater of Growth (Account Value minus Purchase  Payments = $2,500)
or 10% of Purchase Payments ($1,000).  Your maximum Free Withdrawal amount would
therefore be $2,500.

Further  assume that in your third  Annuity Year,  you choose to surrender  your
Annuity.  Assume that after taking your $2,500 Free  Withdrawal  in Year 2, your
Account Value has increased to $11,000 due to positive  investment  performance.
Upon surrender,  we will deduct a CDSC of 8.5% based on the number of years that
your  Purchase  Payment  has been  invested  times the  amount of your  Purchase
Payment that has not been  previously  withdrawn  (8.5% of $10,000 = $850).  The
amount of the previous Free Withdrawal was not subject to a CDSC when withdrawn.
Therefore,  upon surrender, the amount of the entire Purchase Payment is subject
to the CDSC.
You would receive $10,150 minus the Annual  Maintenance Fee and any Target Value
Credits.

These examples do not reflect the effect of any Credits or Target Value Credits.
These amounts are not available as a free withdrawal.

When we  determine  if a CDSC  applies to  Partial  Withdrawals  and  Systematic
Withdrawals,  we will first  determine  what, if any,  amounts qualify as a Free
Withdrawal.  Those  amounts are not subject to the CDSC.  Partial  Withdrawal or
Systematic Withdrawal of amounts greater than the maximum Free Withdrawal amount
will be subject to a CDSC.

CAN I MAKE PERIODIC WITHDRAWALS FROM THE ANNUITY DURING THE ACCUMULATION PERIOD?
Yes.  We  call  these  "Systematic  Withdrawals."  You  can  receive  Systematic
Withdrawals of earnings  only,  principal plus earnings or a flat dollar amount.
Systematic  Withdrawals  may be subject to a CDSC. We will  determine  whether a
CDSC  applies  and  the  amount  in the  same  way  as we  would  for a  Partial
Withdrawal.

Systematic  Withdrawals can be made from Account Value allocated to the variable
investment options or Fixed Allocations.  Generally, Systematic Withdrawals from
Fixed  Allocations  are  limited  to  earnings  accrued  after  the  program  of
Systematic  Withdrawals  begins, or payments of fixed dollar amounts that do not
exceed  such  earnings.  Systematic  Withdrawals  are  available  on a  monthly,
quarterly, semi-annual or annual basis. The Surrender Value of your Annuity must
be at least  $20,000  before we will allow you to begin a program of  Systematic
Withdrawals.

The minimum  amount for each  Systematic  Withdrawal  is $100.  If any scheduled
Systematic  Withdrawal is for less than $100, we may postpone the withdrawal and
add the  expected  amount  to the  amount  that is to be  withdrawn  on the next
scheduled Systematic Withdrawal.

DO YOU OFFER A PROGRAM  FOR  WITHDRAWALS  UNDER  SECTION  72(t) OF THE  INTERNAL
REVENUE CODE?
Yes. If your Annuity is used as a funding vehicle for certain  retirement  plans
that receive  special tax treatment  under  Sections  401,  403(b) or 408 of the
Code,  Section 72(t) of the Code may provide an exception to the 10% penalty tax
on distributions made prior to age 59 1/2 if you elect to receive  distributions
as a series of "substantially equal periodic payments".  Distributions  received
under  this  provision  in any  Annuity  Year that  exceed  the  maximum  amount
available as a free  withdrawal  will be subject to a CDSC. To request a program
that  complies  with Section  72(t),  you must provide us with certain  required
information in writing on a form acceptable to us. We may require advance notice
to allow us to calculate the amount of 72(t) withdrawals. The Surrender Value of
your  Annuity  must be at least  $20,000  before  we will  allow  you to begin a
program for withdrawals under Section 72(t).
The minimum amount for any such withdrawal is $100.

WHAT ARE  MINIMUM  DISTRIBUTIONS  AND WHEN WOULD I NEED TO MAKE THEM?  (See "Tax
Considerations" for a further discussion of Minimum Distributions.)

Minimum  Distributions  are a type of  Systematic  Withdrawal  we  allow to meet
distribution  requirements  under Sections 401, 403(b) or 408 of the Code. Under
the Code,  you may be required to begin  receiving  periodic  amounts  from your
Annuity.  In such case,  we will  allow you to make  Systematic  Withdrawals  in
amounts that satisfy the minimum  distribution  rules under the Code.  We do not
assess a CDSC on Minimum  Distributions from your Annuity if you are required by
law to take  such  Minimum  Distributions  from your  Annuity  at the time it is
taken.  However,  a  CDSC  may be  assessed  on  that  portion  of a  Systematic
Withdrawal  that is taken to satisfy the minimum  distribution  requirements  in
relation to other savings or investment  plans under other qualified  retirement
plans not maintained with American Skandia.

If you request, we will calculate the annual required Minimum Distribution under
your  Annuity.  The  amount  of  the  required  Minimum  Distribution  for  your
particular situation may depend on other annuities,  savings or investments.  We
will only calculate the amount of your required  Minimum  Distribution  based on
the value of your Annuity.  We require three (3) days advance  written notice to
calculate  and  process  the  amount of your  payments.  We may  charge  you for
calculating  required  Minimum  Distributions.  You may  elect  to have  Minimum
Distributions paid out monthly,  quarterly,  semi-annually or annually. The $100
minimum  that  applies  to  Systematic  Withdrawals  does not  apply to  Minimum
Distributions.

CAN I SURRENDER MY ANNUITY FOR ITS VALUE?
Yes. During the  accumulation  phase you can surrender your Annuity at any time.
Upon  surrender,  you will receive the Surrender  Value.  Upon surrender of your
Annuity, you will no longer have any rights under the Annuity.

WHAT IS A MEDICALLY-RELATED SURRENDER AND HOW DO I QUALIFY?
Where  permitted by law, you may request to surrender  your Annuity prior to the
Annuity   Date  without   application   of  any  CDSC  upon   occurrence   of  a
medically-related  "Contingency  Event". The amount payable will be your Account
Value  minus:  (a) the  amount of any  Credits  applied  within 12 months of the
applicable  "Contingency  Event" as defined below; (b) the amount of any Credits
added in conjunction  with any Purchase  Payments  received after our receipt of
your request for a medically-related  surrender (i.e. Purchase Payments received
at such time pursuant to a salary reduction  program;  and (c) the amount of any
Target Value Credits under certain circumstances.

This waiver of any  applicable  CDSC is subject to our rules,  including but not
limited to the following:
|X|  the Annuitant  must be named or any change of Annuitant must be accepted by
     us, prior to the "Contingency Event" described below;
|X|  the  Annuitant  must be alive as of the  date we pay the  proceeds  of such
     surrender  request;  
|X|  if the Owner is one or more natural  persons,  all such Owners must also be
     alive at such time;
|X|  we must receive  satisfactory  proof of the  Annuitant's  confinement  in a
     Medical Care Facility or Fatal Illness in writing on a form satisfactory to
     us; and |X| this benefit is not  available if the total  Purchase  Payments
     received exceed  $500,000 for all annuities  issued by us with this benefit
     where the same person is named as Annuitant.

A "Contingency Event" occurs if the Annuitant is:
|X|  first confined in a "Medical Care Facility"  while your Annuity is in force
     and remains confined for at least 90 days in a row; or
|X|  first diagnosed as having a "Fatal Illness" while your Annuity is in force.

The  definitions  of "Medical  Care  Facility"  and "Fatal  Illness," as well as
additional terms and conditions,  are provided in your Annuity. Specific details
and definitions in relation to this benefit may differ in certain jurisdictions.

WHAT TYPES OF ANNUITY PAYMENT OPTIONS ARE AVAILABLE UPON ANNUITIZATION?
Annuity  payments can be guaranteed for the life of the Annuitant,  for the life
of the Annuitant with a certain period guaranteed, or for a certain fixed period
of time with no life contingency. We currently make available fixed payments and
adjustable payments.  However,  adjustable annuity payments may not be available
on your Annuity Date.

You may choose an Annuity Date,  an annuity  option and the frequency of annuity
payments when you purchase an Annuity,  or at a later date.  You may change your
choices up to 30 days before the Annuity Date.  Any change to these options must
be in writing.  The  Annuity  Date must be the first or the  fifteenth  day of a
calendar month. A maximum Annuity Date may be required by law.

We currently offer the following  Annuity Payment  Options.  Additional  Annuity
Payment Options may be offered in the future.

Key Life: is the person or persons upon whose life annuity  payments with a life
contingency are based.

Option 1
Payments for Life: Under this option,  income is payable  periodically until the
death of the "key life". No additional annuity payments are made after the death
of the key life. Since no minimum number of payments is guaranteed,  this option
offers the largest amount of periodic  payments of the life  contingent  annuity
options.  It is possible  that only one payment  will be payable if the death of
the key life occurs  before the date the second  payment  was due,  and no other
payments nor death benefits would be payable.

Option 2
Payments for Life with 10, 15, or 20 Years Certain: Under this option, income is
payable  until the death of the key life.  However,  if the key life dies before
the end of the period selected (10, 15, or 20 years), the remaining payments are
paid to the Beneficiary until the end of such period.

Option 3
Payments Based on Joint Lives: Under this option, income is payable periodically
during the joint lifetime of two key lives, and thereafter  during the remaining
lifetime of the survivor,  ceasing with the last payment prior to the survivor's
death.  No minimum  number of payments is  guaranteed  under this option.  It is
possible that only one payment will be payable if the death of all the key lives
occurs  before the date the second  payment  was due,  and no other  payments or
death benefits would be payable.

Option 4
Payments for a Certain Period: Under this option, income is payable periodically
for a  specified  number  of  years.  If the payee  dies  before  the end of the
specified number of years, the remaining payments are paid to the Beneficiary to
the end of such period.  Note that under this option,  payments are not based on
any  assumptions of life  expectancy.  Therefore,  that portion of the Insurance
Charge  assessed  to cover  the risk  that key lives  outlive  our  expectations
provides no benefit to an Owner selecting this option.

HOW AND WHEN DO I CHOOSE THE ANNUITY PAYMENT OPTION?
Unless  prohibited by law, we require that you elect either a life annuity or an
annuity  with a certain  period of at least 5 years if any CDSC would apply were
you to surrender your Annuity on the Annuity Date. Therefore,  making a purchase
payment  within  seven years of the Annuity  Date  limits your  annuity  payment
options.

If you have not provided us with your Annuity Date or Annuity  Payment Option in
writing, then:
|X|  the Annuity Date will be the first day of the calendar month  following the
     later of the  Annuitant's  85th  birthday or the fifth  anniversary  of our
     receipt of your request to purchase an Annuity; and
|X|  the Annuity Payments,  where allowed by law, will be fixed monthly payments
     for life with 10 years certain (See Option 2).

If you have not made an election prior to death benefit  proceeds  becoming due,
the  Beneficiary may elect to receive the death benefit under one of the annuity
payment options. However, if you made an election, the Beneficiary may not alter
such election.

HOW ARE ANNUITY PAYMENTS CALCULATED?
The first annuity  payment  varies  according to the annuity  payment option and
payment frequency  selected.  The first payment is determined by multiplying the
Account Value plus any additional  amounts  applied by us under the  Performance
Advantage benefit by the factor determined from our table of annuity rates. Your
Account  Value will be  determined  as of the close of business on the fifteenth
day preceding the Annuity Date,  plus interest at not less that 3% per year from
such date to the Annuity  Date.  The table of annuity  rates differ based on the
type of annuity chosen and the frequency of payment selected. Our rates will not
be less than our guaranteed  minimum rates.  These guaranteed  minimum rates are
derived from the 1983a Individual Annuity Mortality Table with ages set back one
year for males and two years for females and with an assumed interest rate of 3%
per annum.  Where  required by law or  regulation,  such annuity table will have
rates that do not differ according to the gender of the key life.
Otherwise, the rates will differ according to the gender of the key life.



<PAGE>


DEATH BENEFIT

WHAT TRIGGERS THE PAYMENT OF A DEATH BENEFIT?
The Annuity  provides a Death  Benefit  during its  accumulation  phase.  If the
Annuity is owned by one or more natural  persons,  the Death  Benefit is payable
upon the first  death of an Owner.  If the  Annuity is owned by an  entity,  the
Death Benefit is payable upon the  Annuitant's  death, if there is no Contingent
Annuitant. If a Contingent Annuitant was designated before the Annuitant's death
and the Annuitant dies, then the Contingent  Annuitant becomes the Annuitant and
a Death  Benefit will not be paid at that time.  The person upon whose death the
Death Benefit is paid is referred to below as the "decedent."

DEATH BENEFIT OPTIONS
Your Annuity  provides a "basic" Death Benefit at no additional  charge and also
offers two  different  optional  Death  Benefits  that can be  purchased  for an
additional  charge.  Under  certain  circumstances,  your Death  Benefit  may be
reduced by the amount of any Credits or Target Value  Credits we applied to your
Purchase  Payments.  (see "How are  Credits  Applied  to My  Account  Value" and
"Recovery of Target Value Credits")

Basic Death Benefit
The basic Death Benefit depends on the decedent's age on the date of death:

         If death  occurs  during the first ten (10)  Annuity  Years:  The Death
Benefit is the greater of:

|X|      The sum of all Purchase Payments less the sum of all withdrawals; and
|X| The sum of your Account  Value in the variable  investment  options and your
Interim Value in the Fixed Allocations.

         If death occurs after the tenth (10th)  Annuity Year: The Death Benefit
         is your Account Value.


- --------------------------------------------------------------------------------
The  Optional  Death  Benefits  are being  offered  as of May 15,  1999 in those
jurisdictions  where we have  received  regulatory  approval.  Certain terms and
conditions may differ between jurisdictions once approved.
- --------------------------------------------------------------------------------

Optional Death Benefits
We offer two optional  Death Benefits to provide an enhanced level of protection
for your beneficiaries.  Currently,  these benefits are only offered and must be
elected at the time that you  purchase  your  Annuity.  We may, at a later date,
allow existing  Annuity Owners to purchase either of the optional Death Benefits
subject to our rules.

If the  Annuity  has one  Owner,  the  Owner  must be age 80 or less at the time
either optional Death Benefit is purchased. If the Annuity has joint Owners, the
oldest Owner must be age 80 or less.  If the Annuity is owned by an entity,  the
Annuitant must be age 80 or less.

Key Terms Used with the Optional Death Benefits

|X|  The Death Benefit  Target Date is the contract  anniversary on or after the
     80th birthday of the current Owner, the oldest of either joint Owner or the
     Annuitant, if entity owned.

|X|  The  Highest   Anniversary   Value  equals  the  highest  of  all  previous
     "Anniversary  Values" on or before the earlier of the Owner's date of death
     and the "Death Benefit Target Date".

|X|  The  Anniversary  Value is the Account Value as of each  anniversary of the
     Issue  Date  plus  the  sum of  all  Purchase  Payments  on or  after  such
     anniversary  less  the  sum of all  "Proportional  Reductions"  since  such
     anniversary.

|X|  A Proportional  Reduction is a reduction to the value being measured caused
     by a withdrawal,  equaling the  percentage of the withdrawal as compared to
     the Account Value as of the date of the  withdrawal.  For example,  if your
     Account Value is $10,000 and you withdraw $2,000 (a 20% reduction), we will
     reduce both your  Anniversary  Value and the amount  determined by Purchase
     Payments increasing at the appropriate interest rate by 20%.

|X|  The Assumed Accumulation Rate is the rate of interest that we will apply to
     your Purchase  Payments only for purposes of  calculating  this benefit The
     Assumed  Accumulation  Rate is different  depending on which Optional Death
     Benefit you select as shown below:

                 --------------------------- ------------------------
                            Option 1                  Option 2
                         5.0% per year              7.2% per year
                 --------------------------- ------------------------

- --------------------------------------------------------------------------------
Certain terms and  conditions may differ if you purchase your Annuity as part of
an  exchange,  replacement  or  transfer,  in whole or in part,  from any  other
Annuity we issue.
- --------------------------------------------------------------------------------

Calculation of Optional Death Benefits
The optional Death Benefit calculations depend on whether death occurs before or
after the Death Benefit Target Date.

Annuities with one Owner
The optional Death Benefits are calculated as follows:

         If the Owner  dies  before the Death  Benefit  Target  Date,  the Death
Benefit equals the greatest of:

1.   the Account Value in the  Sub-accounts  plus the Interim Value of any Fixed
     Allocations  (no MVA) as of the date we receive  in  writing  "due proof of
     death"; and
 2.  the  sum of all  Purchase  Payments  minus  the sum of all
     Proportional  Reductions,  each increasing  daily until the Owner's date of
     death at the applicable Assumed Accumulation Rate for the option you elect,
     subject  to a  limit  of  200%  of the  difference  between  the sum of all
     Purchase  Payments and the sum of all withdrawals as of the Owner's date of
     death; and
3.   the "Highest  Anniversary  Value" on or  immediately  preceding the Owner's
     date of death.

         The amount  determined by this calculation is increased by any Purchase
         Payments  received after the Owner's date of death and decreased by any
         Proportional  Reductions since such date. The amount calculated in Item
         1 & 3 above may be reduced by any Credits or Target Value Credits under
         certain circumstances.

         If the Owner dies on or after the Death Benefit  Target Date, the Death
Benefit equals the greater of:

1.   the Account Value as of the date we receive in writing "due proof of death"
     (an MVA may be applicable to amounts in any Fixed Allocations); and
2.   the greater of Item 2 & 3 above on the Death  Benefit  Target Date plus the
     sum of all Purchase  Payments less the sum of all  Proportional  Reductions
     since the Death Benefit Target Date.

         The amount  calculated in Item 1 above may be reduced by any Credits or
Target Value Credits under certain circumstances.

Annuities with joint Owners
For Annuities with Joint Owners,  the Death Benefit is calculated as shown above
except that the age of the oldest of the Joint Owners is used to  determine  the
Death Benefit Target Date. NOTE: If you and your spouse own the Annuity jointly,
we  will  pay  the  Death  Benefit  to  the  Beneficiary.  If the  sole  primary
Beneficiary  is the surviving  spouse,  then the  surviving  spouse can elect to
assume ownership of the Annuity.

Annuities owned by entities
For Annuities owned by an entity, the Death Benefit is calculated as shown above
except that the age of the  Annuitant  is used to  determine  the Death  Benefit
Target Date. Payment of the Death Benefit is based on the death of the Annuitant
(or Contingent Annuitant, if applicable).

Examples of Optional Death Benefit Calculation
The following are examples of how the Optional  Death  Benefits are  calculated.
Each example assumes that a $50,000 initial Purchase Payment is made and that no
withdrawals are made prior to the Owner's death. Each example assumes that there
is one  Owner  who is age 50 on the  Issue  Date and that all  Account  Value is
maintained in the variable investment options.

Example of market increase greater than Assumed Accumulation Rate
Assume that the Owner's Account Value has generally been increasing. On the date
we receive due proof of death (the Owner's 58th birthday),  the Account Value is
$90,000.  The Highest  Anniversary  Value at the end of any  previous  period is
$72,000.  The Death Benefit would be the Account Value  ($90,000)  because it is
greater  than  the  Highest  Anniversary  Value  ($72,000)  or the sum of  prior
Purchase  Payments  increased by 5.0%  annually  ($73,872.77 - Option 1) or 7.2%
annually for ($87,202.36 - Option 2).

Example of market decrease
Assume  that the  Owner's  Account  Value  generally  increased  until the fifth
anniversary  but  generally  has  been  decreasing   since  the  fifth  contract
anniversary.  On the  date we  receive  due  proof of death  (the  Owner's  58th
birthday),  the Account Value is $48,000.  The Highest  Anniversary Value at the
end of any previous  period is $54,000.  The Death  Benefit  would be the sum of
prior  Purchase  Payments  increased by 5.0% annually  ($73872.77 - Option 1) or
7.2% annually for  ($87202.36 - Option 2) because it is greater than the Highest
Anniversary Value ($54,000) or the Account Value ($48,000).

Example of Highest Anniversary Value
Assume that the Owner's Account Value increased  significantly  during the first
six years  following the Issue Date. On the sixth  anniversary  date the Account
Value was $90,000.  During the seventh Annuity Year, the Account Value increases
to as high as  $100,000  but then  subsequently  falls to $80,000 on the date we
receive due proof of death (the Owner's 58th birthday).  The Death Benefit would
be the Highest  Anniversary  Value at the end of any previous period  ($90,000),
which occurred on the sixth  anniversary,  although the Account Value was higher
during the subsequent period. The Account Value on the date we receive due proof
of death  ($80,000)  is  lower,  as is the sum of all  prior  Purchase  Payments
increased by 5.0% annually ($73,872.77 - Option 1)
or 7.2% annually for ($87,202.36 - Option 2).

How much do you charge for the optional death benefits?
We deduct a charge  from your  Account  Value if you  elect to  purchase  either
Optional  Death  Benefit.  For  Option  1, each  deduction  is 0.30% of the then
current Death Benefit when the deduction is taken.  For Option 2, each deduction
is 0.50% of the then  current  Death  Benefit when the  deduction  is taken.  No
charge applies after the Annuity Date.

We deduct the charge:
1.   on each anniversary of the Issue Date;
2.   when  Account  Value is  transferred  to our general  account  prior to the
     Annuity Date;
3.   if you surrender your Annuity; and
4.   if you choose to terminate the benefit.

If you  surrender  the Annuity,  elect to begin  receiving  Annuity  payments or
terminate the benefit on a date other than an anniversary of the Issue Date, the
charge will be prorated.  During the first year after the Issue Date, the charge
would be prorated  from the Issue Date.  In all  subsequent  years,  it would be
prorated from the last anniversary of the Issue Date.

We first deduct the amount of the charge  pro-rata from the Account Value in the
variable  investment  options. We only deduct the charge pro-rata from the Fixed
Allocations  to the extent there is  insufficient  Account Value in the variable
investment  options  to pay the  charge.  If your  Annuity's  Account  Value  is
insufficient to pay the charge,  we may deduct your remaining  Account Value and
terminate your Annuity. We will notify you if your Account Value is insufficient
to pay the  charge  and allow you to submit an  additional  Purchase  Payment to
continue your Annuity.

Are there any exceptions to these rules for paying the Death Benefit?
Yes,  there are  exceptions  that  apply no matter  how your  Death  Benefit  is
calculated.  There are  exceptions  to the Death Benefit if the decedent was not
the Owner or  Annuitant  as of the Issue  Date and did not  become  the Owner or
Annuitant  due to the prior  Owner's or  Annuitant's  death.  Any minimum  Death
Benefit that applies will be suspended for a two-year period from the date he or
she first became Owner or  Annuitant.  After the two-year  suspension  period is
completed,  the Death Benefit is the same as if this person had been an Owner or
Annuitant on the Issue Date.

What options are available to my Beneficiary upon my death?
|X|    During the  accumulation  period,  if you die and the sole Beneficiary is
       your  spouse,  then your  spouse may elect to be  treated as the  current
       Owner. The Annuity can be continued, subject to its terms and conditions,
       in lieu of  receiving  the death  benefit.  Your  spouse may only  assume
       ownership of the Annuity if he or she is  designated  as the sole primary
       Beneficiary.

|X|  In the event of your death, the death benefit must be distributed within:
         (a) five years of the date of death; or
         (b) over a period  not  extending  beyond  the life  expectancy  of the
         Beneficiary  or over the life of the  Beneficiary.  Payments under this
         option must begin within one year of the date of death.

When do you determine the Death Benefit?
We  determine  the amount of the death  benefit  as of the date we receive  "due
proof of death" and any other  written  representations  we require to determine
the proper  payment of the Death  Benefit  to all  Beneficiaries.  "Due proof of
death" may include a certified copy of a death certificate,  a certified copy of
a decree of a court of  competent  jurisdiction  as to the  finding  of death or
other satisfactory proof of death.

We will require written  acknowledgment of all named Beneficiaries before we can
determine the Death  Benefit.  During the period from the date of death until we
receive all required  paper work, the amount of the Death Benefit may be subject
to market fluctuations.



<PAGE>


VALUING YOUR INVESTMENT

HOW IS MY ACCOUNT VALUE DETERMINED?
During the  accumulation  period,  the Annuity has an Account Value. The Account
Value is determined  separately  for each  Sub-account  allocation  and for each
Fixed Allocation. The Account Value is the sum of the values of each Sub-account
allocation  and the value of each Fixed  Allocation.  The Account Value does not
reflect any CDSC that may apply to a withdrawal or surrender.  The Account Value
includes any additional amounts we applied to your Purchase Payments that we are
entitled to recover upon surrender of your Annuity. When determining the Account
Value on a day other than a Fixed Allocation's  Maturity Date, the Account Value
may include any Market Value  Adjustment that would apply to a Fixed  Allocation
(if withdrawn or transferred) on that day.

WHAT IS THE SURRENDER VALUE OF MY ANNUITY?
The  Surrender  Value of your  Annuity is the value  available to you on any day
during the  accumulation  period.  The Surrender  Value is equal to your Account
Value minus any CDSC, the Annual  Maintenance Fee and any additional  amounts we
applied to your Purchase Payments that we are entitled to recover upon surrender
of your  Annuity.  The  Surrender  Value  will also  include  any  Market  Value
Adjustment that may apply.

HOW AND WHEN DO YOU VALUE THE SUB-ACCOUNTS?
When you allocate  Account Value to a Sub-Account,  you are purchasing  units of
the Sub-account. Each Sub-account invests exclusively in shares of an underlying
Portfolio.  The value of the Units fluctuate with the market fluctuations of the
Portfolios.  The value of the Units  also  reflect  the  daily  accrual  for the
Insurance Charge.

Each  Valuation  Day,  we  determine  the price for a Unit of each  Sub-account,
called the "Unit  Price."  The Unit Price is used for  determining  the value of
transactions  involving  Units of the  Sub-accounts.  We determine the number of
Units  involved  in  any  transaction  by  dividing  the  dollar  value  of  the
transaction by the Unit Price of the Sub-account as of the Valuation Day.

Example
Assume you allocate  $5,000 to a Sub-account.  On the Valuation Day you make the
allocation,  the Unit Price is $14.83.  Your  $5,000 buys  337.154  Units of the
Sub-account.  Assume that later,  you wish to  transfer  $3,000 of your  Account
Value out of that Sub-account and into another Sub-account. On the Valuation Day
you  request  the  transfer,  the Unit  Price of the  original  Sub-account  has
increased to $16.79.  To transfer  $3,000,  we sell 178.677 Units at the current
Unit Price,  leaving you 158.477  Units.  We then buy $3,000 of Units of the new
Sub-account  at the Unit Price of $17.83.  You would then have 168.255  Units of
the new Sub-account.

HOW DO YOU VALUE FIXED ALLOCATIONS?
During the Guarantee Period, we use the concept of an Interim Value. The Interim
Value can be calculated  on any day and is equal to the initial value  allocated
to a Fixed Allocation plus all interest credited to a Fixed Allocation as of the
date  calculated.  The  Interim  Value does not include the impact of any Market
Value  Adjustment.  If you  made  any  transfers  or  withdrawals  from a  Fixed
Allocation,  the Interim Value will reflect the  withdrawal of those amounts and
any interest credited to those amounts before they were withdrawn.  To determine
the Account Value of a Fixed Allocation on any day other than its Maturity Date,
we multiply  the Account  Value of the Fixed  Allocation  times the Market Value
Adjustment factor.

WHEN DO YOU PROCESS AND VALUE TRANSACTIONS?

Initial  Purchase  Payments:  We are required to allocate your initial  Purchase
Payment to the  Sub-accounts  within  two (2) days  after we receive  all of our
requirements  to  issue  the  Annuity.  If we  do  not  have  all  the  required
information  to allow us to issue  your  Annuity,  we may  retain  the  Purchase
Payment  while we try to reach you or your  representative  to obtain all of our
requirements.  If we are unable to obtain all of our required information within
five (5) days,  we are  required to return the  Purchase  Payment to you at that
time,  unless you  specifically  consent to our retaining  the Purchase  Payment
while  we  gather  the  required  information.   Once  we  obtain  the  required
information,  we will invest the Purchase  Payment and issue the Annuity  within
two (2) days.  During  any  period  that we are  trying to obtain  the  required
information, your money is not invested.

Additional Purchase Payments:  We will apply any additional Purchase Payments on
the  Valuation  Day that we  receive  the  Purchase  Payment  with  satisfactory
instructions.

Scheduled  Transactions:  "Scheduled"  transactions  include  transfers  under a
Dollar Cost Averaging,  rebalancing,  or asset  allocation  program,  Systematic
Withdrawals,  Minimum Distributions or Annuity payments.  Scheduled transactions
are processed and valued as of the date they are scheduled, unless the scheduled
day is not a Valuation Day. In that case, the transaction  will be processed and
valued on Valuation Day prior to the scheduled transaction date.

Unscheduled   Transactions:   "Unscheduled"   transactions   include  any  other
non-scheduled transfers and requests for Partial Withdrawals or Free Withdrawals
or  Surrenders.  Unscheduled  transactions  are  processed  and valued as of the
Valuation Day we receive the request at our Office in good order.

Medically-related  Surrenders  &  Death  Benefits:  Medically-related  surrender
requests  and Death  Benefit  claims  require our review and  evaluation  before
processing.  We price such  transactions as of the date we receive at our Office
all materials we require for such transaction and that are satisfactory to us.

Transactions in Rydex  Sub-accounts:  Any financial  transactions  involving the
Rydex  Sub-accounts  must be received by us no later than 3:00 p.m. Eastern time
to be  processed  on the current  Valuation  Day.  If you request a  transaction
involving the purchase or  redemption of Units in one of the Rydex  Sub-accounts
after 3:00 p.m. Eastern time, we will deem your request as received by us on the
next Valuation Day.

TAX CONSIDERATIONS

WHAT ARE SOME OF THE FEDERAL TAX CONSIDERATIONS OF THIS ANNUITY?
Following is a brief summary of some of the Federal tax considerations  relating
to this Annuity.  However,  since the tax laws are complex and tax  consequences
are   affected  by  your   individual   circumstances,   this   summary  of  our
interpretation   of  the   relevant  tax  laws  is  not  intended  to  be  fully
comprehensive  nor is it  intended  as tax  advice.  Therefore,  you may wish to
consult  a  professional  tax  advisor  for tax  advice  as to  your  particular
situation.

HOW ARE AMERICAN SKANDIA AND THE SEPARATE ACCOUNTS TAXED?
The Separate Accounts are taxed as part of American Skandia. American Skandia is
taxed as a life  insurance  company  under Part I,  subchapter L of the Code. No
taxes are due on interest,  dividends and short-term or long-term  capital gains
earned by the Separate Accounts with respect to the Annuities.

IN GENERAL, HOW ARE ANNUITIES TAXED?
Section 72 of the Code governs the taxation of annuities in general. Taxation of
the Annuity will depend in large part on:

1.       whether the Annuity is used by:
|X|  a  qualified   pension  plan,  profit  sharing  plan  or  other  retirement
     arrangement  that is  eligible  for special  treatment  under the Code (for
     purposes of this discussion, a "Qualified Contract"); OR
|X|  an individual or a  corporation,  trust or  partnership  (a  "Non-qualified
     Contract"); and

2.       whether the Owner is:
|X|  an individual person or persons; or
|X|  an entity including a corporation, trust or partnership.

Individual  Ownership:  If one or more individuals own an Annuity,  the Owner of
the Annuity is  generally  not taxed on any increase in the value of the Annuity
until an amount is received (a "distribution").  This is commonly referred to as
"tax  deferral".  A  distribution  can be in the  form  of a  lump  sum  payment
including  payment of a Death Benefit,  or in annuity  payments under one of the
annuity  payment   options.   Certain  other   transactions  may  qualify  as  a
distribution and be subject to taxation.

Entity  Ownership:  If the  Annuity is owned by an entity and is not a Qualified
Contract, generally the Owner of the Annuity must currently include any increase
in the value of the Annuity during a tax year in its gross income.  An exception
from current  taxation  applies for  annuities  held by a structured  settlement
company,  by an employer with respect to a terminated  tax-qualified  retirement
plan,  a trust  holding  an annuity  as an agent for a natural  person,  or by a
decedent's  estate by reason of the death of the decedent.  A tax-exempt  entity
for Federal tax  purposes  will not be subject to income tax as a result of this
provision.

HOW ARE DISTRIBUTIONS TAXED?
Distributions  from an Annuity are taxed as  ordinary  income and not as capital
gains.

Distributions  Before  Annuitization:   Distributions  received  before  annuity
payments  begin are  generally  treated  as coming  first  from  "income  on the
contract" and then as a return of the  "investment in the contract".  The amount
of any  distribution  that is treated as receipt of "income on the  contract" is
includible  in the  taxpayer's  gross  income  and  taxable  in the  year  it is
received.  The amount of any distribution treated as a return of the "investment
in the contract" is not includible in gross income.

|X|  "Income on the  contract"  is  calculated  by  subtracting  the  taxpayer's
     "investment  in the  contract"  from the  aggregate  value of all  "related
     contracts" (discussed below).
|X|  "Investment  in the contract" is equal to total  purchase  payments for all
     "related  contracts"  minus any previous  distributions or portions of such
     distributions  from such "related  contracts"  that were not  includible in
     gross  income.  "Investment  in the contract" may be affected by whether an
     annuity  or any  "related  contract"  was  purchased  as part of a tax-free
     exchange of life insurance or annuity  contracts  under Section 1035 of the
     Code. Unless "after-tax" or non-deductible  contributions have been made to
     a Qualified  Contract,  the  "investment  in the  contract" for a Qualified
     Contract will be considered zero for tax reporting purposes.

Distributions After Annuitization: A portion of each annuity payment received on
or after the Annuity Date will generally be taxable. The taxable portion of each
annuity payment is determined by a formula which  establishes the ratio that the
"investment in the contract" bears to the total value of annuity  payments to be
made.  This is called the  "exclusion  ratio." The investment in the contract is
excluded from gross income.  Any  additional  payments  received that exceed the
exclusion  ratio will be entirely  includible in gross  income.  The formula for
determining  the  exclusion  ratio differs  between  fixed and variable  annuity
payments.  When annuity  payments  cease because of the death of the person upon
whose  life  payments  are based  and,  as of the date of death,  the  amount of
annuity  payments  excluded from taxable income by the exclusion  ratio does not
exceed  the  "investment  in  the  contract,"  then  the  remaining  portion  of
unrecovered investment is allowed as a deduction in the tax year of such death.

Penalty Tax on  Distributions:  Generally,  any distribution from an annuity not
used in conjunction with a Qualified Contract (Qualified Contracts are discussed
below) is subject to a penalty  equal to 10% of the amount  includible  in gross
income. This penalty does not apply to certain distributions, including:
|X|  Distributions made on or after the taxpayer has attained age 59 1/2;
|X|  Distributions  made on or after the death of the contract owner, or, if the
     owner is an entity, the death of the annuitant,;
|X|  Distributions attributable to the taxpayer's becoming disabled;
|X|  Distributions  which are part of a series of  substantially  equal periodic
     payments  for the life (or life  expectancy)  of the taxpayer (or the joint
     lives of the taxpayer and the taxpayer's Beneficiary);
|X|  Distributions of amounts which are treated as "investments in the contract"
     made prior to August 14, 1982;
|X|  Payments under an immediate annuity as defined in the Code;
|X|  Distributions under a qualified funding asset under Code Section 130(d); or
|X|  Distributions  from an annuity  purchased by an employer on the termination
     of a qualified pension plan that is held by the employer until the employee
     separates from service.

Special rules  applicable to "related  contracts":  Contracts issued by the same
insurer to the same  contract  owner within the same  calendar  year (other than
certain   contracts  owned  in  connection   with  a  tax-qualified   retirement
arrangement)  are to be treated as one annuity  contract  when  determining  the
taxation of distributions before  annuitization.  We refer to these contracts as
"related  contracts." In situations  involving related contracts we believe that
the values under such  contracts and the  investment  in the  contracts  will be
added together to determine the proper  taxation of a distribution  from any one
contract  described  under the  section  "Distributions  before  Annuitization."
Distributions  will be treated as coming first from income on the contract until
all of the income on all such  related  contracts  is  withdrawn,  and then as a
return of the investment in the contract.  There is some  uncertainty  regarding
the manner in which the Internal  Revenue  Service would view related  contracts
when one or more  contracts are immediate  annuities or are contracts  that have
been annuitized. The Internal Revenue Service has not issued guidance clarifying
this issue as of the date of this Prospectus.  You are particularly cautioned to
seek advice from your own tax advisor on this matter.

Special concerns regarding "substantially equal periodic payments":  (also known
as "72(t)  distributions")  Any modification to a program of distributions which
are part of a series of substantially  equal periodic payments that occur before
the later of the taxpayer  reaching age 59 1/2 or 5 years from the first of such
payments  will result in the  requirement  to pay the taxes that would have been
due had the payments been treated as subject to tax in the years received,  plus
interest. This does not apply when the modification is due by reason of death or
disability.  It is our  understanding  that the Internal Revenue Service may not
consider a scheduled  series of distributions to qualify under Sections 72(q) or
72(t)  if  the  holder  of  the  annuity   retains  the  right  to  modify  such
distributions  at will, even if such right is not exercised,  or, for a variable
annuity, depending on how payments are structured.

Special concerns regarding immediate annuities: The Internal Revenue Service has
ruled that the exception to the 10% penalty described above for  "non-qualified"
immediate  annuities as defined under the Code may not apply to annuity payments
under a contract  recognized as an immediate  annuity under state  insurance law
obtained pursuant to an exchange of a contract if: (a) purchase payments for the
exchanged  contract were  contributed or deemed to be contributed  more than one
year prior to the first annuity payment payable under the immediate annuity; and
(b)  the  annuity  payments  under  the  immediate   annuity  do  not  meet  the
requirements  of any other  exception to the 10% penalty.  It is unclear whether
the exception to the 10% penalty applies to annuity  payments where the purchase
payment  originates from a deferred annuity contract  established as a result of
an  exchange  if:  (a)  purchase  payments  for  the  exchanged   contract  were
contributed  or are  deemed to be  contributed  more than one year  prior to the
first annuity  payment  pursuant to the deferred  annuity  contract;  or (b) the
annuity  payments  pursuant to the deferred annuity do not meet the requirements
of any other exception to the 10% penalty.

Special rules in relation to tax-free exchanges under Section 1035: Section 1035
of the Code permits certain tax-free  exchanges of a life insurance,  annuity or
endowment contract for an annuity. If an annuity is purchased through a tax-free
exchange of a life insurance,  annuity or endowment  contract that was purchased
prior to August 14, 1982, then any distributions  other than as annuity payments
will be considered to come:  
|X|  First, from the amount of "investment in the contract" made prior to August
     14, 1982 and exchanged into the annuity;
|X|  Then,  from  any  "income  on the  contract"  that is  attributable  to the
     purchase  payments made prior to August 14, 1982 (including  income on such
     original purchase payments after the exchange);
|X|  Then, from any remaining "income on the contract"; and
|X|  Lastly, from the remaining "investment in the contract."

Therefore,  to the extent a distribution is equal to or less than the investment
in the contract made prior to August 14, 1982,  such amounts are not included in
taxable  income.  Further,  distributions  received that are  considered to be a
return of investment on the contract from purchase payments made prior to August
14, 1982,  such  distributions  are not subject to the 10% tax  penalty.  In all
other respects,  the general  provisions of the Code apply to distributions from
annuities obtained as part of such an exchange.

WHAT  TAX  CONSIDERATIONS  ARE  THERE  FOR  TAX-QUALIFIED  RETIREMENT  PLANS  OR
QUALIFIED CONTRACTS?
An  annuity  may  be  suitable  as  a  funding  vehicle  for  various  types  of
tax-qualified  retirement  plans.  We have  provided  summaries  of the types of
tax-qualified  retirement  plans  with  which  we may  issue an  Annuity.  These
summaries  provide general  information about the tax rules and are not intended
to be complete discussions. The tax rules regarding qualified plans are complex.
These  rules may  include  limitations  on  contributions  and  restrictions  on
distributions,  including  additional  taxation of distributions  and additional
penalties.  The terms and conditions of the  tax-qualified  retirement  plan may
impose other  limitations and restrictions  that are in addition to the terms of
the Annuity.  The  application  of these rules depends on  individual  facts and
circumstances.  Before  purchasing an Annuity for use in a qualified  plan,  you
should obtain competent tax advice, both as to the tax treatment and suitability
of such an investment.  American  Skandia does not offer all of its annuities to
all of these types of tax-qualified retirement plans.

Corporate  Pension  and  Profit-sharing  Plans:  Annuities  may be  used to fund
employee  benefits  of  various  corporate  pension  and  profit-sharing   plans
established by corporate employers under Sections 401(a) and 401(k) of the Code.
Contributions to such plans are not taxable to the employee until  distributions
are made from the retirement  plan.  The Code imposes  limitations on the amount
that may be contributed  and the timing of  distributions.  The tax treatment of
distributions is subject to special  provisions of the Code, and also depends on
the design of the specific retirement plan. There are also special  requirements
as  to  participation,   nondiscrimination,  vesting  and  nonforfeitability  of
interests.

H.R. 10 Plans:  Annuities may also be used to fund benefits of retirement  plans
established by  self-employed  individuals  for themselves and their  employees.
These are commonly  known as "H.R. 10 Plans" or "Keogh  Plans".  These plans are
subject to most of the same types of limitations and  requirements as retirement
plans   established  by  corporations.   However,   the  exact  limitations  and
requirements may differ from those for corporate plans.

Tax  Sheltered  Annuities:  Under  Section  403(b)  of the Code a tax  sheltered
annuity  ("TSA") is a contract into which  contributions  may be made by certain
qualifying employers such as public schools and certain charitable,  educational
and scientific  organizations  specified in Section 501(c)(3) for the benefit of
their  employees.  Such  contributions  are not  taxable to the  employee  until
distributions  are made from the TSA. The Code imposes limits on  contributions,
transfers and distributions.
Nondiscrimination requirements also apply.

- --------------------------------------------------------------------------------
Under a TSA, you may be prohibited from taking  distributions  from the contract
attributable  to  contributions  made pursuant to a salary  reduction  agreement
unless the distribution is made:
- --------------------------------------------------------------------------------
|X|      After the participating employee attains age 59 1/2;
|X|      Upon separation from service, death or disability; or
|X|      In the case of financial hardship (subject to restrictions).

Section 457 Plans:  Under Section 457 of the Code,  deferred  compensation plans
established  by  governmental  and certain other tax exempt  employers for their
employees may invest in annuity  contracts.  The Code limits  contributions  and
distributions,  and imposes eligibility  requirements as well. Contributions are
not taxable to employees until distributed from the plan.  However,  plan assets
remain  the  property  of the  employer  and are  subject  to the  claims of the
employer's   general   creditors   until  such  assets  are  made  available  to
participants or their beneficiaries.

Individual  Retirement  Programs  or  "IRAs":  Section  408 of the  Code  allows
eligible individuals to maintain an individual  retirement account or individual
retirement  annuity ("IRA").  IRAs are subject to limitations on the amount that
may be contributed,  the contributions that may be deducted from taxable income,
the  persons  who  may be  eligible  to  establish  an IRA  and  the  time  when
distributions  must  commence.  Further,  an Annuity may be used to  "roll-over"
distributions  from certain  tax-qualified  retirement  plans and maintain their
tax-deferral.

Roth IRAs: A form of IRA is also available called a "Roth IRA". Contributions to
a Roth IRA are not tax deductible.  However,  distributions  from a Roth IRA are
free from  Federal  income  taxes and are not  subject to the 10% penalty tax if
five (5) tax years  have  passed  since the first  contribution  was made or any
conversion from a traditional IRA was made and the distribution is made (a) once
the  taxpayer is age 59 1/2 or older,  (b) upon the death or  disability  of the
taxpayer,  or (c) for  qualified  first-time  home  buyer  expenses,  subject to
certain  limitations.  Distributions from a Roth IRA that are not "qualified" as
described above may be subject to Federal income and penalty taxes.

Purchasers  of IRAs and Roth IRAs will  receive a special  disclosure  document,
which describes limitations on eligibility,  contributions,  transferability and
distributions.  It also describes the conditions under which  distributions from
IRAs and  qualified  plans may be rolled  over or  transferred  into an IRA on a
tax-deferred basis and the conditions under which distributions from traditional
IRAs may be rolled over to, or the traditional IRA itself may be converted into,
a Roth IRA.

SEP  IRAs:  Eligible  employers  that  meet  specified  criteria  may  establish
Simplified  Employee Pensions or SEP IRAs.  Employer  contributions  that may be
made to employee SEP IRAs are larger than the amounts that may be contributed to
other IRAs, and may be deductible to the employer.

HOW ARE DISTRIBUTIONS FROM QUALIFIED CONTRACTS TAXED?
Distributions  from Qualified  Contracts are generally taxed under Section 72 of
the Code.  Under these rules, a portion of each  distribution  may be excludable
from  income.  The  excludable  amount  is  the  proportion  of  a  distribution
representing any investment gain on the after-tax  contributions.  Generally,  a
10%  penalty  tax  applies  to the  taxable  portion  of a  distribution  from a
Qualified  Contract made prior to age 59 1/2. However,  the 10% penalty tax does
not apply when the distribution:  
|X|  is part of a properly  executed transfer to another IRA or another eligible
     qualified account;
|X|  is  subsequent to the death or disability of the taxpayer (for this purpose
     disability is as defined in Section 72(m)(7) of the Code);
|X|  is part of a series of substantially equal periodic payments to be paid not
     less frequently than annually for the taxpayer's life or life expectancy or
     for the joint lives or life  expectancies  of the taxpayer and a designated
     beneficiary;
|X|  is subsequent to a separation  from service after the taxpayer  attains age
     55*;
|X|  does not exceed the  employee's  allowable  deduction  in that tax year for
     medical care*; and
|X|  is made to an alternate  payee pursuant to a qualified  domestic  relations
     order*.

The exceptions above which are followed by an asterisk (*) do not apply to IRAs.

Minimum Distributions after age 70 1/2: A participant's  interest in a Qualified
Contract  must  generally be  distributed,  or begin to be  distributed,  by the
"required  beginning date". This is April 1st of the calendar year following the
later of:
|X|   the calendar year in which the individual attains age 70 1/2; or
|X|   the calendar  year in which the  individual  retires from service with the
      employer  sponsoring the plan.  The retirement  option is not available to
      IRAs.

The  participant's  entire interest must be distributed  beginning no later than
the required  beginning date over a period which may not extend beyond a maximum
of the life expectancy of the participant or the life  expectancies of the owner
and a designated  Beneficiary.  Each annual  distribution must equal or exceed a
"minimum  distribution amount" which is determined by dividing the account value
by the applicable life  expectancy.  The account balance is generally based upon
the Account  Value as of the close of  business on the last day of the  previous
calendar  year.  A larger  annual  distribution  may be required  under  certain
circumstances.

If the participant  dies before reaching his or her "required  beginning  date",
his or her entire  interest must generally be  distributed  within five years of
death. However, this rule will be deemed satisfied if distributions begin before
the close of the calendar year following  death to a designated  Beneficiary (or
over a period not extending beyond the life expectancy of the  beneficiary).  If
the  Beneficiary is the  individual's  surviving  spouse,  distributions  may be
delayed  until the  deceased  owner would have  attained age 70 1/2. A surviving
spouse  would  also have the option to assume the IRA as his or her own if he or
she is the sole designated beneficiary. If a participant dies after reaching his
or her  required  beginning  date or after  distributions  have  commenced,  the
individual's interest must generally be distributed at least as rapidly as under
the method of distribution in effect at the time of the individual's death.

If the amount distributed is less than the minimum required distribution for the
year,  the  participant  is  subject  to a 50% tax on the  amount  that  was not
properly distributed.


GENERAL TAX CONSIDERATIONS

Diversification:  Section  817(h) of the Code provides  that a variable  annuity
contract,  in  order  to  qualify  as  an  annuity,  must  have  an  "adequately
diversified" segregated asset account (including investments in a mutual fund by
the segregated  asset account of insurance  companies).  If the  diversification
requirements  under the Code are not met and the  annuity  is not  treated as an
annuity,  the  taxpayer  will be subject to income tax on the annual gain in the
contract.  The Treasury  Department's  regulations prescribe the diversification
requirements for variable annuity  contracts.  We believe the underlying  mutual
fund portfolios should comply with the terms of these regulations.

Transfers Between Investment  Options:  Transfers between investment options are
not subject to taxation. The Treasury Department may promulgate guidelines under
which a variable  annuity  will not be treated as an annuity for tax purposes if
persons  with  ownership  rights have  excessive  control  over the  investments
underlying  such variable  annuity.  Such  guidelines may or may not address the
number of  investment  options or the  number of  transfers  between  investment
options  offered  under  a  variable  annuity.  It is  not  known  whether  such
guidelines,  if in fact promulgated,  would have retroactive  effect. It is also
not known what effect, if any, such guidelines may have on transfers between the
investment  options of the Annuity offered pursuant to this Prospectus.  We will
take any action,  including  modifications to your Annuity or the  Sub-accounts,
required to comply with such guidelines if promulgated.

Federal  Income Tax  Withholding:  Section 3405 of the Code provides for Federal
income tax  withholding on the portion of a distribution  which is includible in
the gross income of the recipient. Amounts to be withheld depend upon the nature
of the distribution. However, under most circumstances a recipient may elect not
to have income taxes  withheld or have income taxes withheld at a different rate
by filing a completed election form with us.

Certain distributions,  including rollovers,  from most Qualified Contracts, may
be subject to automatic 20% withholding for Federal income taxes.  This will not
apply to:
|X|  any portion of a distribution paid as Minimum Distributions;
|X|  direct transfers to the trustee of another retirement plan;
|X|  distributions   from  an  individual   retirement   account  or  individual
     retirement annuity;
|X|  distributions made as substantially equal periodic payments for the life or
     life  expectancy of the  participant in the retirement  plan or the life or
     life expectancy of such  participant and his or her designated  beneficiary
     under such plan; and
|X|  certain other distributions where automatic 20% withholding may not apply.

Loans,  Assignments and Pledges: Any amount received directly or indirectly as a
loan  from,  or any  assignment  or  pledge of any  portion  of the value of, an
annuity before annuity payments have begun are treated as a distribution subject
to taxation under the distribution rules set forth above. Any gain in an annuity
on or after  the  assignment  or  pledge of an  entire  annuity  and while  such
assignment or pledge remains in effect is treated as "income on the contract" in
the year in which it is  earned.  For  annuities  not  issued  for as  Qualified
Contracts,  the cost  basis of the  annuity  is  increased  by the amount of any
assignment or pledge includible in gross income.  The cost basis is not affected
by any  repayment of any loan for which the annuity is  collateral or by payment
of any interest thereon.

Gifts:  The gift of an annuity to someone other than the spouse of the owner (or
former spouse incident to a divorce) is treated,  for income tax purposes,  as a
distribution.

Estate and Gift Tax Considerations:  You should obtain competent tax advice with
respect to possible federal and state estate and gift tax  consequences  flowing
from the ownership and transfer of annuities.

Generation-Skipping  Transfers: Under the Code certain taxes may be due when all
or part of an  annuity  is  transferred  to, or a death  benefit  is paid to, an
individual  two or more  generations  younger  than the contract  holder.  These
generation-skipping  transfers generally include those subject to federal estate
or gift tax rules. There is an aggregate $1 million exemption from taxes for all
such  transfers.  We may be required to  determine  whether a  transaction  is a
direct skip as defined in the Code and the amount of the resulting  tax. We will
deduct from your Annuity or from any applicable payment treated as a direct skip
any amount of tax we are required to pay.

Considerations for Contingent Annuitants:  There may be adverse tax consequences
if a contingent  annuitant  succeeds an annuitant when the Annuity is owned by a
trust that is neither tax exempt nor  qualifies for  preferred  treatment  under
certain  sections  of the Code.  In  general,  the Code is  designed  to prevent
indefinite deferral of tax. Continuing the benefit of tax deferral by naming one
or more contingent annuitants when the Annuity is owned by a non-qualified trust
might be deemed an attempt to extend the tax deferral for an indefinite  period.
Therefore,  adverse tax treatment  may depend on the terms of the trust,  who is
named  as  contingent   annuitant,   as  well  as  the   particular   facts  and
circumstances.  You should  consult your tax advisor  before naming a contingent
annuitant if you expect to use an Annuity in such a fashion.

GENERAL INFORMATION

HOW WILL I RECEIVE STATEMENTS AND REPORTS?
We send any statements  and reports  required by applicable law or regulation to
you at your last known address of record.  You should  therefore  give us prompt
notice of any address change.  We reserve the right, to the extent  permitted by
law and subject to your prior  consent,  to provide any  prospectus,  prospectus
supplements, confirmations, statements and reports required by applicable law or
regulation to you through our Internet Website at http://www.americanskandia.com
or any  other  electronic  means,  including  diskettes  or CD  ROMs.  We send a
confirmation  statement to you each time a transaction is made affecting Account
Value,  such as making additional  Purchase  Payments,  transfers,  exchanges or
withdrawals.  We also send quarterly statements detailing the activity affecting
your Annuity during the calendar quarter. You may request additional reports. We
reserve the right to charge up to $50 for each such additional  report.  Instead
of immediately  confirming  transactions  made pursuant to some type of periodic
transfer  program  (such as a  dollar  cost  averaging  program)  or a  periodic
Purchase Payment program, such as a salary reduction arrangement, we may confirm
such transactions in quarterly statements.  You should review the information in
these statements carefully.

All  errors  or  corrections  must be  reported  to us at our  Office as soon as
possible to assure proper accounting to your Annuity.  For transactions that are
confirmed immediately, we assume all transactions are accurate unless you notify
us  otherwise  within 10 days from the date you  receive the  confirmation.  For
transactions that are only confirmed on the quarterly  statement,  we assume all
transactions  are accurate unless you notify us within 10 days from the date you
receive the quarterly statement.  All transactions  confirmed  immediately or by
quarterly statement are deemed conclusive after the applicable 10-day period. We
may also send an annual report and a semi-annual  report  containing  applicable
financial statements, as of December 31 and June 30, respectively, to Owners or,
with your prior consent,  make such documents available  electronically  through
our Internet Website or other electronic means.

WHO IS AMERICAN SKANDIA?
American Skandia Life Assurance Corporation ("American Skandia") is a stock life
insurance  company  domiciled in Connecticut  with licenses in all 50 states and
the District of  Columbia.  American  Skandia is a  wholly-owned  subsidiary  of
American Skandia Investment Holding  Corporation (the "Parent"),  whose ultimate
parent is Skandia  Insurance  Company Ltd., a Swedish company.  American Skandia
markets  its  products  to  broker-dealers  and  financial  planners  through an
internal field marketing  staff. In addition,  American  Skandia markets through
and in conjunction with financial  institutions such as banks that are permitted
directly, or through affiliates, to sell annuities.

American  Skandia is in the  business of issuing  variable  annuity and variable
life  insurance  contracts.  American  Skandia  currently  offers the  following
products:  (a) flexible  premium  deferred  annuities  and single  premium fixed
deferred  annuities  that are  registered  with the SEC, (b) certain other fixed
deferred  annuities  that are not  registered  with the SEC;  (c) certain  group
variable  annuities that are exempt from registration with the SEC that serve as
funding  vehicles  for various  types of  qualified  pension and profit  sharing
plans;  (d) a single premium  variable life insurance  policy that is registered
with  the  SEC;  and  (e) a  flexible  premium  life  insurance  policy  that is
registered with the SEC.

WHAT ARE SEPARATE ACCOUNTS?
The assets supporting our obligations under the Annuities may be held in various
accounts,  depending on the  obligation  being  supported.  In the  accumulation
phase,   assets  supporting   Account  Values  are  held  in  separate  accounts
established  under the laws of the State of Connecticut.  We are the legal owner
of assets in the separate accounts. In the payout phase, assets supporting fixed
annuity payments and any adjustable  annuity payments we make available are held
in our general account.  Income, gains and losses from assets allocated to these
separate  accounts are credited to or charged against each such separate account
without  regard to other income,  gains or losses of American  Skandia or of any
other  of  our  separate  accounts.  These  assets  may  only  be  charged  with
liabilities  which arise from the annuity  contracts  issued by American Skandia
Life  Assurance  Corporation.  The  amount  of our  obligation  in  relation  to
allocations to the  Sub-accounts is based on the investment  performance of such
Sub-accounts.  However,  the  obligations  themselves are our general  corporate
obligations.

Separate Account B
During the  accumulation  phase,  the  assets  supporting  obligations  based on
allocations to the variable  investment options are held in Class 1 Sub-accounts
of American Skandia Life Assurance Corporation Variable Account B, also referred
to  as  "Separate   Account  B".   Separate   Account  B  consists  of  multiple
Sub-accounts.  The name of each Sub-account generally corresponds to the name of
the  underlying  Portfolio.  The  names  of each  Sub-account  are  shown in the
Statement of Additional  Information.  Separate  Account B was established by us
pursuant  to  Connecticut  law.  Separate  Account B also holds  assets of other
annuities  issued by us with  values and  benefits  that vary  according  to the
investment  performance of Separate Account B. The Sub-accounts offered pursuant
to this  Prospectus  are all Class 1  Sub-accounts  of Separate  Account B. Each
class of  Sub-accounts  in Separate  Account B has a different  level of charges
assessed against such Sub-accounts.  You will find additional  information about
these underlying mutual funds and portfolios in the prospectuses for such funds.

Separate  Account B is registered with the SEC under the Investment  Company Act
of 1940 ("Investment  Company Act") as a unit investment trust,  which is a type
of investment  company.  This does not involve any supervision by the SEC of the
investment  policies,  management  or  practices  of  Separate  Account  B. Each
Sub-account  invests only in a single mutual fund or mutual fund  portfolio.  We
reserve  the  right to add  Sub-accounts,  eliminate  Sub-accounts,  to  combine
Sub-accounts,  or  to  substitute  underlying  mutual  funds  or  portfolios  of
underlying mutual funds.

Values and benefits based on allocations to the Sub-accounts  will vary with the
investment  performance of the underlying  mutual funds or fund  portfolios,  as
applicable. We do not guarantee the investment results of any Sub-account.  Your
Account Value allocated to the Sub-accounts  may increase or decrease.  You bear
the entire investment risk.

Separate Account D
During the accumulation  phase, assets supporting our obligations based on Fixed
Allocations  are held in American  Skandia Life Assurance  Corporation  Separate
Account D, also referred to as Separate Account D. Such obligations are based on
the fixed  interest  rates we credit to Fixed  Allocations  and the terms of the
Annuities.  These obligations do not depend on the investment performance of the
assets in Separate  Account D. Separate Account D was established by us pursuant
to Connecticut law.

There are no units in Separate  Account D. The Fixed  Allocations are guaranteed
by our  general  account.  An  Annuity  Owner who  allocates  a portion of their
Account Value to Separate  Account D does not participate in the investment gain
or loss on assets  maintained  in Separate  Account D. Such gain or loss accrues
solely  to us.  We retain  the risk  that the  value of the  assets in  Separate
Account D may drop below the reserves and other  liabilities  we must  maintain.
Should the value of the assets in Separate  Account D drop below the reserve and
other  liabilities  we must maintain in relation to the  annuities  supported by
such  assets,  we will  transfer  assets  from our  general  account to Separate
Account  D to make up the  difference.  We have  the  right to  transfer  to our
general account any assets of Separate  Account D in excess of such reserves and
other liabilities.  We maintain assets in Separate Account D supporting a number
of annuities we offer.

We have sole  discretion  over the  investment  managers  retained to manage the
assets maintained in Separate Account D. We currently employ investment managers
for Separate  Account D including,  but not limited to, J.P.  Morgan  Investment
Management Inc. Each manager we employ is responsible for investment  management
of a  different  portion of  Separate  Account  D. From time to time  additional
investment  managers  may be employed  or  investment  managers  may cease being
employed.  We are  under no  obligation  to  employ or  continue  to employ  any
investment manager(s).

We are not  obligated to invest  according to specific  guidelines or strategies
except as may be required by Connecticut and other state insurance laws.

WHAT IS THE LEGAL STRUCTURE OF THE UNDERLYING FUNDS?
Each underlying mutual fund is registered as an open-end  management  investment
company under the Investment  Company Act. Shares of the underlying  mutual fund
portfolios are sold to separate  accounts of life insurance  companies  offering
variable  annuity and variable life insurance  products.  The shares may also be
sold directly to qualified pension and retirement plans.

Voting Rights
We are the legal owner of the shares of the underlying mutual funds in which the
Sub-accounts  invest.  However,  under  SEC  rules,  you have  voting  rights in
relation to Account  Value  maintained  in the  Sub-accounts.  If an  underlying
mutual fund portfolio  requests a vote of shareholders,  we will vote our shares
in  the  manner  directed  by  Owners  with  Account  Value  allocated  to  that
Sub-account.  Owners  have the  right to vote an amount  equal to the  number of
shares attributable to their contracts. If we do not receive voting instructions
in relation to certain shares,  we will vote those shares in the same manner and
proportion  as the  shares  for  which we have  received  instructions.  We will
furnish  those Owners who have Account Value  allocated to a  Sub-account  whose
underlying mutual fund portfolio has requested a "proxy" vote with the necessary
forms to  provide us with their  instructions.  Generally,  you will be asked to
provide  instructions for us to vote on matters such as changes in a fundamental
investment strategy, adoption of a new investment advisory agreement, or matters
relating to the structure of the  underlying  mutual fund that require a vote of
shareholders.

Material Conflicts
It is possible that differences may occur between companies that offer shares of
an  underlying  mutual fund  portfolio  to their  respective  separate  accounts
issuing variable annuities and/or variable life insurance products.  Differences
may also occur  surrounding the offering of an underlying  mutual fund portfolio
to variable  life  insurance  policies and variable  annuity  contracts  that we
offer.  Under  certain  circumstances,  these  differences  could be  considered
"material  conflicts," in which case we would take  necessary  action to protect
persons with voting  rights under our variable  annuity  contracts  and variable
life insurance policies against persons with voting rights under other insurance
companies' variable insurance  products.  If a "material conflict" were to arise
between  owners of  variable  annuity  contracts  and  variable  life  insurance
policies  issued by us we would  take  necessary  action to treat  such  persons
equitably in resolving the  conflict.  "Material  conflicts"  could arise due to
differences in voting instructions between owners of variable life insurance and
variable annuity  contracts of the same or different  companies.  We monitor any
potential conflicts that may exist.

WHO DISTRIBUTES ANNUITIES OFFERED BY AMERICAN SKANDIA?
American Skandia Marketing,  Incorporated ("ASM"), a wholly-owned  subsidiary of
American  Skandia  Investment  Holding  Corporation,   is  the  distributor  and
principal  underwriter of the securities  offered through this  prospectus.  ASM
acts as the  distributor of a number of annuity and life  insurance  products we
offer and both American Skandia Trust and American Skandia Advisor Funds,  Inc.,
a family of  retail  mutual  funds.  ASM's  principal  business  address  is One
Corporate Drive, Shelton,  Connecticut 06484. ASM is registered as broker-dealer
under the Securities  Exchange Act of 1934  ("Exchange  Act") and is a member of
the National Association of Securities Dealers, Inc. ("NASD").

The  Annuity is offered on a  continuous  basis.  ASM enters  into  distribution
agreements with independent broker-dealers who are registered under the Exchange
Act  and  with  entities  that  may  offer  the  Annuity  but  are  exempt  from
registration.   Applications   for  the  Annuity  are  solicited  by  registered
representatives of those firms. Such  representatives will also be our appointed
insurance  agents  under state  insurance  law. In  addition,  ASM may offer the
Annuity directly to potential purchasers.

Compensation  is paid to firms on sales of the Annuity  according to one or more
schedules.  The  individual   representative  will  receive  a  portion  of  the
compensation,  depending on the practice of the firm.  Compensation is generally
based on a  percentage  of  Purchase  Payments  made,  up to a maximum  of 7.0%.
Alternative  compensation  schedules are available  that provide a lower initial
commission plus ongoing annual compensation based on all or a portion of Account
Value. We may also provide  compensation for providing ongoing service to you in
relation to the Annuity.  Commissions and other compensation paid in relation to
the  Annuity do not result in any  additional  charge to you or to the  Separate
Account.

In addition, firms may receive separate compensation or reimbursement for, among
other  things,  training of sales  personnel,  marketing or other  services they
provide  to us or  our  affiliates.  We  or  ASM  may  enter  into  compensation
arrangements with certain firms.  These  arrangements will not be offered to all
firms and the terms of such  arrangements  may differ  between  firms.  Any such
compensation  will be paid by us or ASM and will not  result  in any  additional
charge to you. To the extent  permitted by NASD rules and other  applicable laws
and regulations,  ASM may pay or allow other promotional  incentives or payments
in the form of cash or other compensation.

Advertising:  We may advertise certain information  regarding the performance of
the  investment  options.  Details  on  how we  calculate  performance  for  the
Sub-accounts are found in the Statement of Additional Information, including how
we account for Credits in these performance measures.  This information may help
you review the  performance  of the  investment  options and provide a basis for
comparison with other annuities.  This  information's  usefulness may be limited
because of the Credits,  since, as of the date of this  Prospectus,  we were not
aware of many  annuities  with  variable  and/or  market  value  adjusted  fixed
investment options that included this type of feature. This information also may
be less useful when comparing the  performance  of the  investment  options with
other savings or investment  vehicles.  Such other  investments  may not provide
some  of the  benefits  of  annuities,  or may  not be  designed  for  long-term
investment  purposes.  Additionally other savings or investment vehicles may not
be receive the beneficial tax treatment given to annuities under the Code.

Performance  information on the  Sub-accounts is based on past  performance only
and is not an indication or representation of future performance. Performance of
the  Sub-accounts  is not fixed.  Actual  performance  will  depend on the type,
quality and, for some of the  Sub-accounts,  the  maturities of the  investments
held by the  underlying  mutual funds or portfolios and upon  prevailing  market
conditions and the response of the underlying  mutual funds to such  conditions.
Actual performance will also depend on changes in the expenses of the underlying
mutual  funds or  portfolios.  Such  changes  are  reflected,  in  turn,  in the
Sub-accounts  which  invest in such  underlying  mutual  fund or  portfolio.  In
addition,  the amount of charges  assessed  against each Sub-account will affect
performance.

Some of the underlying mutual fund portfolios  existed prior to the inception of
these   Sub-accounts.   Performance   quoted  in   advertising   regarding  such
Sub-accounts  may indicate  periods during which the  Sub-accounts  have been in
existence but prior to the initial offering of the Annuities,  or periods during
which the  underlying  mutual fund  portfolios  have been in existence,  but the
Sub-accounts  have not. Such  hypothetical  performance is calculated  using the
same assumptions  employed in calculating  actual performance since inception of
the Sub-accounts.

We may advertise the performance of the underlying mutual fund portfolios in the
form of "Standard" and  "Non-Standard"  Total Returns.  "Standard  Total Return"
figures  assume  that  all  charges  and  fees  are  applicable,  including  any
contingent deferred sales charge that may apply for the period shown but it does
not take into consideration any Credits. "Non-standard Total Return" figures may
also be used that do not reflect all fees and charges and may assume  Credits of
1.5%, 3.0%, 4.0% or 5.0%,  respectively,  depending on the cumulative  amount of
Purchase Payments being  illustrated.  The amount of credits  illustrated may be
more or less than the Credits  applicable to your Annuity (see "What are Credits
and how do I Receive Them?").  Non-standard  Total Returns are calculated in the
same manner as standardized  returns except that the  calculations may assume no
redemption at the end of the applicable periods, thus these figures may not take
into  consideration  the  Annuity's   contingent   deferred  sales  charge.  Any
performance  advertisements  will not  reflect  the impact of any  Target  Value
Credits.

The information we may advertise regarding the Fixed Allocations may include the
then  current  interest  rates  we  are  crediting  to  new  Fixed  Allocations.
Information  on  current  rates  will  be as  of  the  date  specified  in  such
advertisement.  Rates will be included in advertisements to the extent permitted
by law. Given that the actual rates applicable to any Fixed Allocation are as of
the  date of any such  Fixed  Allocation's  Guarantee  Period  begins,  the rate
credited  to a Fixed  Allocation  may be more or less  than  those  quoted in an
advertisement.

Advertisements   we  distribute   may  also  compare  the   performance  of  our
Sub-accounts  with:  (a) certain  unmanaged  market  indices,  including but not
limited to the Dow Jones  Industrial  Average,  the  Standard & Poor's 500,  the
Shearson  Lehman Bond Index,  the Frank Russell  non-U.S.  Universal  Mean,  the
Morgan Stanley Capital  International  Index of Europe, Asia and Far East Funds,
and the Morgan  Stanley  Capital  International  World  Index;  and/or (b) other
management investment companies with investment objectives similar to the mutual
fund or portfolio  underlying the Sub-accounts being compared.  This may include
the  performance  ranking  assigned by various  publications,  including but not
limited to the Wall Street Journal,  Forbes, Fortune, Money, Barron's,  Business
Week, USA Today and  statistical  services,  including but not limited to Lipper
Analytical  Services Mutual Funds Survey,  Lipper Annuity and Closed End Survey,
the Variable  Annuity  Research Data Survey,  SEI, the  Morningstar  Mutual Fund
Sourcebook and the Morningstar Variable Annuity/Life Sourcebook.

American  Skandia Life Assurance  Corporation  may advertise its rankings and/or
ratings by independent financial ratings services. Such rankings may help you in
evaluating our ability to meet our obligations in relation to Fixed Allocations,
pay minimum death benefits,  pay annuity payments or administer Annuities.  Such
rankings  and  ratings do not reflect or relate to the  performance  of Separate
Account B.

AVAILABLE INFORMATION
A Statement of Additional  Information  is available from us without charge upon
your request.  This  Prospectus is part of the  registration  statement we filed
with the SEC regarding  this  offering.  Additional  information  on us and this
offering is available in those registration statements and the exhibits thereto.
You may obtain copies of these materials at the prescribed  rates from the SEC's
Public Reference Section,  450 Fifth Street N.W.,  Washington,  D.C., 20549. You
may inspect and copy those  registration  statements and exhibits thereto at the
SEC's public  reference  facilities at the above address,  Room 1024, and at the
SEC's  Regional  Offices,  7 World Trade Center,  New York,  NY, and the Everett
McKinley  Dirksen  Building,  219 South  Dearborn  Street,  Chicago,  IL.  These
documents, as well as documents incorporated by reference,  may also be obtained
through the SEC's Internet Website  (http://www.sec.gov)  for this  registration
statement as well as for other  registrants  that file  electronically  with the
SEC.

INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE
To  the  extent  and  only  to the  extent  that  any  statement  in a  document
incorporated  by reference  into this  Prospectus is modified or superseded by a
statement in this  Prospectus or in a later-filed  document,  such  statement is
hereby deemed so modified or  superseded  and not part of this  Prospectus.  The
Annual Report on Form 10-K for the year ended December 31, 1998 previously filed
by the Company with the SEC under the Exchange Act is  incorporated by reference
in this Prospectus.

We  will  furnish  you  without  charge  a copy  of any or all of the  documents
incorporated  by reference in this  Prospectus,  including  any exhibits to such
documents which have been specifically  incorporated by reference. We will do so
upon receipt of your written or oral request.

HOW TO CONTACT US You can contact us by:
|X|  calling our Concierge Desk at 1-800-752-6342; or
|X|  writing to us at American Skandia Life Assurance Corporation, P.O. Box 883,
     Shelton, Connecticut 06484-0883, Attention: Concierge Desk; or
|X|  sending    us   an   email   to   our    electronic    mail    address   at
     [email protected];   or  
|X|  accessing  information  about your Annuity through our Internet  Website at
     americanskandia.com.

We  may  require  that  you  present  proper  identification  before  performing
transactions over the telephone, email or through our Internet website. This may
include a Personal  Identification Number or PIN that will be provided to you on
or about the time that your Annuity is issued.  To the extent  permitted by law,
we will not be  responsible  for any  claims,  loss,  liability  or  expense  in
connection with a transaction  requested by telephone or other  electronic means
if  we  acted  on  such  transaction  instructions  after  following  reasonable
procedures to identify those persons authorized to perform  transactions on your
Annuity using  verification  methods which may include a request for your Social
Security  number,  PIN or other  form of  electronic  identification.  We may be
liable for losses due to unauthorized  or fraudulent  instructions if we did not
follow such procedures.

INDEMNIFICATION
Insofar as indemnification  for liabilities  arising under the Securities Act of
1933 (the "Securities  Act") may be permitted to directors,  officers or persons
controlling the registrant pursuant to the foregoing provisions,  the registrant
has been informed that in the opinion of the SEC such indemnification is against
public policy as expressed in the Securities Act and is therefore unenforceable.

LEGAL PROCEEDINGS
As of the  date of this  Prospectus,  neither  we nor ASM were  involved  in any
litigation  outside of the ordinary course of business,  and know of no material
claims.

<TABLE>
<CAPTION>
EXECUTIVE OFFICERS AND DIRECTORS
Our executive officers, directors and certain significant employees, their ages,
positions with us and principal occupations are indicated below. The immediately
preceding  work  experience is provided for officers that have not been employed
by us or an affiliate for at least five years as of the date of this Prospectus.

<S>                                                           <C>                                <C>           <C> 
Name/                                                         Position with American Skandia
Age                                                           Life Assurance Corporation                        Principal Occupation

Robert M. Arena                                               Vice President,                                        Vice President,
30                                                            Director of Product                    Director of Product Management:
                                                              Management                                       American Skandia Life
                                                                                                               Assurance Corporation

Mr. Arena joined us in 1995. He previously held an internship position with KPMG
Peat  Marwick in 1994 and the position of Group Sales  Representative  with Paul
Revere Insurance from October, 1990 to August, 1993.

Gordon C. Boronow*                                            President and                                            President and
45                                                            Deputy Chief Executive Officer         Deputy Chief Executive Officer:
                                                              Director (since July, 1991)                      American Skandia Life
                                                                                                               Assurance Corporation

Nancy F. Brunetti                                             Executive Vice President                     Executive Vice President,
36                                                            Director (since February, 1996)               Chief Logistics Officer:
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

Malcolm M. Campbell                                           Director (since July, 1991)                 Director of Operations and
42                                                                                                     Chief Actuary, Assurance and
                                                                                                        Financial Services Division:
                                                                                                      Skandia Insurance Company Ltd.

Jan R. Carendi*                                               Chief Executive                    Senior Executive Vice President and
53                                                            Officer and                      Member of Executive Management Group:
                                                              Chairman of the                         Skandia Insurance Company Ltd.
                                                              Board of Directors
                                                              Director (since May, 1988)

Y.K. Chan                                                     Senior Vice President and                    Senior Vice President and
41                                                            Chief Information Officer                   Chief Information Officer:
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

Mr. Chan joined us in 1999. He previously held the position of Chief Information
Officer  with E.M.  Warburg  Pincus from  January  1995 until April 1999 and the
position of Vice President,  Client Server Application  Development from January
1991 until January 1995.

Lincoln R. Collins                                            Executive Vice President                     Executive Vice President,
37                                                            Director (since February, 1996)                Chief Operating Officer
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

Henrik Danckwardt                                             Director (since July, 1991)                        Director of Finance
44                                                                                                               and Administration,
                                                                                                             Assurance and Financial
                                                                                                                  Services Division:
                                                                                                      Skandia Insurance Company Ltd.

Wade A. Dokken                                                Director (since July, 1991)                       President and Deputy
38                                                                                                          Chief Executive Officer:
                                                                                            American Skandia Marketing, Incorporated


Larisa Gromyko                                                Director of Compliance                         Director of Compliance:
52                                                                                                             American Skandia Life
                                                                                                               Assurance Corporation

Teresa Grove                                                  Vice President,                                        Vice President,
44                                                            Service Operations                                 Service Operations:
                                                                                                        American Skandia Information
                                                                                                 Services and Technology Corporation

Ms.  Grove  joined us in 1996.  She  previously  held the  position  of  Account
Services  Manager with  Twentieth  Century from January,  1992 until  September,
1996.

Brian L. Hirst                                                Vice President,                                        Vice President,
50                                                            Corporate Actuary                                   Corporate Actuary:
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

Mr. Hirst joined us in 1996. He previously  held the positions of Vice President
from 1993 to 1996 and  Second  Vice  President  from  1987 to 1992 at  Allmerica
Financial.

N. David Kuperstock                                           Vice President,                                        Vice President,
46                                                            Product Development                               Product Development:
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

Thomas M. Mazzaferro                                          Executive Vice President and              Executive Vice President and
45                                                            Chief Financial Officer,                      Chief Financial Officer:
                                                              Director (since September, 1994)                 American Skandia Life
                                                                                                               Assurance Corporation

Gunnar J. Moberg                                              Director (since October, 1994)         Director - Marketing and Sales,
43                                                                                                          Assurances and Financial
                                                                                                                  Services Division:
                                                                                                      Skandia Insurance Company Ltd.

David R. Monroe                                               Senior Vice President,                          Senior Vice President,
36                                                            Treasurer and                                            Treasurer and
                                                              Corporate Controller                             Corporate Controller:
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

Mr. Monroe joined us in 1996. He  previously  held  positions of Assistant  Vice
President and Director at Allmerica  Financial from August,  1994 to July,  1996
and Senior Manager at KPMG Peat Marwick from July, 1983 to July, 1994.

Polly Rae                                                     Vice President                                         Vice President,
36                                                            Key Account Operations                         Key Account Operations:
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

Rodney D. Runestad                                            Vice President                                         Vice President:
48                                                                                                             American Skandia Life
                                                                                                               Assurance Corporation

Anders O. Soderstrom                                          Executive Vice President                     Executive Vice President:
38                                                            Director (since September, 1994)                 American Skandia Life
                                                                                                               Assurance Corporation


William H. Strong                                             Vice President,                                        Vice President,
55                                                            Product Innovation                                  Product Innovation
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

Mr. Strong joined us in 1997. He previously  held the position of Vice President
with American  Financial Systems from June 1994 to October 1997 and the position
of Actuary with Connecticut Mutual Life from June 1965 to June 1994.

Amanda C. Sutyak                                              Executive Vice President                               Vice President:
40                                                            Director (since July, 1991)                           American Skandia
                                                                                                             Marketing, Incorporated

C. Ake Svensson                                               Director (since December, 1994)                       Vice President,
47                                                                                                             Business Development:
                                                                                                         American Skandia Investment
                                                                                                                 Holding Corporation

Mr.  Svensson  joined us in 1994. He previously held the position of Senior Vice
President with Nordenbanken.

Mary Toumpas                                                  Director of Advertising Compliance                  Vice President and
47                                                                                                              Compliance Director:
                                                                                                                    American Skandia
                                                                                                             Marketing, Incorporated

Ms. Toumpas  joined us in 1997.  She  previously  held the position of Assistant
Vice President with Chubb Life/Chubb Securities.

Bayard F. Tracy                                               Director (since September, 1994)                Senior Vice President,
50                                                                                                           National Sales Manager:
                                                                                                                    American Skandia
                                                                                                             Marketing, Incorporated

Jeffrey M. Ulness                                             Vice President,                                        Vice President,
37                                                            Product Management                                 Product Management:
                                                                                                               American Skandia Life
                                                                                                               Assurance Corporation

Mr. Ulness  joined us in 1994.  He  previously  held the positions of Counsel at
North American  Security Life Insurance  Company from March,  1991 to July, 1994
and Associate at LeBoeuf,  Lamb, Leiby,  Green and MacRae from January,  1990 to
March 1991.


- --------
* Trustees of American  Skandia  Trust,  one of the  underlying  mutual funds in
which the Sub-accounts offered pursuant to this Prospectus invest.
</TABLE>




<PAGE>





CONTENTS OF THE STATEMENT OF ADDITIONAL INFORMATION
The following are the contents of the Statement of Additional Information:

General Information about American Skandia
|X|  American Skandia Life Assurance Corporation
|X|  American  Skandia Life Assurance  Corporation  Variable  Account B (Class 1
     Sub-accounts)
|X|  American Skandia Life Assurance Corporation Separate Account D

Principal Underwriter/Distributor - American Skandia Marketing, Incorporated

How Performance Data is Calculated
|X|  Current and Effective Yield
|X|  Total Return

How the Unit Price is Determined

Additional Information on Fixed Allocations
|X|  How We Calculate the Market Value Adjustment

General Information
|X|  Voting Rights
|X|  Modification
|X|  Deferral of Transactions
|X|  Misstatement of Age or Sex
|X|  Ending the Offer

Independent Auditors

Legal Experts

Financial Statements

|X|  Appendix A - American Skandia Life Assurance Corporation Variable Account B
     (Class 1 Sub-accounts)


<PAGE>


                                        











            APPENDIX A - FINANCIAL INFORMATION ABOUT AMERICAN SKANDIA

         Selected Financial Data

         The following table  summarizes  information  with respect to the
         operations of the Company.  The selected financial data should be
         read in conjunction  with the financial  statements and the notes
         thereto  and Management's  Discussion  and  Analysis of
         Financial Condition and Results of Operations.

<TABLE>
<CAPTION>

         (in thousands)                                             FOR THE YEAR ENDED DECEMBER 31,                   
                                           --------------------------------------------------------------------------
<S>                                              <C>               <C>            <C>            <C>             <C> 
                                                 1998              1997           1996           1995            1994
                                                 ----              ----           ----           ----            ----
               Income Statement Data:
               Revenues:
               Annuity and life insurance
                  charges and fees*        $     186,211    $     121,158   $     69,780     $    38,837   $    24,780
               Fee income                         50,839           27,593         16,420           6,206         2,112
               Net investment income              11,130            8,181          1,586           1,601         1,300
               Premium income and
                   other revenues                  1,360            1,082            265              45            92
                                           -------------    -------------   ------------     -----------   -----------

               Total revenues              $     249,540    $     158,014   $     88,051     $    46,689   $    28,284
                                           =============    =============   ============     ===========   ===========

               Benefits and Expenses:
               Annuity benefits            $         558    $       2,033   $        613     $       555   $       370
               Change in annuity policy reserves   1,053               37            635          (6,779)        5,766
               Cost of minimum death benefit
                   reinsurance                     5,144            4,545          2,867           2,057         -
               Return credited to contractowners  (8,930)          (2,018)           673          10,613          (517)
               Underwriting, acquisition and
                   other insurance expenses      167,790           90,496         49,887          35,914        18,943
               Interest expense                   41,004           24,895         10,791           6,500         3,616
                                           -------------    -------------   ------------    ------------  ------------
               Total benefits and expenses $     206,619    $     119,988   $     65,466    $     48,860  $     28,178
                                           =============    =============   ============    ============  ============

               Income tax expense (benefit)$       8,154    $      10,478   $     (4,038)   $        397  $        247
                                           =============    =============   ============    ============  ============

               Net income (loss)           $      34,767    $      27,548   $     26,623    $     (2,568) $       (141)
                                           =============    =============   ============    ============  ============

               Balance Sheet Data:
               Total Assets                $  18,848,273    $  12,894,290   $  8,268,696    $  4,956,018  $  2,824,311     
                                           =============    =============   ============    ============  ============
               Future fees payable
                   to parent               $     368,978    $     233,034   $     47,112    $         -   $         - 
                                           =============    =============   ============    ============  ============
               Surplus Notes               $     193,000    $     213,000   $    213,000    $    103,000  $     69,000
                                           =============    =============   ============    ============  ============

               Shareholder's  Equity       $     250,417    $     184,421   $    126,345    $     59,713  $     52,206
                                           =============    =============   ============    ============  ============
</TABLE>

               * On annuity and life insurance sales of $4,159,662, $3,697,990,
                 $2,795,114, $1,628,486, and $1,372,874, during the years ended
                 December 31, 1998,  1997, 1996, 1995, and 1994, respectively,
                 with contractowner  assets under management of $17,854,761, 
                 $12,119,191, $7,764,891, $4,704,044, and $2,661,161  as of 
                 December 31,  1998,  1997,  1996,  1995 and 1994, respectively.




<PAGE>


         Management's Discussion and Analysis of Financial Condition and
         Results of Operations

         American Skandia Life Assurance  Corporation (the "Company") is a
         stock  life  insurance  company  domiciled  in  Connecticut  with
         licenses in all 50 states.  It is a  wholly-owned  subsidiary  of
         American Skandia Investment  Holding  Corporation (the "Parent"),
         whose  ultimate  parent is  Skandia  Insurance  Company  Ltd.,  a
         Swedish company.

         The Company is  primarily  in the  business of issuing  long-term
         savings  and  retirement  products  to  individuals,  groups  and
         qualified  pension plans.  Since its business  inception in 1988,
         the Company has offered a wide array of annuities,  including: a)
         certain   deferred   annuities  that  are  registered   with  the
         Securities and Exchange Commission,  including variable annuities
         and fixed  interest  rate  annuities  that include a market value
         adjustment  feature;  b) certain other fixed  deferred  annuities
         that  are  not  registered   with  the  Securities  and  Exchange
         Commission;  c) non-registered  group variable annuities designed
         as funding  vehicles for various  types of  qualified  retirement
         plans; and d) fixed and adjustable immediate annuities.

         In April 1998,  the Company began  offering a term life insurance
         product in support of an affiliate's mutual fund products. In May
         1998,  the  Company  launched  a  single  premium  variable  life
         insurance  product.  In January  1999,  the Company  launched its
         second  variable life  product,  which was designed as a flexible
         premium product.

         The  Company  markets  its  products  to  independent   financial
         planners and  broker-dealers  through an internal field marketing
         staff.   In  addition,   the  Company   markets  through  and  in
         conjunction  with financial  institutions  such as banks that are
         permitted directly, or through affiliates,  to sell annuities and
         life insurance.

         The Company has a 99.9%  ownership in Skandia Vida,  S.A. de C.V.
         which is a life  insurance  company  domiciled  in  Mexico.  This
         Mexican life insurer is a start up company with  expectations  of
         selling long-term  savings products within Mexico.  Skandia Vida,
         S.A.  de C.V had total  shareholder's  equity of  $4,724,000  and
         $1,509,000 as of December 31, 1998,  and 1997,  respectively  and
         has generated net losses of  $2,514,000,  $1,438,000 and $781,000
         for  the  years  ended   December  31,   1998,   1997  and  1996,
         respectively.

         RESULTS OF OPERATIONS

         Annuity and life  insurance  sales  increased 12%, 32% and 72% in
         1998, 1997 and 1996, respectively.  The Company continues to show
         significant  growth in sales  volume and  ranked  6th  highest in
         variable  annuity  sales during  1998,  according to the Variable
         Annuity  Research and Data  Service.  The  Company's  growth is a
         result  of  innovative  product   development   activities,   the
         recruitment  and retention of top  producers,  and the success of
         its highly rated customer service teams.

         The Company  offers and sells a wide range of deferred  annuities
         and variable life  insurance  through  three  focused  marketing,
         sales and service teams.  Each team specializes in addressing one
         of the Company's  primary  distribution  channels:  (a) financial
         planning firms; (b) broker-dealers  that generally are members of
         the New York Stock Exchange,  including  "wirehouse" and regional
         broker-dealer firms; and (c) broker-dealers affiliated with banks
         or which  specialize  in marketing  to  customers  of banks.  The
         Company also offers a number of specialized  products distributed
         by select,  large  distributors.  There has been continued growth
         and success in expanding the number of selling  agreements in the
         primary  distribution  channels.  There has also  been  increased
         success  in  enhancing  the  relationships  with  the  registered
         representatives/insurance agents of all the selling firms.


<PAGE>


         Total  assets  grew  46%,  56% and 66% in 1998,  1997  and  1996,
         respectively.  These  increases  were  a  direct  result  of  the
         substantial  sales  volume  and  market  growth  of the  separate
         account assets.  The sales and market growth also drove increases
         in  deferred  acquisition  costs,  as  well  as,  fixed  maturity
         investments,  in support  of the  Company's  risk  based  capital
         requirements.  Liabilities  grew 46%, 56%, and 65% in 1998,  1997
         and 1996, respectively,  as a result of the reserves required for
         the increased  sales  activity along with the sale of future fees
         and charges during these periods.  These sales of future fees and
         charges to the Parent are needed to fund the acquisition costs of
         the Company's variable annuity and life insurance business.

         The  Company  generated  net  income  after  tax  of  $34,767,000
         $27,548,000 and $26,623,000 in 1998, 1997 and 1996, respectively.
         The Company benefited in each of the past three years from strong
         sales  growth  and  favorable  market  conditions.  In 1996,  the
         Company also  benefited  from the  recognition of the reversal of
         the deferred tax valuation  allowance.  Assets under  management,
         from  which the  Company  derives a  significant  portion  of its
         revenues  grew  47%,  56%  and  65%  in  1998,   1997  and  1996,
         respectively.

         REVENUES

         As a result of the  significant  growth in sales and assets under
         management,  contractowner  fees and charges  and fees  generated
         from transfer agency-type  activities increased dramatically over
         the past three years:

         (annual percentage growth)        1998       1997       1996
                                           ----       ----       ----

         Annuity and life insurance
           fees and charges                 54%        74%        80%
                                           ====       ====       ====

         Transfer agency fee income         84%        68%       165%
                                           ====       ====       ====

         Net  investment  income  increased 36% and 416% in 1998 and 1997,
         respectively, and decreased slightly in 1996. The majority of the
         income was generated from the bond holdings, which were increased
         in 1998 and 1997 to meet risk based capital goals, which in turn,
         have increased as a result of the growth in business.

         Premium income  represents  premiums earned on sales of immediate
         annuities with life contingencies,  supplementary  contracts with
         life contingencies and certain life insurance products.  Sales of
         these ancillary  products decreased slightly in 1998 and 1996 and
         increased in 1997.

         BENEFITS

         Annuity benefits and the change in annuity policy reserves relate
         to annuity contracts with mortality risks,  these being immediate
         annuity  contracts  with  life  contingencies  and  supplementary
         contracts  with  life  contingencies.  Due  to the  age of  these
         policies  in  force  and the  relative  insignificance  of  these
         products  to  the  Company's   overall   portfolio  of  products,
         fluctuations in these benefits were of marginal importance to the
         Company's total operations.

         The  Company  reinsures  the  guaranteed  minimum  death  benefit
         exposure on most of the  variable  annuity  contracts.  The costs
         (minimum guaranteed premium per reinsurance contracts) associated
         with  reinsuring  the  guaranteed  minimum death benefit  reserve
         exceeded  the  change in the  guaranteed  minimum  death  benefit
         reserve during 1998,  1997 and 1996.  This cost increased in each
         of the past three years by 13%, 59% and 39%, respectively.

         Return credited to contractowners  includes primarily revenues on
         the  variable and market value  adjusted  annuities  and variable
         life  insurance,  offset by the  benefit  payments  and change in
         reserves  required on this business.  The 1998 return credited to
         contractowners in the amount of ($8,930,000)  represented  higher
         than expected Separate Account  investment  returns on the market
         value adjusted  contracts in support of the benefits and required
         reserves.


<PAGE>


         The 1997  return  credited  to  contractowners  in the  amount of
         ($2,018,000)  represents  a  break-even  year  for the  Company's
         market value adjusted  product line. The 1996 return  credited to
         contractowners  in the amount of $673,000  represents a favorable
         investment return on the market value adjusted contracts relating
         to the benefits and  required  reserves,  offset by the effect of
         bond market  fluctuations  on December  31, 1996 in the amount of
         $1,800,000.  While  the  assets  relating  to  the  market  value
         adjusted  contracts reflect the market interest rate fluctuations
         which occurred on December 31, 1996, the liabilities are based on
         the  interest  rates set for new  contracts  which are  generally
         based on the prior day's interest rates. During the first week of
         January 1997,  interest rates were established for new contracts,
         thereby  bringing  the  liabilities  relating to the market value
         adjusted contracts in line with the related assets. Consequently,
         the gain realized in 1997 was a result of this liability shift.

         EXPENSES

         Underwriting,  acquisition and other insurance expenses for 1998,
         1997 and 1996 were as follows:

         (in thousands)                       1998       1997       1996
                                              ----       ----       ----

         Commissions                       $ 224,916  $ 186,920  $ 140,459
         General expenses                    117,678     94,640     63,375
         Net capitalization of 
           deferred acquisition costs       (174,804)  (191,064)  (153,947)
                                           ---------  ---------  ---------

         Underwriting, acquisition and 
           other insurance expenses        $ 167,790  $  90,496  $  49,887
                                           =========  =========  ========= 

         Commissions  increased with the growth in sales. General expenses
         increased  with the  growth in sales,  along  with start up costs
         associated  with the Company's entry into variable life insurance
         and  qualified   plans.  The  net   capitalization   of  deferred
         acquisition  costs  decreased  in 1998 as a result  of  increased
         amortization.

         Interest   expense   increased   $16,109,000,   $14,104,000   and
         $4,291,000 in 1998, 1997 and 1996,  respectively,  as a result of
         additional financing transactions, which consisted of the sale of
         future  fees to the Parent  ("securitization  transactions").  In
         addition,  the Company had  outstanding  surplus  notes  totaling
         $213,000,000 throughout 1998 ($20,000,000 was retired on December
         31, 1998). Surplus notes as of December 31, 1998 and 1997 totaled
         $193,000,000 and $213,000,000, respectively.

         The effective  income tax rates for the years ended  December 31,
         1998,  1997 and 1996 were 19%, 28% and (18%),  respectively.  The
         effective  rate is lower  than the  corporate  rate of 35% due to
         permanent  differences,  with the most significant item being the
         dividend received deduction. Additionally,  the Company released 
         a deferred tax valuation allowance of $9,325,000 in 1996.

         LIQUIDITY AND CAPITAL RESOURCES

         ASLAC's  liquidity  requirement  was met by cash  from  insurance
         operations, investment activities, borrowings from its Parent and
         sale of rights to future fees and charges to its Parent.

         Approximately  97% of 1998  sales  (94% in 1997  and  1996)  were
         variable annuity and life insurance products, most of which carry
         a contingent deferred sales charge. This type of product causes a
         temporary  cash strain in that 100% of the  proceeds are invested
         in separate  accounts  supporting the product leaving a cash (but
         not capital)  strain caused by the  acquisition  cost for the new
         business.  This cash strain  required  the Company to look beyond
         the cash made available by insurance  operations and  investments
         of the Company to financing in the form of surplus notes, capital
         contributions,  the sale of  certain  rights to  future  fees and
         modified coinsurance arrangements.


<PAGE>


         - During 1996, the Company issued  $110,000,000 of surplus notes to
           its Parent.

         - During   December  1998  and  1997,  the  Company   received
           $2,600,000 and $27,700,000, respectively, from its Parent to
           support the capital needs of its U.S.  operations during the
           current  year along with the  following  year's  anticipated
           growth in business.

         - Funds received from new securitization transactions amounted to 
           $169,881,000, $194,512,000 and $50,221,000 for 1998, 1997
           and 1996, respectively.

         - During  1998,  1997  and  1996,  the  Company  extended  its
           reinsurance  agreements  (which were initiated in 1993, 1994
           and  1995).   The   reinsurance   agreements   are  modified
           coinsurance  arrangements  where the reinsurer shares in the
           experience of a specific book of business.

         The  Company   expects  the  continued  use  of  reinsurance  and
         securitization  transactions to fund the cash strain  anticipated
         from the acquisition costs on the coming years' sales volume.

         As of  December  31,  1998 and  1997,  shareholder's  equity  was
         $250,417,000 and $184,421,000,  respectively.  The increases were
         driven by the previously mentioned capital contributions received
         from the Parent and net income from operations.

         ASLAC has  long-term  surplus  notes and a short-term  borrowings
         with its Parent. No dividends have been paid to its Parent.

         The  National  Association  of Insurance  Commissioners  ("NAIC")
         requires  insurance  companies  to report  information  regarding
         minimum   Risk  Based   Capital   ("RBC")   requirements.   These
         requirements  are  intended  to  allow  insurance  regulators  to
         identify companies which may need regulatory  attention.  The RBC
         model law requires that insurance companies apply various factors
         to asset,  premium and reserve items,  all of which have inherent
         risks. The formula includes components for asset risk,  insurance
         risk,  interest risk and business  risk. The Company has complied
         with the NAIC's RBC reporting requirements and has total adjusted
         capital well above required capital.

         YEAR 2000 COMPLIANCE

         The Company is continuing its ongoing assessment of the potential
         impact of the Year 2000 issue on various aspects of its business.
         The  Company's  computer  support is provided  by its  affiliate,
         American Skandia Information Services and Technology Corporation,
         which also  provides  such support for the  Company's  affiliated
         broker-dealer,  American Skandia Marketing,  Incorporated and the
         Company's  affiliated  investment advisory firm, American Skandia
         Investment Services,  Incorporated.  Because of the nature of the
         Company's business, any assessment of the potential impact of the
         Year 2000  issues on the  Company  must be an  assessment  of the
         potential  impact of these issues on all these  companies,  which
         are referred to below as "American Skandia".

         Business Partners

         Management  believes  the area where the Company  is  most  vulnerable
         to Year 2000 issues is in its interfaces with computer systems of 
         investment managers, sub-advisors,  third  party  administrators,  
         vendors and other business partners.  The inability to properly  
         recognize date sensitive electronic information and transfer data 
         between systems could cause errors or even a complete systems failure
         which  would   result  in  a  temporary   inability   to  process
         transactions correctly or engage in normal business activities.

         The  American  Skandia  deferred  annuity  operational   business
         partners  report  that all  critical  interfaces  are  Year  2000
         compliant.  All investment managers and sub-advisors are required
         by the  Securities and Exchange  Commission to publicly  disclose
         their Year 2000 status in December 1998 and June 1999.


<PAGE>


         American Skandia has initiated formal communications with parties
         that provide third party administration, record keeping and trust
         services in  connection  with its life  insurance  and  qualified
         retirement  plan  annuities  business.   Management  has  already
         received several written assurances that these firms will be Year
         2000 compliant.  The Company expects to have  certifications from
         all remaining parties by July 1999. American Skandia is currently
         developing  contingency plans in the event that these targets are
         not met.

         Information Technology Systems

         American  Skandia is a relatively  young company whose internally
         developed  systems were  designed  from the start with four digit
         year  codes.   The  Company   engaged  an  external   information
         technology  specialist  to review  American  Skandia's  operating
         systems and  internally  developed  software.  The assessment was
         completed  in  December  1997  and the  results  were  favorable.
         Specific modifications were suggested,  evaluated and implemented
         for the annuity administration system. This project was completed
         during 1998 and a certificate  of compliance  has been  received.
         Other  non-critical  internally  developed  applications  in  the
         client/server area have already been or will be remediated during
         1999.  The  costs  associated  with  this  aspect  of  Year  2000
         compliance  have  not  had,  and  are not  expected  to  have,  a
         significant impact on the Company's results from operations.

         Suppliers and Non-Information Technology Systems

         Like most companies,  American Skandia is reliant on network, and
         desktop  operating  systems  and  software  providers  to release
         compliant   versions  of  their  respective   systems.   American
         Skandia's  network  is  currently  at the  most  compliant  level
         available.  The standard  desktop  software will be replaced,  as
         fully  compliant  versions  become  available.  In addition,  the
         Company  is in the  process  of  contacting  the  non-information
         systems   vendors  and  suppliers   regarding   their  Year  2000
         compliance   status  and  will   factor  the   results  of  these
         assessments into its contingency plans.

         Management  believes  it has an  effective  program  in  place to
         resolve the Year 2000 issue in a timely manner.  However,  should
         errors or  disruptions  in computer  service  occur,  the Company
         could realize  losses.  Given the nature and  uncertainty of such
         losses, the amounts cannot be reasonably determined.



<PAGE>


         Quantitative and Qualitative Disclosures About Market Risk

         Interest Rate Sensitivity

         At December  31, 1998,  the Company  held in its general  account
         $149,484,000 of fixed maturity  investments that are sensitive to
         changes in interest rates.  These  securities are held in support
         of the Company's  fixed  immediate  annuities  and  supplementary
         contracts  ($23,699,000  in reserves at December 31, 1998) and in
         support of the Company's target solvency capital. With respect to
         the insurance contracts, interest rate risk is managed through an
         asset/liability  matching  program  which takes into  account the
         risk  variables  of the  insurance  liabilities  supported by the
         assets.  In addition,  the Company has a conservative  investment
         philosophy, with all investments being investment grade corporate
         securities, government agency or U.S. government securities.

         In addition,  the Company's  deferred  annuity  products  offer a
         fixed option that subjects the Company to interest rate risk. The
         fixed option  guarantees a fixed rate of interest for a period of
         time selected by the contract  holder  (options  available  range
         from 1 to 10 years).  Withdrawal  of funds  before the end of the
         guarantee  period  subjects the contract holder to a market value
         adjustment  ("MVA"). In the event of rising interest rates, which
         make the fixed maturity securities  underlying the guarantee less
         valuable,  the market value adjustment could be negative.  In the
         event of falling  interest  rates,  which make the fixed maturity
         securities  underlying the guarantee  more  valuable,  the market
         value  adjustment  could be positive.  Should these  contracts be
         surrendered  early, this increase or decrease in fair value would
         be  substantially  offset through the  application of the MVA and
         its effect on contractholders  choosing to withdraw.  The risk to
         the Company on these contracts relates to the ability to reinvest
         proceeds  from  interest  payments  and other  activity  over the
         guarantee  term at interest  rates required to meet interest rate
         guarantees and the risk of default.  This risk is managed through
         an  asset/liability  matching program.  At December 31, 1998, the
         Company had $613,057,000 of contracts subject to MVA.

         Equity Market Exposure

         The Company has a small portfolio of equity  investments;  mutual
         funds  which  are  held in  support  of a  deferred  compensation
         program. In the event of a decline in market values of underlying
         securities, the value of the portfolio would decline, however the
         accrued benefits payable under the related deferred  compensation
         program would decline by a corresponding amount.

         The primary  equity  market  risk to the  Company  comes from the
         nature of the variable annuity and variable life products sold by
         ASLAC. Various fees and charges earned by ASLAC are substantially
         derived  as a  percentage  of the  market  value of assets  under
         management.  In a market  decline,  this income would be reduced.
         This could be further compounded by customer withdrawals,  net of
         applicable   surrender  charge  revenues,   partially  offset  by
         transfers to the fixed option  discussed  above. A 10% decline in
         the market value of the assets under  management  at December 31,
         1998,  sustained  throughout  1999, would result in a $28,000,000
         drop in related fee income.

         In  addition,  it is not clear  what the  impact  of a  prolonged
         downturn  in the equity  markets  would  have on  ongoing  sales.
         Customer's  perceptions of a downturn in equity  markets  coupled
         with  rising  interest  rates  could  move  them  into  financial
         products other than variable annuities or variable life; however,
         the Company's  products might remain  attractive to purchasers in
         relation to other  long-term  savings  vehicles even after such a
         decline.


<PAGE>



                  AUDITED CONSOLIDATED FINANCIAL STATEMENTS OF
                  AMERICAN SKANDIA LIFE ASSURANCE CORPORATION



<PAGE>





                          INDEPENDENT AUDITOR'S REPORT


To the Board of Directors and Shareholder of
    American Skandia Life Assurance Corporation
Shelton, Connecticut

We have audited the consolidated statements of financial  condition of American
Skandia  Life  Assurance  Corporation (the  "Company"  which is a  wholly-owned
subsidiary of Skandia Insurance Company Ltd.) as of December 31, 1998 and 1997,
and the related consolidated  statements of income,  shareholder's  equity, and
cash flows for the years then ended. These consolidated financial statements are
the responsibility of the Company's management. Our responsibility is to express
an opinion on these consolidated financial statements based on our audits.

We  conducted  our  audits  in accordance  with  generally   accepted  auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the  accounting  principles  used and  significant estimates  made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present
fairly,  in all  material respects,  the  consolidated  financial  position  of
American Skandia Life Assurance  Corporation at December 31, 1998 and 1997, and
the  consolidated  results of its operations  and cash flows for the years then
ended in conformity with generally accepted accounting principles.




/s/ Ernst & Young, LLP
- ----------------------
Hartford, Connecticut

February 20, 1999



<PAGE>







INDEPENDENT AUDITORS' REPORT


To the Board of Directors and Shareholder of
     American Skandia Life Assurance Corporation
Shelton, Connecticut


We  have  audited  the accompanying   consolidated  statements  of  operations,
shareholder's  equity, and  cash  flows  of  American  Skandia  Life  Assurance
Corporation and  subsidiary (a  wholly-owned  subsidiary  of Skandia  Insurance
Company Ltd.) for the year ended December 31, 1996. These consolidated financial
statements  are  the   responsibility   of  the   Company's   management.   Our
responsibility  is  to  express an  opinion  on  these  consolidated  financial
statements based on our audit.

We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance  about  whether  the  financial   statements  are  free  of  material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting  principles  used and  significant  estimates  made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.

In our opinion, such consolidated  financial  statements present fairly, in all
material respects,  the  consolidated  results of operations  and cash flows of
American Skandia Life Assurance  Corporation  and subsidiary for the year ended
December 31, 1996 in conformity with generally accepted accounting principles.


/s/Deloitte & Touche LLP
- ------------------------
New York, New York


March 10, 1997



<PAGE>


                        AMERICAN SKANDIA LIFE ASSURANCE
                    CORPORATION (a wholly-owned subsidiary of
                         Skandia Insurance Company Ltd.)

                 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                                 (in thousands)

                                                        AS OF DECEMBER 31,
                                                      1998             1997
                                                   ----------       ----------

ASSETS

Investments:
   Fixed maturities - at amortized cost          $     8,289      $     9,367
   Fixed maturities - at fair value                  141,195          108,323 
   Investment in mutual funds - at fair value          8,210            6,711 
   Policy loans                                          569              687 
                                                  ----------      -----------

      Total investments                              158,263          125,088 

Cash and cash equivalents                             77,525           81,974 
Accrued investment income                              2,880            2,442 
Fixed assets                                             328              356 
Deferred acquisition costs                           721,507          546,703 
Reinsurance receivable                                 4,191            6,343 
Receivable from affiliates                             1,161            1,911 
Income tax receivable - current                           -             1,048 
Income tax receivable - deferred                      38,861           26,174 
State insurance licenses                               4,413            4,563 
Other assets                                           3,744            2,524 
Separate account assets                           17,835,400       12,095,164 
                                                  ----------       ----------

      Total assets                               $18,848,273      $12,894,290
                                                 ===========      ===========

LIABILITIES AND SHAREHOLDER'S EQUITY

Liabilities:
   Reserve for future contractowner benefits     $    37,508      $    43,204 
   Policy reserves                                    25,545           24,415 
   Drafts outstanding                                 28,941           19,278 
   Accounts payable and accrued expenses              91,827           71,190 
   Income tax payable                                  6,657               - 
   Payable to affiliates                                  -               584 
   Future fees payable to parent                     368,978          233,034 
   Short-term borrowing                               10,000           10,000 
   Surplus notes                                     193,000          213,000 
   Separate account liabilities                   17,835,400       12,095,164 
                                                  ----------       ----------

      Total liabilities                           18,597,856       12,709,869 
                                                  ----------       ----------

Shareholders Equity:
   Common stock, $80 par, 25,000 shares
     authorized, issued and outstanding                2,000            2,000 
   Additional paid-in capital                        179,889          151,527 
   Retained earnings                                  64,993           30,226 
   Accumulated other comprehensive income              3,535              668 
                                                  ----------       ----------

      Total shareholder's equity                     250,417          184,421 
                                                  ----------       ----------

    Total liabilities and shareholder's equity   $18,848,273      $12,894,290
                                                 ===========      ===========




                 See notes to consolidated financial statements.


<PAGE>


                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                          (a wholly-owned subsidiary of
                         Skandia Insurance Company Ltd.)

                        CONSOLIDATED STATEMENTS OF INCOME
                                 (in thousands)

<TABLE>
<CAPTION>
                                                                        FOR THE YEAR ENDED DECEMBER 31,
<S>                                                         <C>                      <C>                     <C> 
                                                            1998                     1997                    1996
                                                         ------------            -------------           ------------
REVENUES

Annuity and life insurance charges and fees                $186,211                $121,158                $69,780 
Fee income                                                   50,839                  27,593                 16,420 
Net investment income                                        11,130                   8,181                  1,586 
Premium income                                                  874                     920                    125 
Net realized capital gains                                       99                      87                    134 
Other                                                           387                      75                      6 
                                                         ------------            -------------           ------------

     Total revenues                                         249,540                 158,014                 88,051 
                                                         ------------            -------------           ------------

BENEFITS AND EXPENSES                                                                       

Benefits:
  Annuity benefits                                              558                   2,033                    613 
  Change in annuity policy reserves                           1,053                      37                    635 
  Cost of minimum death benefit reinsurance                   5,144                   4,545                  2,867 
  Return credited to contractowners                          (8,930)                 (2,018)                   673 
                                                         ------------            -------------           ------------

                                                             (2,175)                  4,597                  4,788   
                                                         ------------            -------------           ------------
Expenses:
  Underwriting, acquisition and                                                                                    
      other insurance expenses                              167,640                  90,346                 49,737 
  Amortization of state insurance licenses                      150                     150                    150 
  Interest expense                                           41,004                  24,895                 10,791 
                                                         ------------            -------------           ------------

                                                            208,794                 115,391                 60,678 
                                                         ------------            -------------           ------------

     Total benefits and expenses                            206,619                 119,988                 65,466 
                                                         ------------            -------------           ------------

Income from operations before income taxes                   42,921                  38,026                 22,585 

     Income tax expense (benefit)                             8,154                  10,478                 (4,038)
                                                         ------------            -------------           ------------

        Net income                                          $34,767                 $27,548                $26,623 
                                                         ============            =============           ============
</TABLE>










                 See notes to consolidated financial statements.


<PAGE>


                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                          (a wholly-owned subsidiary of
                         Skandia Insurance Company Ltd.)

                 CONSOLIDATED STATEMENTS OF SHAREHOLDER'S EQUITY
                                 (in thousands)


<TABLE>
<CAPTION>
                                                                     FOR THE YEAR ENDED DECEMBER 31,
<S>                                                          <C>                   <C>                   <C> 
                                                             1998                  1997                  1996
                                                          -----------           -----------           -----------

Common stock:
      Beginning and ending balance                           $2,000              $ 2,000               $ 2,000 

Additional paid in capital:                                           
   Beginning balance                                        151,527              122,250                81,875 
      Additional contributions                               28,362               29,277                40,375 
                                                          -----------           -----------           ----------
         Ending balance                                     179,889              151,527               122,250 

Retained earnings (deficit):
   Beginning balance                                         30,226                 2,678              (23,945)
      Net income                                             34,767                27,548               26,623 
                                                          -----------           -----------           ----------
         Ending balance                                      64,993                30,226                2,678 

Accumulated other comprehensive income:
   Beginning balance                                            668                 (584)                 (217)
      Other comprehensive income                              2,867                1,252                  (367)
                                                          -----------           -----------           -----------
         Ending balance                                       3,535                  668                  (584)
                                                          -----------           -----------           -----------
            Total shareholder's equity                     $250,417              $184,421              $126,345  
                                                          ===========           ===========           ===========
</TABLE>



























                 See notes to consolidated financial statements.


<PAGE>


                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                          (a wholly-owned subsidiary of
                         Skandia Insurance Company Ltd.)

                      CONSOLIDATED STATEMENTS OF CASH FLOW
                                 (in thousands)


<TABLE>
<CAPTION>
                                                                               FOR THE YEAR ENDED DECEMBER 31,
<S>                                                                     <C>                  <C>                  <C>   
                                                                        1998                 1997                 1996  
                                                                    ------------         ------------        ------------
Cash flow from operating activities:

  Net income                                                          $ 34,767             $ 27,548            $ 26,623 
  Adjustments to reconcile net income to net cash
    used in operating activities:
      Increase in policy reserves                                        1,130                3,176               1,852 
      Amortization of bond discount                                        101                   73                  27 
      Amortization of insurance licenses                                   150                  150                 150 
      Change in receivable from/payable to affiliates                      166               (1,321)                540 
      Change in income tax receivable/payable                            7,704               (2,172)              1,688 
      Increase in other assets                                          (1,191)                (604)               (661)
      Increase in accrued investment income                               (438)                (483)             (1,764)
      Decrease/(increase) in reinsurance receivable                      2,152                 (268)               (676)
      Increase in deferred acquisition costs, net                     (174,804)            (190,969)           (153,918)



      Increase in income tax receivable - deferred                     (14,242)              (9,631)            (16,903)
      Increase in accounts payable and accrued expenses                 20,637                5,719              32,323 
      Increase in drafts outstanding                                     9,663                6,245              13,032 
      Change in foreign currency translation, net                          (22)                 (34)                (77)
      Realized gain on sale of investments                                 (99)                 (87)               (134)
                                                                    ------------         ------------        ------------
           Net cash used in operating activities                      (114,326)            (162,658)            (97,898)
                                                                    ------------         ------------        ------------

Cash flow from investing activities:

  Purchase of fixed maturity investments                               (31,828)             (28,905)            (96,813)
  Proceeds from sale and maturity of fixed maturity investments          4,049               10,755               8,947 
  Purchase of shares in mutual funds                                    (7,158)              (5,595)             (2,160)
  Proceeds from sale of shares in mutual funds                           6,086                1,415               1,274 
  Decrease/(increase) in policy loans                                      118                 (528)               (104)
                                                                    ------------         ------------        ------------
            Net cash used in investing activities                       (28,733)             (22,858)            (88,856)
                                                                    ------------         ------------        ------------

Cash flow from financing activities:

  Capital contributions from parent                                      8,362               29,277              40,375 
  Surplus notes                                                              -                    -             110,000 
  Increase in future fees payable to Parent                            135,944              185,922              47,112 
  Net (withdrawals from)/deposits to contractowner accounts             (5,696)               6,959               5,753 
                                                                    ------------         ------------        ------------

        Net cash provided by financing activities                      138,610              222,158             203,240 
                                                                    ------------         ------------        ------------

          Net increase/(decrease) in cash and cash equivalents          (4,449)              36,642              16,486 
                                                                    ------------         ------------        ------------

          Cash and cash equivalents at beginning of year                81,974               45,332              28,846 
                                                                    ------------         ------------        ------------

            Cash and cash equivalents at end of year                  $ 77,525             $ 81,974            $ 45,332 
                                                                    ============         ============        ============

Supplemental cash flow disclosure:
  Income taxes paid                                                   $ 14,651             $ 22,308            $ 11,177 
                                                                    ============         ============        ============

  Interest paid                                                       $ 35,588             $ 16,916            $  7,095 
                                                                    ============         ============        ============
</TABLE>


                 See notes to consolidated financial statements.


<PAGE>


                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                         (a wholly-owned subsidiary of
                                     Skandia Insurance Company Ltd.)

                   Notes to Consolidated Financial Statements
                                December 31, 1998


1.      ORGANIZATION AND OPERATION

        American  Skandia  Life  Assurance  Corporation  (the  "Company")  is a
        wholly-owned   subsidiary  of  American  Skandia   Investment   Holding
        Corporation (the "Parent");  whose ultimate parent is Skandia Insurance
        Company Ltd., a Swedish corporation.

        The Company develops  long-term  savings and retirement  products which
        are distributed through its affiliated broker/dealer company,  American
        Skandia Marketing,  Incorporated  ("ASM"). The Company currently issues
        variable life insurance and variable,  fixed, market value adjusted and
        immediate  annuities  for  individuals,  groups and  qualified  pension
        plans.

        The Company has 99.9% ownership in Skandia Vida, S.A. de C.V. which is
        a life insurance company domiciled in Mexico.  This Mexican life 
        insurer is a start up company with expectations of selling long-term
        savings products within Mexico.  Skandia Vida, S.A. de C.V. had total
        shareholder's equity of $4,724,000 and $1,509,000 as of December 31,
        1998, and 1997, respectively, and has generated net losses of 
        $2,514,000, $1,438,000 and $781,000 for the years ended December 31,
        1998, 1997 and 1996, respectively.


2.      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

        A.  Basis of Reporting

            The accompanying  consolidated  financial statements have been
            prepared in  conformity  with  generally  accepted  accounting
            principles.  Intercompany  transactions and balances have been
            eliminated in consolidation.

            Certain reclassifications have been made to prior year amounts
            to conform with the current year presentation.

        B.  New Accounting Pronouncements

            In  June  1998,  the  Financial   Accounting  Standards  Board
            ("FASB")  issued  Statement of Financial  Accounting  Standard
            ("SFAS")  133,  "Accounting  for  Derivative  Instruments  and
            Hedging   Activities,"   which   establishes   accounting  and
            reporting  standards for  derivative  instruments  and hedging
            activities.  The standard  requires  that all  derivatives  be
            carried on the balance  sheets at fair  value.  The Company is
            currently not involved in derivatives  or hedging  instruments
            as part of its investment strategy.  The Company is evaluating
            the potential  impact of a change in accounting for derivative
            instruments  embedded  in certain  products  it  issues.  This
            standard is effective for years beginning after June 15, 1999.

            In March 1998,  the American  Institute  of  Certified  Public
            Accountants   issued   Statement  of  Position  ("SOP")  98-1,
            "Accounting  for the Costs of Software  Developed  or Obtained
            for Internal  Use," which  provides  guidance for  determining
            when computer software  developed or obtained for internal use
            should  be  capitalized.  It  also  provides  guidance  on the
            amortization  of  capitalized  costs  and the  recognition  of
            impairment.  The Company is evaluating the potential impact of
            adopting  this  SOP,  which  is  effective  for  fiscal  years
            beginning after December 15, 1998.




<PAGE>


                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                          (a wholly-owned subsidiary of
                         Skandia Insurance Company Ltd.)

             Notes to Consolidated Financial Statements (continued)


         C.  Investments

             The Company has classified  its fixed maturity  investments as
             either  held-to-maturity  or  available-for-sale.  Investments
             classified  as  held-to-maturity   are  investments  that  the
             Company has the ability and intent to hold to  maturity.  Such
             investments are carried at amortized cost.  Those  investments
             which are  classified  as  available-for-sale,  are carried at
             fair  value and  changes  in  unrealized  gains and losses are
             reported as a component of other comprehensive income.

             The Company has  classified  its mutual  fund  investments  as
             available-for-sale. Such investments are carried at fair value
             and changes in  unrealized  gains and losses are reported as a
             component of other comprehensive income.

             Policy loans are carried at their unpaid principal balances.

             Realized  gains and  losses on  disposal  of  investments  are
             determined  by the  specific  identification  method  and  are
             included in revenues.

         D.  Cash Equivalents

             The  Company   considers  all  highly  liquid  time  deposits,
             commercial  paper and money market mutual funds purchased with
             a maturity of three months or less to be cash equivalents.

         E.  State Insurance Licenses

             Licenses to do  business  in all states have been  capitalized
             and  reflected  at  the  purchase  price  of  $6,000,000  less
             accumulated  amortization.  The cost of the  licenses is being
             amortized over 40 years.

         F.  Fixed Assets

             Fixed assets consisting of furniture,  equipment and leasehold
             improvements   are  carried  at  cost  and  depreciated  on  a
             straight-line  basis  over a period  of  three to five  years.
             Accumulated  depreciation  amounted to $142,000 and $96,000 at
             December 31, 1998 and 1997, respectively. Depreciation expense
             for the  years  ended  December  31,  1998,  1997 and 1996 was
             $46,000 and $63,000 and $29,000, respectively.

         G.  Income Taxes

             The Company is included in the consolidated federal income tax
             return of Skandia U.S.  Investment Holding Corporation and its
             subsidiaries.  In accordance  with the tax sharing  agreement,
             the federal and state  income tax  provision  is computed on a
             separate  return basis,  as adjusted for  consolidated  items,
             such as net operating loss carryforwards.

             Income  taxes  are  provided  in  accordance  with  SFAS  109,
             "Accounting  for Income  Taxes",  which requires the asset and
             liability  method of accounting for deferred taxes. The object
             of this method is to recognize an asset and  liability for the
             expected  future  tax  effects  due to  temporary  differences
             between the  financial  reporting  and the tax basis of assets
             and  liabilities,   based  on  enacted  tax  rates  and  other
             provisions of the tax law.


<PAGE>


                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                          (a wholly-owned subsidiary of
                         Skandia Insurance Company Ltd.)

             Notes to Consolidated Financial Statements (continued)


         H.  Recognition of Revenue and Contract Benefits

             Revenues for  variable  annuity  contracts  consist of charges
             against contractowner account values for mortality and expense
             risks,  administration  fees,  surrender charges and an annual
             maintenance  fee per contract.  Benefit  reserves for variable
             annuity contracts represent the account value of the contracts
             and are included in the separate account liabilities.

             Revenues for market value adjusted annuity  contracts  consist
             of  separate  account  investment  income  reduced  by benefit
             payments  and changes in reserves in support of  contractowner
             obligations,  all of which are included in return  credited to
             contractowners. Benefit reserves for these contracts represent
             the account  value of the  contracts,  and are included in the
             general account liability for future contractowner benefits to
             the extent in excess of the separate account liabilities.

             Revenues  for  immediate   annuity   contracts   without  life
             contingencies  consist of net investment income.  Revenues for
             immediate annuity contracts with life contingencies consist of
             single premium payments  recognized as annuity  considerations
             when received.  Benefit reserves for these contracts are based
             on the Society of Actuaries 1983 Table-a with assumed interest
             rates that vary by issue year.  Assumed  interest rates ranged
             from 6.25% to 8.25% and 6.5% to 8.25% at December 31, 1998 and
             December 31, 1997, respectively.

             Revenues  for variable  life  insurance  contracts  consist of
             charges   against   contractowner   account   values  for  the
             maintenance  and  expense  fees,  cost of  insurance  fees and
             surrender   charges.   Benefit   reserves  for  variable  life
             insurance   contracts  represent  the  account  value  of  the
             contracts   and  are   included   in  the   separate   account
             liabilities.

         I.  Deferred Acquisition Costs

             The costs of acquiring new  business,  which vary with and are
             primarily related to the production of new business, are being
             deferred net of reinsurance.  These costs include commissions,
             costs of contract issuance,  and certain selling expenses that
             vary  with   production.   These  costs  are  being  amortized
             generally  in  proportion  to  expected   gross  profits  from
             surrender  charges,  policy and asset based fees and mortality
             and   expense   margins.   This   amortization   is   adjusted
             retrospectively  and  prospectively  when estimates of current
             and  future  gross  profits  to be  realized  from a group  of
             products are revised.

             Details  of  the  deferred   acquisition   costs  and  related
             amortization for the years ended December 31, are as follows:

                      (in thousands)           1998         1997        1996
                                               ----         ----        ----

             Balance at beginning of year    $546,703     $355,734    $201,816

             Acquisition costs deferred
               during the year                261,432      243,476     171,253

             Acquisition costs amortized
               during the year                (86,628)     (52,507)    (17,335)
                                             ---------    ---------   ---------

             Balance at end of year          $721,507     $546,703    $355,734
                                             ========     ========    ========


<PAGE>


                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                          (a wholly-owned subsidiary of
                         Skandia Insurance Company Ltd.)

             Notes to Consolidated Financial Statements (continued)


         J.  Reinsurance

             The Company  cedes  reinsurance  under  modified  co-insurance
             arrangements.  The reinsurance arrangements provide additional
             capacity  for growth in  supporting  the cash flow strain from
             the Company's  variable  annuity and variable  life  insurance
             business.  The  reinsurance  is  effected  under  quota  share
             contracts.

             The company  reinsures certain mortality risks relating to the
             variable life  insurance  product,  as well as, the guaranteed
             minimum death benefit feature in the variable annuity product.

             At  December  31,  1998  and  1997,  in  accordance  with  the
             provisions of a modified  coinsurance  agreement,  the Company
             accrued   $1,976,000   and  $0,   respectively,   for  amounts
             receivable from favorable reinsurance experience on a block of
             variable annuity business.

         K.  Translation of Foreign Currency

             The  financial  position  and  results  of  operations  of the
             Company's Mexican subsidiary are measured using local currency
             as the  functional  currency.  Assets and  liabilities  of the
             subsidiary  are  translated  at the exchange rate in effect at
             each year-end.  Statements of income and shareholder's  equity
             accounts are translated at the average rate prevailing  during
             the  year.  Translation  adjustments  arising  from the use of
             differing exchange rates from period to period are reported as
             a component of other comprehensive income.

         L.  Fair Values of Financial Instruments

             The methods and  assumptions  used to determine the fair value
             of financial instruments are as follows:

             Fair values of fixed  maturities with active markets are based
             on quoted market prices.  For fixed  maturities  that trade in
             less  active  markets,   fair  values  are  obtained  from  an
             independent pricing service.

             Fair values of investments in mutual funds are based on quoted
             market prices.

             The carrying value of cash and cash  equivalents  approximates
             fair value due to the short-term nature of these investments.

             The carrying value of short-term  borrowing  approximates fair
             value due to the short-term nature of these liabilities.

             Fair values of certain financial  instruments,  such as future
             fees  payable  to parent  and  surplus  notes are not  readily
             determinable  and are  excluded  from  fair  value  disclosure
             requirements.



<PAGE>


                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                          (a wholly-owned subsidiary of
                         Skandia Insurance Company Ltd.)

             Notes to Consolidated Financial Statements (continued)


         M.  Separate Accounts

             Assets and  liabilities  in Separate  Accounts are included as
             separate captions in the consolidated  statements of financial
             condition. Separate Account assets consist principally of long
             term bonds, investments in mutual funds, short-term securities
             and cash and cash  equivalents,  all of which are  carried  at
             fair value. The investments are managed  predominately through
             the Company's investment advisory affiliate,  American Skandia
             Investment  Services,  Inc. ("ASISI"),  utilizing various fund
             managers  as  sub-advisors.   The  remaining  investments  are
             managed by independent investment firms. The contractowner has
             the  option of  directing  funds to a wide  variety  of mutual
             funds.  The  investment  risk  on the  variable  portion  of a
             contract is borne by the contractowner.  A fixed option with a
             minimum  guaranteed  interest  rate  is  also  available.  The
             Company is  responsible  for the credit risk  associated  with
             these investments.

             Included in Separate Account  liabilities are $771,195,000 and
             $773,067,000  at  December  31,  1998 and 1997,  respectively,
             relating to annuity  contracts for which the  contractowner is
             guaranteed a fixed rate of return.  Separate Account assets of
             $771,195,000  and  $773,067,000 at December 31, 1998 and 1997,
             respectively,  consisting  of  long  term  bonds,  short  term
             securities,  transfers  due from general  account and cash and
             cash   equivalents  are  held  in  support  of  these  annuity
             contracts, pursuant to state regulation.

         N.  Estimates

             The  preparation  of financial  statements in conformity  with
             generally  accepted   accounting   principles   requires  that
             management  make  estimates  and  assumptions  that affect the
             reported  amount of assets and  liabilities at the date of the
             financial  statements and the reported amounts of revenues and
             expenses  during the reporting  period.  The more  significant
             estimates and assumptions are related to deferred  acquisition
             costs  and  involve  policy  lapses,   investment  return  and
             maintenance  expenses.  Actual results could differ from those
             estimates.

3.       COMPREHENSIVE INCOME

         As of  January  1, 1998  the  Company  adopted  SFAS  130,  "Reporting
         Comprehensive Income,"  which sets  standards  for the  reporting  and
         display  of  comprehensive income  and its  components;  however,  the
         adoption of this  Statement had no impact on the  Company's  financial
         position or net income. SFAS 130 requires  unrealized gains and losses
         on the Company's available-for-sale  securities  and foreign  currency
         translation  adjustments,   which  prior  to  adoption  were  reported
         separately  in   shareholder's   equity,   to  be  included  in  other
         comprehensive  income.  Prior  year  financial  statements  have  been
         reclassified to conform to the requirements of SFAS 130.


<PAGE>


                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                          (a wholly-owned subsidiary of
                         Skandia Insurance Company Ltd.)

             Notes to Consolidated Financial Statements (continued)


        The components of comprehensive income, net of tax, for the years ended
        December 31, 1998, 1997 and 1996 were as follows:

<TABLE>
<CAPTION>
<S>                                                                        <C>               <C>            <C> 
                  (in thousands)                                           1998              1997           1996
                                                                           ----              ----           ----

         Net income                                                       $34,767          $27,548         $26,623
         Other comprehensive income:
            Unrealized investment gains/(losses) on
               available for sale securities                                2,751            1,288            (331)
            Reclassification adjustment for realized
               losses/(gains) included in investment income                   138              (14)            (99)
                                                                        ---------        ---------      ----------
            Net unrealized gains/(losses) on securities                     2,889            1,274            (430)

            Foreign currency translation                                      (22)             (22)             64
                                                                       ----------       ----------      ----------

         Other comprehensive income                                         2,867            1,252            (367)
                                                                         --------         --------       ----------

         Comprehensive income                                             $37,634          $28,800         $26,257
                                                                          =======          =======         =======
</TABLE>

<TABLE>
<CAPTION>

         The components of accumulated other  comprehensive  income, net of tax,
         as of December 31, 1998 and 1997 were as follows:

<S>                                                                      <C>                     <C> 
                  (in thousands)                                         1998                    1997
                                                                         ----                    ----

         Unrealized investment gains                                    $3,843                   $954
         Foreign currency translation                                     (308)                  (286)
                                                                      --------                  -----

         Accumulated other comprehensive income                         $3,535                   $668
                                                                        ======                   ====
</TABLE>


4.       INVESTMENTS

         The amortized cost, gross  unrealized  gains/losses and estimated fair
         value of available-for-sale and held-to-maturity  fixed maturities and
         investments in mutual funds as of December 31, 1998 and 1997 are shown
         below.  All securities held at December 31, 1998 are publicly traded.

         Investments in fixed  maturities as of December 31, 1998  consisted of
         the following:
<TABLE>
<CAPTION>

                  (in thousands)                                     Held-to-Maturity

<S>                                       <C>                <C>                 <C>                    <C>    
                                                                 Gross               Gross
                                           Amortized          Unrealized          Unrealized             Fair
                                             Cost                Gains              Losses               Value
         U.S. Government
            obligations                      $3,774                $57               $  -                $3,831

         Corporate securities                 4,515                 34                  -                 4,549
                                            -------               ----              -----               -------

            Totals                           $8,289                $91               $  -                $8,380
                                             ======                ===               ====                ======
</TABLE>




<PAGE>


                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                         (a wholly-owned subsidiary of
                         Skandia Insurance Company Ltd.)

             Notes to Consolidated Financial Statements (continued)


<TABLE>
<CAPTION>
                  (in thousands)                                     Available-for-Sale

<S>                                     <C>                  <C>                 <C>                  <C>  
                                                                Gross                Gross
                                         Amortized           Unrealized           Unrealized             Fair
                                           Cost                 Gains               Losses               Value
         U.S. Government
            obligations                   $  17,399            $   678               $  -             $  18,077

         Obligations of
            state and political
            subdivisions                        253                  7                  -                   260

         Corporate securities               117,774              5,160                 76             122,858  
                                          ---------            -------               ----           -----------

            Totals                         $135,426             $5,845                $76              $141,195
                                           ========             ======                ===              ========
</TABLE>


         The amortized cost and fair value of fixed  maturities,  by contractual
         maturity, at December 31, 1998 are shown below.

<TABLE>
<CAPTION>
                  (in thousands)                        Held-to-Maturity                  Available-for-Sale

<S>                                                <C>                 <C>             <C>                <C>
                                                    Amortized          Fair             Amortized           Fair
                                                      Cost             Value              Cost              Value

         Due in one year or less                      $4,927          $4,982       $           -  $           -

         Due after one through five years              3,362           3,398              54,789             56,850

         Due after five through ten years                  -               -              80,637             84,345
                                                  ----------      ----------          ----------         ----------

               Total                                  $8,289          $8,380            $135,426           $141,195
                                                      ======          ======            ========           ========
</TABLE>
 

         Investments  in fixed  maturities as of December 31, 1997 consisted of
         the following:
<TABLE>
<CAPTION>

                  (in thousands)                       Held-to-Maturity

<S>                                        <C>                  <C>                 <C>                    <C>  
                                                                    Gross               Gross
                                            Amortized            Unrealized          Unrealized             Fair
                                              Cost                  Gains              Losses               Value

         U.S. Government
            obligations                       $3,790                 $71                   $9                $3,852

         Obligations of
            state and political
            subdivisions                          50                   -                    -                    50

         Corporate
            securities                         5,527                   2                   19                 5,510
                                             -------               -----                 ----               -------

               Totals                         $9,367                 $73                  $28                $9,412
                                              ======                 ===                  ===                ======
</TABLE>



<PAGE>


                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                          (a wholly-owned subsidiary of
                         Skandia Insurance Company Ltd.)

             Notes to Consolidated Financial Statements (continued)


<TABLE>
<CAPTION>
                  (in thousands)                                 Available for Sale
                                                                 ------------------
<S>                                     <C>                 <C>                <C>                  <C>   
                                                                Gross              Gross
                                         Amortized            Unrealized         Unrealized              Fair
                                           Cost                  Gains             Losses                Value
                                         ---------            ----------         ----------              -----
         U.S. Government
            obligations                   $ 14,999              $  202             $  -              $  15,201

         Obligations of
            state and political
            subdivisions                       202                   -                -                    202

         Corporate
            securities                      91,470               1,505               55                 92,920
                                        ----------             -------             ----             ----------

               Totals                     $106,671              $1,707              $55               $108,323
                                          ========              ======              ===               ========
</TABLE>


        Proceeds from sales of fixed maturities during 1998, 1997 and 1996 were
        $999,000, $5,056,000  and  $8,732,000,   respectively.  Proceeds  from
        maturities during 1998, 1997 and 1996 were $3,050,000,  $5,700,000 and
        $215,000, respectively.

        The cost, gross  unrealized  gains/losses and fair value of investments
        in mutual funds at December 31, 1998 and 1997 are shown below:

<TABLE>
<CAPTION>
<S>                  <C>            <C>              <C>             <C>  
             (in thousands)           Gross             Gross
                                    Unrealized        Unrealized       Fair
                      Cost            Gains             Losses         Value
                     ------         ----------        ----------      ------
         1998        $8,068            $416              $274         $8,210
                     ======            ====              ====         ======


         1997        $6,896            $ 43              $228         $6,711
                     ======            ====              ====         ======
</TABLE>


<PAGE>


                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                          (a wholly-owned subsidiary of
                         Skandia Insurance Company Ltd.)

             Notes to Consolidated Financial Statements (continued)


         Net realized  investment gains  (losses) were as follows for the years
         ended December 31:

<TABLE>
<CAPTION>
                  (in thousands)                                 1998                   1997               1996
                                                                 ----                   ----               ----

<S>                                                           <C>                     <C>                <C>  
         Fixed maturities:
           Gross gains                                         $    -                   $  10             $   -
           Gross losses                                             (1)                    -                  -
         Investment in mutual funds:
           Gross gains                                             281                    116                140
           Gross losses                                           (181)                   (39)                (6)
                                                               -------                 ------              -----

         Totals                                                 $   99                  $  87               $134
                                                                ======                  =====               ====
</TABLE>



5.       NET INVESTMENT INCOME

         The sources of net investment income for the years ended December 31,
         1998, 1997 and 1996 were as follows:

<TABLE>
<CAPTION>
                  (in thousands)                                1998                   1997                1996
                                                                ----                   ----                ----

<S>                                                           <C>                      <C>               <C>    
         Fixed maturities                                     $  8,534                 $6,617            $   836
         Cash and cash equivalents                               1,717                  1,153                685
         Investment in mutual funds                              1,013                    554                144
         Policy loans                                               45                     28                  5
                                                           -----------              ---------         ----------

         Total investment income                                11,309                  8,352              1,670

         Investment expenses                                       179                    171                 84
                                                            ----------               --------          ---------

         Net investment income                                 $11,130                 $8,181             $1,586
                                                               =======                 ======             ======
</TABLE>



6.       INCOME TAXES

         The significant  components  of income tax expense  (benefit)  for the
         years ended December 31, are as follows:

<TABLE>
<CAPTION>
                (in thousands)                                 1998                  1997                  1996
                                                               ----                  ----                  ----

<S>                                                           <C>                    <C>                  <C>     
         Current tax expense                                  $22,384                $20,108              $12,865 

         Deferred tax benefit                                 (14,230)                (9,630)             (16,903)
                                                             --------              ---------             --------

         Total income tax expense (benefit)                  $  8,154                $10,478             ($ 4,038)
                                                             ========                =======              =======
</TABLE>



<PAGE>


                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                          (a wholly-owned subsidiary of
                         Skandia Insurance Company Ltd.)

             Notes to Consolidated Financial Statements (continued)


         The tax effects of significant items comprising the Company's deferred
         tax balance as of December 31, 1998 and 1997, are as follows:

<TABLE>
<CAPTION>
                  (in thousands)                                         1998                         1997
                                                                         ----                         ----

<S>                                                                    <C>                        <C>    
         Deferred tax liabilities:
             Deferred acquisition costs                                ($210,731)                  ($159,766)
             Payable to reinsurers                                       (25,585)                    (25,369)
             Policy fees                                                    (859)                       (656)
             Unrealized investment gains and losses                       (2,069)                       (514)
                                                                     -----------                -------------

             Total                                                      (239,244)                   (186,305)
                                                                       ---------                   ---------

         Deferred tax assets:
             Net separate account liabilities                            225,600                     175,872
             Reserve for future contractowner benefits                    13,128                      15,121
             Other reserve differences                                    25,335                      10,534
             Deferred compensation                                         9,619                       7,187
             Surplus notes interest                                        3,375                       2,729
             Foreign exchange translation                                    166                         154
             Other                                                           882                         882
                                                                    ------------                ------------

             Total                                                       278,105                     212,479
                                                                       ---------                   ---------

             Income tax receivable - deferred                          $  38,861                   $  26,174
                                                                       =========                   =========
</TABLE>

         Management believes that based on the taxable  income  produced in the
         current year and the continued growth in annuity products,  the Company
         will  produce sufficient  taxable  income in the future to realize its
         deferred  tax asset. As such,  the Company  released  the deferred tax
         valuation allowance of $9,325,000 in 1996.

         The income tax  expense was  different  from the  amount  computed  by
         applying the federal statutory tax rate of 35% to pre-tax  income from
         continuing operations as follows:

<TABLE>
<CAPTION>
                  (in thousands)                                     1998              1997                 1996
                                                                     ----              ----                 ----

<S>                                                              <C>                <C>                <C>  
         Income (loss) before taxes
             Domestic                                              $45,435             $39,464             $23,366
             Foreign                                                (2,514)             (1,438)               (781)
                                                                 ---------           ---------           ---------
             Total                                                  42,921              38,026              22,585

             Income tax rate                                            35%                 35%                 35%
                                                                 ---------           ---------           ---------

         Tax expense at federal
             statutory income tax rate                              15,022              13,309               7,905

         Tax effect of:
             Change in valuation allowance                               -                  -               (9,325)
             Dividend received deduction                            (9,085)             (4,585)             (2,266)
             Losses of foreign subsidiary                              880                 503                 273
             Meals and entertainment                                   487                 340                  43
             State income taxes                                        673                 577                 356 
             Other                                                     177                 334              (1,024)
                                                                  --------             -------           ---------

         Income tax expense (benefit)                             $  8,154             $10,478           ($  4,038)
                                                                  ========             =======            =========

</TABLE>

<PAGE>


                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                          (a wholly-owned subsidiary of
                         Skandia Insurance Company Ltd.)

             Notes to Consolidated Financial Statements (continued)


7.       RECEIVABLE FROM/PAYABLE TO AFFILIATES

         Certain operating costs (including  personnel, rental of office space,
         furniture, and equipment)  have been charged to the Company at cost by
         American Skandia  Information  Services  and  Technology   Corporation
         ("ASIST"), an affiliated company; and likewise, the Company has charged
         operating costs to ASISI. The total cost to the Company for these items
         was $7,722,000, $5,572,000 and $11,581,000 for the years ended December
         31, 1998, 1997 and 1996, respectively.  Income received for these items
         was $1,355,000, $3,225,000 and $1,148,000 for the years ended December
         31,  1998,  1997  and  1996,  respectively.  Amounts  receivable  from
         affiliates  under these  arrangements were  $98,000 and $549,000 as of
         December 31, 1998 and 1997, respectively. Amounts payable to affiliates
         under these arrangements were $551,000 and $264,000 as of December 31,
         1998 and 1997, respectively.


8.       FUTURE FEES PAYABLE TO PARENT

         In a series of transactions with its Parent,  the Company sold certain
         rights to receive  future fees and  contract  charges  expected  to be
         realized on variable portions of designated blocks of deferred annuity
         contracts. The effective  dates and issue  periods these  transactions
         cover are as follows:


                             Closing    Effective        Contract Issue
            Transaction       Date         Date              Period
            -----------     --------    ---------      -----------------

               1996-1       12/16/96      9/1/96       1/1/94 -  6/30/96
               1997-1        7/23/97      6/1/97       3/1/96 -  4/30/97
               1997-2       12/30/97     12/1/97       5/1/95 - 12/31/96
               1997-3       12/30/97     12/1/97       5/1/96 - 10/31/97
               1998-1        6/30/98      6/1/98       1/1/97 -  5/31/98
               1998-2       11/10/98     10/1/98       5/1/97 -  8/31/98
               1998-3       12/30/98     12/1/98       7/1/96 - 10/31/98


        In connection with these transactions, the Parent issued collateralized
        notes in a private placement which are secured by the rights to receive
        future fees and charges purchased from the Company.

        Under the terms of the Purchase Agreements, the rights sold provide for
        the Parent to receive a  percentage  of future  mortality  and  expense
        charges and  contingent  deferred  sales  charges,  after  reinsurance,
        expected to be realized over the remaining  surrender  charge period of
        the  designated  contracts (6 to 8 years).  The  percentage  is 100% on
        transactions 1997-3 and 1998-3 and 80% on all other transactions.

        The Company  did not sell the right to receive  future fees and charges
        after the expiration of the surrender charge period.


<PAGE>


                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                          (a wholly-owned subsidiary of
                         Skandia Insurance Company Ltd.)

             Notes to Consolidated Financial Statements (continued)


        The proceeds  from the sales have been  recorded as a liability and are
        being  amortized  over the  remaining  surrender  charge  period of the
        designated  contracts using the interest  method.  The present value of
        the transactions as of the respective effective date was as follows:

<TABLE>
<CAPTION>
         (in thousands)
                                                               Present
<S>       <C>                     <C>                         <C>
           Transaction             Discount Rate                Value
           -----------             -------------               -------
             1996-1                    7.5%                    $50,221
             1997-1                    7.5%                     58,767
             1997-2                    7.5%                     77,552
             1997-3                    7.5%                     58,193
             1998-1                    7.5%                     61,180
             1998-2                    7.0%                     68,573
             1998-3                    7.0%                     40,128
</TABLE>

        Payments  representing  fees and  charges  in the  aggregate  amount of
        $69,226,000, $22,250,000 and $0, were made by the Company to the Parent
        for the years ended  December  31, 1998,  1997 and 1996,  respectively.
        Related  interest  expense of  $22,978,000,  $6,842,000 and $42,000 has
        been included in the  statement of income for the years ended  December
        31, 1998, 1997 and 1996, respectively.

        Expected  payments of future fees  payable to Parent as of December 31,
        1998 are as follows:

                                     Year Ended
          (in thousands)            December 31,                    Amount
                                    ------------                  ----------
                                       1999                       $   64,520
                                       2000                           68,403
                                       2001                           67,953
                                       2002                           64,238
                                       2003                           54,382
                                       2004                           35,601
                                       2005                           12,441
                                       2006                            1,440
                                                                  ----------
                                       Total                      $  368,978
                                                                  ==========

        The  Commissioner  of the State of Connecticut has approved the sale of
        future fees and charges; however, in the event that the Company becomes
        subject to an order of liquidation or rehabilitation,  the Commissioner
        has the  ability  to stop the  payments  due to the  Parent  under  the
        Purchase Agreement subject to certain terms and conditions.


<PAGE>


                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                          (a wholly-owned subsidiary of
                         Skandia Insurance Company Ltd.)

             Notes to Consolidated Financial Statements (continued)


9.      LEASES

        The Company leases office space under a lease agreement  established in
        1989  with  ASIST.  The  lease  expense  for  1998,  1997  and 1996 was
        $3,588,000,  $2,428,000 and  $1,583,000,  respectively.  Future minimum
        lease payments per year and in aggregate as of December 31, 1998 are as
        follows:

         (in thousands)        1999                           $  3,619
                               2000                              5,070
                               2001                              5,070
                               2002                              5,070
                               2003                              5,070
                               2004 and thereafter              40,271
                                                              --------

                               Total                          $ 64,170
                                                              ========

10.     RESTRICTED ASSETS

        To comply with certain state insurance departments'  requirements,  the
        Company maintains cash, bonds and notes on deposit with various states.
        The  carrying  value of  these  deposits  amounted  to  $3,747,000  and
        $3,757,000  as of December  31,  1998,  and 1997,  respectively.  These
        deposits  are  required  to  be  maintained   for  the   protection  of
        contractowners within the individual states.


11.     RETAINED EARNINGS AND DIVIDEND RESTRICTIONS

        Statutory basis shareholder's  equity was $285,553,000 and $294,586,000
        at December 31, 1998 and 1997, respectively.

        The statutory basis net loss was $13,152,000, $8,970,000 and $5,405,000
        for the years ended December 31, 1998, 1997 and 1996, respectively.

        Under various state  insurance  laws,  the maximum  amount of dividends
        that can be paid to  shareholders  without prior  approval of the state
        insurance  department is subject to restrictions  relating to statutory
        surplus and net gain from operations.  At December 31, 1998, no amounts
        may be distributed without prior approval.


12.     EMPLOYEE BENEFITS

        The Company has a 401(k) plan for which substantially all employees are
        eligible. Under this plan, the Company contributes 3% of salary for all
        participating  employees and matches  employee  contributions  at a 50%
        level  up  to  an   additional   3%   Company   contribution.   Company
        contributions  to  this  plan  on  behalf  of  the  participants   were
        $2,115,000,  $1,220,000  and $850,000 for the years ended  December 31,
        1998, 1997 and 1996, respectively.


<PAGE>


                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                         (a wholly-owned subsidiary of
                         Skandia Insurance Company Ltd.)

             Notes to Consolidated Financial Statements (continued)


        The Company has a deferred compensation plan, which is available to the
        internal  field   marketing   staff  and  certain   officers.   Company
        contributions to this plan on behalf of the participants were $342,000,
        $270,000 and $245,000 for the years ended  December 31, 1998,  1997 and
        1996, respectively.

        The Company and an affiliate  cooperatively have a long-term  incentive
        plan under  which  units are awarded to  executive  officers  and other
        personnel.  The program  consists of  multiple  plans,  with a new plan
        instituted each year.  Generally,  participants must remain employed by
        the  Company or its  affiliates  at the time such units are  payable in
        order to receive any  payments  under the plan.  The accrued  liability
        representing  the value of these units was  $21,372,000 and $15,720,000
        as of December  31, 1998 and 1997,  respectively.  Payments  under this
        plan were  $2,407,000,  $1,119,000  and  $602,000  for the years  ended
        December 31, 1998, 1997, and 1996, respectively.

13.     REINSURANCE

        The effect of reinsurance  for the years ended December 31, 1998,  1997
        and 1996 is as follows:

<TABLE>
<CAPTION>
         (in thousands)                                    1998
                                                           ----
                                  Policy                 Change in             Return Credited
                             Charges and Fees         Policy Reserves         to Contractowners
                             ----------------         ---------------         -----------------
<S>                              <C>                     <C>                      <C>     
         Gross                   $215,425                $   691                  ($8,921)
         Ceded                     29,214                   (362)                       9
                                 --------                -------                  -------
         Net                     $186,211                $ 1,053                  ($8,930)
                                 ========                =======                  =======


                                                            1997
                                                            ----
                                  Policy                 Change in             Return Credited
                             Charges and Fees         Policy Reserves         to Contractowners
                             ----------------         ---------------         -----------------
         Gross                   $144,417                   $955                    ($1,972)
         Ceded                     23,259                    918                         46 
                                 --------                  -----                    -------
         Net                     $121,158                  $  37                    ($2,018)
                                 ========                  =====                     ======


                                                            1996
                                                            ----
                                  Policy                 Change in              Return Credited
                             Charges and Fees         Policy Reserves          to Contractowners
                             ----------------         ---------------          -----------------
         Gross                    $87,370                   $815                     $779
         Ceded                     17,590                    180                      106
                                 --------                  -----                    -----
         Net                      $69,780                   $635                     $673
                                  =======                   ====                     ====
</TABLE>


        Such ceded  reinsurance does not relieve the Company of its obligations
        to  policyholders.  The Company remains liable to its policyholders for
        the portion  reinsured to the extent that any  reinsurer  does not meet
        the obligations assumed under the reinsurance agreements.


<PAGE>


                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                          (a wholly-owned subsidiary of
                         Skandia Insurance Company Ltd.)

             Notes to Consolidated Financial Statements (continued)


14.    SURPLUS NOTES

       The Company has issued surplus notes to its Parent in exchange for cash.
       Surplus notes outstanding as of December 31, 1998 and 1997 were
       as follows:

<TABLE>
<CAPTION>
              (in thousands)
                                                                                    Interest for the
                                        Interest      1998        1997           Years Ended December 31,
              Issue Date                  Rate       Amount      Amount        1998        1997       1996
              ----------                  ----       ------      ------        ----        ----       ----

<S>                                      <C>      <C>         <C>            <C>        <C>        <C>     
         December 29, 1993                6.84%    $      -    $ 20,000       $ 1,387    $ 1,387    $ 1,391
         February 18, 1994                7.28%      10,000      10,000           738        738        740
         March 28, 1994                   7.90%      10,000      10,000           801        801        803
         September 30, 1994               9.13%      15,000      15,000         1,389      1,389      1,392
         December 28, 1994                9.78%      14,000      14,000         1,388      1,388      1,392
         December 19, 1995                7.52%      10,000      10,000           762        762        765
         December 20, 1995                7.49%      15,000      15,000         1,139      1,139      1,142
         December 22, 1995                7.47%       9,000       9,000           682        682        684
         June 28, 1996                    8.41%      40,000      40,000         3,411      3,411      1,747
         December 30, 1996                8.03%      70,000      70,000         5,699      5,699         31       
                                                   --------    --------       -------    -------    -------      -
         Total                                     $193,000    $213,000       $17,396    $17,396    $10,087
                                                   ========    ========       =======    =======    =======
</TABLE>

        The surplus note for $20,000,000  dated December 29, 1993 was converted
        to additional paid-in capital on December 31, 1998.

        All surplus notes mature seven years from the issue date.

        Payment of  interest  and  repayment  of  principal  for these notes is
        subject to certain  conditions  and require  approval by the  Insurance
        Commissioner  of the State of  Connecticut.  At  December  31, 1998 and
        1997, $9,644,000 and $7,796,000,  respectively,  of accrued interest on
        surplus notes was not approved for payment under these criteria.


15.     SHORT-TERM BORROWING

        The Company had a $10 million  short-term loan payable to the Parent at
        December 31, 1998 and 1997. The total  interest  expense to the Company
        was  $622,000,  $642,000 and $643,000 and for the years ended  December
        31, 1998, 1997 and 1996,  respectively,  of which $182,000 and $201,000
        was payable as of December 31, 1998 and 1997, respectively.


16.     CONTRACT WITHDRAWAL PROVISIONS

        Approximately  99% of the Company's  separate  account  liabilities are
        subject to discretionary  withdrawal by  contractowners at market value
        or with market  value  adjustment.  Separate  account  assets which are
        carried at fair value are  adequate to pay such  withdrawals  which are
        generally  subject  to  surrender  charges  ranging  from 10% to 1% for
        contracts held less than 10 years.


<PAGE>


                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                          (a wholly-owned subsidiary of
                         Skandia Insurance Company Ltd.)

             Notes to Consolidated Financial Statements (continued)


17.     SEGMENT REPORTING

        In June 1997, the FASB issued SFAS 131,  "Disclosures about Segments of
        an Enterprise and Related  Information." SFAS 131 establishes standards
        for the way that public  enterprises report information about operating
        segments  in  annual  financial  statements  and  requires  that  those
        enterprises  report selected  information  about operating  segments in
        interim financial  reports issued to shareholders.  It also establishes
        standards   related  to   disclosures   about  products  and  services,
        geographic  areas  and  major  customers.  SFAS  131 is  effective  for
        financial statement periods beginning after December 15, 1997.

        During 1998, to complement its annuity  products,  the Company launched
        specific  marketing and operational  activities  towards the release of
        variable life insurance and qualified retirement plan annuity products.
        As of December 31, 1998,  sales were not significant  enough to warrant
        full segment disclosures.  Sales, as measured by premium received,  for
        the year ended  December  31, 1998 and assets  under  management  as of
        December 31, 1998, for the respective segments were as follows:

<TABLE>
<CAPTION>
                      (in thousands)                   Variable         Variable      Qualified
                                                        Annuity           Life           Plans         Total
                                                     ------------       --------      ---------     -----------
<S>                                                  <C>                 <C>           <C>          <C>           
         Sales                                        $ 4,122,272        $1,188        $36,202      $ 4,159,662
                                                      ===========        ======        =======      ===========

         Assets under management                      $17,809,437        $1,295        $44,029      $17,854,761
                                                      ===========        ======        =======      ===========
</TABLE>




<PAGE>


                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                          (a wholly-owned subsidiary of
                         Skandia Insurance Company Ltd.)

             Notes to Consolidated Financial Statements (continued)


18.     QUARTERLY FINANCIAL DATA (UNAUDITED)

        The  following  table  summarizes   information  with  respect  to  the
        operations of the Company on a quarterly basis:

<TABLE>
<CAPTION>

                   (in thousands)                                            Three Months Ended
                                                     March 31          June 30        September 30       December 31
                                                     --------          -------        ------------       -----------
                      1998
                      ----
<S>                                                 <C>              <C>                <C>              <C>   
         Premiums and other insurance
            revenues                                  $ 50,593          $ 57,946         $ 62,445          $ 67,327
         Net investment income                           3,262             2,410            2,469             2,989
         Net realized capital gains (losses)               156                13              (46)              (24) 
                                                      --------          --------         --------          --------
         Total revenues                                 54,011            60,369           64,868            70,292

         Benefits and expenses                          46,764            42,220           48,471            69,164
                                                      --------          --------         --------          --------

         Pre-tax net income                              7,247            18,149           16,397             1,128

         Income taxes                                    1,175             4,174            2,223               582
                                                      --------          --------         --------          --------

         Net income                                   $  6,072          $ 13,975         $ 14,174          $    546
                                                      ========          ========         ========          ========


                       1997
                       ----
         Premiums and other insurance
            revenues                                  $ 30,186          $ 34,056         $ 41,102          $ 44,402
         Net investment income                           1,369             2,627            2,031             2,154
         Net realized capital gains                         20                43               21                 3
                                                      --------          --------         --------          --------
         Total revenues                                 31,575            36,726           43,154            46,559

         Benefits and expenses                          18,319            30,465           31,179            40,025
                                                      --------          --------         --------          --------

         Pre-tax net income                             13,256             6,261           11,975             6,534

         Income taxes                                    4,260             2,614            3,354               250
                                                      --------          --------         --------          --------

         Net income                                   $  8,996          $  3,647         $  8,621          $  6,284
                                                      ========          ========         ========          ========


                       1996
                       ----
         Premiums and other insurance
            revenues                                  $ 16,606          $ 20,453         $ 22,366          $ 26,906
         Net investment income                             455               283              270               578
         Net realized capital gains                         92                13                6                23
                                                      --------          --------         --------          --------
         Total revenues                                 17,153            20,749           22,642            27,507

         Benefits and expenses                          12,725             9,430           17,007            26,304
                                                      --------         ---------         --------          --------

         Pre-tax net income                              4,428            11,319            5,635             1,203

         Income taxes                                    1,769             3,624            3,096           (12,527)
                                                      --------         ---------         --------          --------

         Net income                                   $  2,659         $   7,695         $  2,539          $ 13,730
                                                      ========         =========         ========          ========
</TABLE>


        As described in Note 6, the  valuation  allowance  relating to deferred
        income  taxes was released  during the three months ended  December 31,
        1996.




<PAGE>


                                                               
      APPENDIX B - CONDENSED FINANCIAL INFORMATION ABOUT SEPARATE ACCOUNT B

The  Unit  Prices  and  number  of  Units  in the  Sub-accounts  that  commenced
operations  prior to  January  1,  1999 are  shown  below.  All or some of these
Sub-accounts  were available during the periods shown as investment  options for
other  variable  annuities  we offer  pursuant to  different  prospectuses.  The
Insurance  Charge  assessed  against the  Sub-accounts  under the terms of those
other  variable  annuities  are the same as the charges  assessed  against  such
Sub-accounts under the Annuity offered pursuant to this Prospectus.

         Unit Prices And Numbers Of Units:  The following  table shows:  (a) the
Unit Price, as of the dates shown, for Units in each of the Class 1 Sub-accounts
of Separate Account B that commenced operations prior to January 1, 1999 and are
being offered  pursuant to this Prospectus or which we offer pursuant to certain
other  prospectuses;  and (b) the  number  of  Units  outstanding  in each  such
Sub-account  as of the dates shown.  The year in which  operations  commenced in
each  such  Sub-account  is  noted in  parentheses.  The  portfolios  in which a
particular Sub-account invests may or may not have commenced operations prior to
the date such Sub-account commenced  operations.  The initial offering price for
each Sub-account was $10.00.


<TABLE>
<CAPTION>
                                                                   Year Ended December 31,
- ------------------------------------------------------------------------------------------------------------------------------------
                         1998       1997       1996        1995       1994        1993       1992       1991       1990      1989
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                   <C>        <C>         <C>        <C>        <C>          <C>       <C>        <C>         <C>        <C>
AST Founders
Passport (1)
(1994)
Unit Price                $12.54      11.46       11.39      10.23           -          -          -          -          -         -
Number of Units        9,207,623  9,988,104   9,922,698  2,601,283           -          -          -          -          -         -

- ------------------------------------------------------------------------------------------------------------------------------------
AST T. Rowe Price
International Equity
(1994)
Unit Price                $13.14      11.69       11.70      10.39        9.49          -          -          -          -         -
Number of Units       34,328,425 37,784,426  32,628,595 17,935,251  11,166,758          -          -          -          -         -

- ------------------------------------------------------------------------------------------------------------------------------------
AST AIM
International Equity (2)
(1989)
Unit Price                $27.18      22.95       19.70      18.23       16.80      16.60      12.37      13.69      12.98     13.64
Number of Units       17,748,560 17,534,233  17,220,688 14,393,137  14,043,215  9,063,464  1,948,773  1,092,902    398,709    29,858

- ------------------------------------------------------------------------------------------------------------------------------------
AST Janus Overseas
Growth
(1997)
Unit Price                $13.41      11.70           -          -           -          -          -          -          -         -
Number of Units       43,711,763 21,405,891           -          -           -          -          -          -          -         -

- ------------------------------------------------------------------------------------------------------------------------------------
AST American Century
International Growth
(1997)
Unit Price                $13.30      11.35           -          -           -          -          -          -          -         -
Number of Units        5,670,336  2,857,188           -          -           -          -          -          -          -         -

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


<PAGE>



- ------------------------------------------------------------------------------------------------------------------------------------
                         1998       1997       1996        1995       1994        1993       1992       1991       1990      1989
- ------------------------------------------------------------------------------------------------------------------------------------
AST Janus Small-Cap
Growth (3)
(1994)
Unit Price                $17.64      17.28       16.54      13.97       10.69          -          -          -          -         -
Number of Units       15,003,001 14,662,728  12,282,211  6,076,373   2,575,105          -          -          -          -         -

- ------------------------------------------------------------------------------------------------------------------------------------
AST Lord Abbett Small
Cap Value
(1998)
Unit Price                 $9.85          -           -          -           -          -          -          -          -         -
Number of Units        4,081,870          -           -          -           -          -          -          -          -         -

- ------------------------------------------------------------------------------------------------------------------------------------
AST T. Rowe Price
Small Company Value
(1997)
Unit Price                $11.20      12.70           -          -           -          -          -          -          -         -
Number of Units       24,700,211 14,612,510           -          -           -          -          -          -          -         -

- ------------------------------------------------------------------------------------------------------------------------------------
AST Neuberger Berman
Mid-Cap Growth (4)
(1994)
Unit Price                $19.15      16.10       13.99      12.20        9.94          -          -          -          -         -
Number of Units       13,389,289 11,293,799   9,563,858  3,658,836     301,267          -          -          -          -         -

- ------------------------------------------------------------------------------------------------------------------------------------
AST Neuberger Berman
Mid-Cap Value (5)
(1993)
Unit Price                $16.10      16.72       13.41      12.20        9.81      10.69          -          -          -         -
Number of Units       16,410,121 11,745,440   9,062,152  8,642,186   7,177,232  5,390,887          -          -          -         -

- ------------------------------------------------------------------------------------------------------------------------------------
AST T. Rowe Price
Natural Resources
(1995)
Unit Price                $12.57      14.46       14.19      11.01           -          -          -          -          -         -
Number of Units        5,697,453  7,550,076   6,061,852    808,605           -          -          -          -          -         -

- ------------------------------------------------------------------------------------------------------------------------------------
AST Oppenheimer
Large-Cap Growth  (6)
(1996)
Unit Price                $15.48      12.33       10.89          -           -          -          -          -          -         -
Number of Units       19,009,242 18,736,994   4,324,161          -           -          -          -          -          -         -

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


<PAGE>



- ------------------------------------------------------------------------------------------------------------------------------------
                         1998       1997       1996        1995       1994        1993       1992       1991       1990      1989
- ------------------------------------------------------------------------------------------------------------------------------------
AST Marsico Capital
Growth
(1997)
Unit Price                $14.00      10.03           -          -           -          -          -          -          -         -
Number of Units       40,757,449    714,309           -          -           -          -          -          -          -         -

- ------------------------------------------------------------------------------------------------------------------------------------
AST JanCap Growth
(1992)
Unit Price                $39.54      23.83       18.79      14.85       10.91      11.59      10.51          -          -         -
Number of Units       80,631,598 62,486,302  46,779,164 28,662,737  22,354,170 13,603,637  1,476,139          -          -         -

- ------------------------------------------------------------------------------------------------------------------------------------
AST Bankers Trust
Enhanced 500
(1998)
Unit Price                $12.61          -           -          -           -          -          -          -          -         -
Number of Units       22,421,754          -           -          -           -          -          -          -          -         -

- ------------------------------------------------------------------------------------------------------------------------------------
AST Cohen & Steers
Realty
(1998)
Unit Price                 $8.28          -           -          -           -          -          -          -          -         -
Number of Units        3,771,461          -           -          -           -          -          -          -          -         -

- ------------------------------------------------------------------------------------------------------------------------------------
AST American Century
Income & Growth(7)
(1997)
Unit Price                $13.35      12.06           -          -           -          -          -          -          -         -
Number of Units       13,845,190  9,523,815           -          -           -          -          -          -          -         -

- ------------------------------------------------------------------------------------------------------------------------------------
AST Lord Abbett
Growth and Income
(1992)
Unit Price                $24.11      21.74       17.79      15.22       11.98      11.88      10.60          -          -         -
Number of Units       47,979,349 42,197,002  28,937,085 18,411,759   7,479,449  4,058,228    956,949          -          -         -

- ------------------------------------------------------------------------------------------------------------------------------------
AST INVESCO Equity
Income
(1994)
Unit Price                $19.34      17.31       14.23      12.33        9.61          -          -          -          -         -
Number of Units       40,994,187 33,420,274  23,592,226 13,883,712   6,633,333          -          -          -          -         -

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


<PAGE>



- ------------------------------------------------------------------------------------------------------------------------------------
                         1998       1997       1996        1995       1994        1993       1992       1991       1990      1989
- ------------------------------------------------------------------------------------------------------------------------------------
AST AIM Balanced (8)
(1993)
Unit Price                $17.78      15.98       13.70      12.49       10.34      10.47          -          -          -         -
Number of Units       22,634,344 22,109,373  20,691,852 20,163,848  13,986,604  8,743,758          -          -          -         -

- ------------------------------------------------------------------------------------------------------------------------------------
AST American Century
Strategic Balanced
(1997)
Unit Price                $13.37      11.18           -          -           -          -          -          -          -         -
Number of Units        6,714,065  2,560,866           -          -           -          -          -          -          -         -

- ------------------------------------------------------------------------------------------------------------------------------------
AST T. Rowe Price Asset
Allocation
(1994)
Unit Price                $18.12      15.53       13.30      11.92        9.80          -          -          -          -         -
Number of Units       18,469,315 13,524,781   8,863,840  4,868,956   2,320,063          -          -          -          -         -

- ------------------------------------------------------------------------------------------------------------------------------------
AST T. Rowe Price
International Bond (9)
(1994)
Unit Price                $11.82      10.45       10.98      10.51        9.59          -          -          -          -         -
Number of Units       12,007,692 12,089,872   8,667,712  4,186,695   1,562,364          -          -          -          -         -

- ------------------------------------------------------------------------------------------------------------------------------------
AST Federated High
Yield
(1994)
Unit Price                $14.30      14.13       12.62      11.27        9.56          -          -          -          -         -
Number of Units       40,170,144 29,663,242  15,460,522  6,915,158   2,106,791          -          -          -          -         -

- ------------------------------------------------------------------------------------------------------------------------------------
AST PIMCO Total
Return Bond
(1994)
Unit Price                $13.43      12.44       11.48      11.26        9.61          -          -          -          -         -
Number of Units       64,224,618 44,098,036  29,921,643 19,061,840   4,577,708          -          -          -          -         -

- ------------------------------------------------------------------------------------------------------------------------------------
AST PIMCO Limited
Maturity Bond
(1995)
Unit Price                $11.73      11.26       10.62      10.37           -          -          -          -          -         -
Number of Units       28,863,932 25,008,310  18,894,375 15,058,644           -          -          -          -          -         -

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


<PAGE>



- ------------------------------------------------------------------------------------------------------------------------------------
                            1998       1997       1996        1995       1994        1993       1992       1991       1990      1989
- ------------------------------------------------------------------------------------------------------------------------------------
AST Money Market
(1992)
Unit Price                $12.00      11.57       11.16      10.77       10.35      10.12      10.01          -          -         -
Number of Units       75,855,442 66,869,998  42,435,169 30,564,442  27,491,389 11,422,783    457,872          -          -         -


The Alger American
Fund - AA Growth
(1988)
Unit Price                $63.07      43.20       34.84      31.18       23.18      23.18      19.19      17.32      12.51     12.19
Number of Units       17,168,792 15,854,570  15,666,357 12,092,291   5,614,760  2,997,458  1,482,037    559,779     82,302     6,900

- ------------------------------------------------------------------------------------------------------------------------------------
The Alger American
Fund - AA MidCap
Growth
(1993)
Unit Price                $30.53      23.76       20.96      19.00       13.34      13.74          -          -          -         -
Number of Units       17,559,963 14,687,032  14,528,945  8,299,743   4,308,374  1,450,892          -          -          -         -


The Montgomery Variable
Series - MV Emerging
Markets
(1996)
Unit Price                 $6.19      10.05       10.25          -           -          -          -          -          -         -
Number of Units       10,534,383 10,371,104   2,360,940          -           -          -          -          -          -         -


Wells Fargo LAT Trust -
Equity Value (10)
(1998)
Unit Price                 $9.53          -           -          -           -          -          -          -          -         -
Number of Units        1,148,849          -           -          -           -          -          -          -          -         -
</TABLE>

1    Effective  October  15,  1996,  Founders  Asset  Management,   Inc.  became
     Sub-advisor of the Portfolio. Prior to October 15, 1996, Seligman Henderson
     Co. served as the  Sub-advisor of the  Portfolio,  then named the "Seligman
     Henderson  International Small Cap Portfolio." The performance  information
     provided in the above chart  reflects that of the Portfolio as  sub-advised
     by the prior  Sub-advisor  from  inception  until October 15, 1996, and the
     current Sub-advisor from October 15, 1996 through the current period.
2    Effective May 3, 1999, A I M Capital Management, Inc. became Sub-Advisor of
     the Portfolio.  Between October 15, 1996 and May 3, 1999, Putnam Investment
     Management,  Inc.  served as Sub-advisor of the Portfolio,  then named "AST
     Putnam International Equity." Prior to October 15, 1996, Seligman Henderson
     Co. served as the  Sub-advisor of the  Portfolio,  then named the "Seligman
     Henderson  International  Equity  Portfolio." The  performance  information
     provided in the above chart  reflects that of the Portfolio as  sub-advised
     by the prior Sub-advisor(s) from inception through the current period.
3    Effective December 31, 1998 Janus Capital Corporation became Sub-advisor of
     the Portfolio.  Prior to December 31, 1998, Founders Asset Management,  LLC
     served as the Sub-advisor of the Portfolio.  In connection with this change
     the  portfolio's  name is  changed  to "AST Janus  Small-Cap  Growth."  The
     performance  information  provided in the above chart  reflects that of the
     Portfolio as sub-advised  by the prior  Sub-advisor  from  inception  until
     December 31, 1998.
4    Effective May 1, 1998, Neuberger Berman Management, Inc. became Sub-Advisor
     to the Portfolio.  Prior to May 1, 1998, Berger Associates,  Inc. served as
     Sub-advisor  to the  Portfolio,  then  named  the  "Berger  Capital  Growth
     Portfolio."  As of May 1,  1998  various  changes  have  been  made  to the
     Portfolio's investment objective and to its fundamental and non-fundamental
     investment restrictions.
5    Effective May 1, 1998, Neuberger Berman Management, Inc. became Sub-Advisor
     to the Portfolio.  Prior to May 1, 1998,  Federated  Investment  Counseling
     served as Sub-advisor of the Portfolio,  then named the "Federated  Utility
     Income  Portfolio." As of May 1, 1998 various changes have been made to the
     Portfolio's investment objective and to its fundamental and non-fundamental
     investment restrictions.
6    Effective  December 31, 1998  OppenheimerFunds,  Inc. became Sub-advisor of
     the Portfolio.  Prior to December 31, 1998,  Robertson,  Stephens & Company
     Investment Management,  L.P. served as the Sub-advisor of the Portfolio. In
     connection  with  this  change  the  portfolio's  name is  changed  to "AST
     Oppenheimer Large Cap Growth." The performance  information provided in the
     above chart  reflects  that of the  Portfolio as  sub-advised  by the prior
     Sub-advisor from inception until December 31, 1998.
7    Effective May 3, 1999, American Century Investment Management,  Inc. became
     Sub-Advisor  of the  Portfolio.  Between  October 15, 1996 and May 3, 1999,
     Putnam Investment Management,  Inc. served as Sub-advisor of the Portfolio,
     then named "AST Putnam Value Growth & Income." The performance  information
     provided in the above chart  reflects that of the Portfolio as  sub-advised
     by the prior Sub-advisor from inception through the current period.
8    Effective May 3, 1999, A I M Capital Management, Inc. became Sub-Advisor of
     the Portfolio.  Between October 15, 1996 and May 3, 1999, Putnam Investment
     Management,  Inc.  served as Sub-advisor of the Portfolio,  then named "AST
     Putnam International Equity." Prior to October 15, 1996, Phoenix Investment
     Counsel,  Inc. served as the  Sub-advisor of the Portfolio,  then named the
     "AST  Phoenix  Balanced  Asset  Portfolio."  The  performance   information
     provided in the above chart  reflects that of the Portfolio as  sub-advised
     by the prior Sub-advisor(s) from inception through the current period.
9    Effective  May 1,  1996,  Rowe  Price-Fleming  International,  Inc.  became
     Sub-advisor  of the  Portfolio.  Prior to May 1, 1996,  Scudder,  Stevens &
     Clark, Inc. served as the Sub-advisor of the Portfolio, then named the "AST
     Scudder International Bond Portfolio." The performance information provided
     in the above chart  reflects  that of the Portfolio as  sub-advised  by the
     prior  Sub-advisor  from  inception  until  May 1,  1996,  and the  current
     Sub-advisor from May 1, 1996 through the current period.
10   This Portfolio was first offered as a Sub-account on May 1, 1998.




<PAGE>




                   American Skandia Life Assurance Corporation
                            Attention: Concierge Desk
                              For Written Requests:

                                  P.O. Box 883
                           Shelton, Connecticut 06484

                            For Electronic Requests:

                           [email protected]

                             For Requests by Phone:

                                 1-800-752-6342


- --------------------------------------------------------------------------------
                  PLEASE  SEND ME A STATEMENT  OF  ADDITIONAL  INFORMATION  THAT
                  CONTAINS  FURTHER  DETAILS ABOUT THE AMERICAN  SKANDIA ANNUITY
                  DESCRIBED IN PROSPECTUS ASXT-PROS (05/99).
- --------------------------------------------------------------------------------


             -------------------------------------------------------
                                (print your name)



             -------------------------------------------------------
                                    (address)



             -------------------------------------------------------
                              (city/state/zip code)




<PAGE>


ADDITIONAL   INFORMATION:   Inquiries   will  be   answered   by  calling   your
     representative or by writing to:

                   AMERICAN SKANDIA LIFE ASSURANCE CORPORATION
                                       at

                                  P.O. Box 883
                           Shelton, Connecticut 06484

                                       or

                           [email protected]



Issued by:                                                         Serviced at:

AMERICAN SKANDIA LIFE                                     AMERICAN SKANDIA LIFE
ASSURANCE CORPORATION                                     ASSURANCE CORPORATION
One Corporate Drive                                                P.O. Box 883
Shelton, Connecticut 06484                           Shelton, Connecticut 06484
Telephone: 1-800-752-6342                            Telephone:  1-800-752-6342
http://www.AmericanSkandia.com                   http://www.AmericanSkandia.com

                                 Distributed by:

                    AMERICAN SKANDIA MARKETING, INCORPORATED
                               One Corporate Drive
                           Shelton, Connecticut 06484
                             Telephone: 203-926-1888
                         http://www.AmericanSkandia.com


                        



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