<PAGE>
SUPPLEMENT DATED NOVEMBER 1, 2000
TO
MEDALLION EXECUTIVE VARIABLE LIFE III
PROSPECTUSES
DATED NOVEMBER 20, 2000
--------------------
. The item entitled "Optional enhanced cash value rider charge" on page 9 of the
prospectus is changed to read as follows:
. Optional enhanced cash value rider charge - A charge to cover the cost of
-----------------------------------------
this rider, if elected, equal to 1% of all premiums paid in the first
policy year.
. The subsection entitled "Effect of premium payment pattern" on page 33
of the prospectus is changed to read as follows:
You may structure the timing and amount of premium payments to
minimize the sales charges, although doing so involves certain risks.
Paying less than one Target Premium in any policy year or paying more
than one Target Premium in any policy year could reduce your total
sales charges over time. For example, if the Target Premium was
$10,000 and you paid a premium of $10,000 in each of the first ten
policy years, you would pay total sales charges of $3,000. If you
paid $20,000 (i.e., two times the Target Premium amount) in every
other policy year up to the ninth policy year, you would pay total
sales charges of only $1,500. However, delaying the payment of Target
Premiums to later policy years could increase the risk that the
guaranteed death benefit feature will lapse and the account value
will be insufficient to pay monthly policy charges as they come due.
As a result, the policy or any Additional Sum Insured may lapse and
eventually terminate. Conversely, accelerating the payment of Target
Premiums to earlier policy years could cause aggregate premiums paid
to exceed the policy's 7-pay premium limit and, as a result, cause
the policy to become a modified endowment, with adverse tax
consequences to you upon receipt of policy distribution. (See "Tax
considerations") beginning on page 35.)
. The fourth paragraph of the Section entitled "How we market the policies"
on page 35 of the prospectus is changed to read as follows:
The maximum commission payable to a Signator representative for
selling a policy is the sum of the following:
. 14% of the Target Premium paid in the first policy year, 10% of
the Target Premium paid in the second through fourth policy
years, and 3% of the Target Premium paid in each policy year
thereafter,
. 3.25% of any premium paid in the first policy year in excess of
the Target Premium, and 3% of any premium paid in any policy
year thereafter in excess of the Target Premium; and
. 0.15% of that portion of account value allocated to the
variable investment options in any policy year.
