NEW YORK LIFE INS & ANNUITY CORP VAR UNIV LIFE SEP ACC I, S-6, EX-99.5, 2000-10-11

NEW YORK LIFE INS & ANNUITY CORP VAR UNIV LIFE SEP ACC I
S-6, EX-99.5, 2000-10-11

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<PAGE> 1
EXHIBIT 5

INSURED -- JOHN DOE
POLICY NUMBER -- 66 000 000
POLICY DATE -- FEBRUARY 1, 2001

NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION
(A Delaware Corporation)

THE CORPORATION will pay the benefits of this policy in accordance with its
provisions. The pages that follow are also a part of this policy.

RIGHT TO EXAMINE POLICY. Please examine your policy. Within 20 days after
delivery, you can return the policy to the Corporation or to the Registered
Representative through whom it was purchased. If this policy is returned, the
policy will be void from the start and a refund will be made. The amount we
refund will equal the greater of the policy's cash value as of the date the
policy is returned or the premiums paid, less loans and withdrawals.

VARIABLE LIFE INSURANCE BENEFIT. THE LIFE INSURANCE BENEFIT OF THIS POLICY MAY
INCREASE OR DECREASE, DEPENDING ON THE INVESTMENT EXPERIENCE OF THE SEPARATE
ACCOUNT. FURTHER INFORMATION REGARDING THIS BENEFIT IS GIVEN IN THE LIFE
INSURANCE BENEFITS SECTION ON PAGE 4 OF THE POLICY.

CASH VALUE. TO THE EXTENT THE POLICY'S CASH VALUE IS ALLOCATED TO THE INVESTMENT
DIVISIONS OF THE SEPARATE ACCOUNT, THE CASH VALUE OF THIS POLICY WILL VARY FROM
DAY TO DAY REFLECTING THE INVESTMENT EXPERIENCE OF THE SEPARATE ACCOUNT. THE
METHOD OF DETERMINING THE CASH VALUE IS DESCRIBED IN THE CASH VALUE AND LOANS
SECTION. THERE IS NO GUARANTEED MINIMUM CASH VALUE.

EFFECTIVE DATE OF COVERAGE. Coverage under this policy will take effect on the
later of the policy date or the date we receive your initial premium payment.

/s/ FREDERICK J. SIEVERT
President

/s/ GEORGE J. TRAPP
Secretary

MODIFIED SINGLE PREMIUM VARIABLE UNIVERSAL LIFE INSURANCE POLICY

Variable Life Insurance Benefit - Modified Single Premium Payments Proceeds
Payable at Insured's Death.
AMOUNT OF VARIABLE LIFE INSURANCE OR CASH VALUE PROCEEDS MAY VARY, REFLECTING
INVESTMENT EXPERIENCE OF SEPARATE ACCOUNT.
Limited Premium Flexibility - No Premiums Payable on or After Age 100.
Policy is Non-Participating.

301-95

<PAGE> 2

INSURED -- JOHN DOE INSURED'S AGE AND SEX
AT ISSUE - 35 MALE
POLICY NUMBER -- 66 000 000

INSURED'S CLASS
POLICY DATE -- FEBRUARY 1, 2001 OF RISK -- PREFERRED
ISSUE DATE -- FEBRUARY 1, 2001

PLAN -- NYLIAC SINGLE PREMIUM VARIABLE UNIVERSAL LIFE

INITIAL FACE AMOUNT -- $100,000
DEATH BENEFIT GUARANTEE AMOUNT -- $100,000

BENEFICIARY/OWNER AS DESIGNATED IN THE APPLICATION UNLESS CHANGED AS PROVIDED IN
THE POLICY.

INITIAL SINGLE PREMIUM: $17,221.39*
GUIDELINE SINGLE PREMIUM: $17,221.39
GUIDELINE ANNUAL PREMIUM: $1,339.19
GUIDELINE SINGLE PAYMENT PERCENTAGE: 100%

* ADDITIONAL UNPLANNED PREMIUMS CANNOT BE PAID ON OR AFTER THE POLICY
ANNIVERSARY ON WHICH THE INSURED IS AGE 100, WHICH IS FEBRUARY 1, 2066. IF A
DEATH BENEFIT GUARANTEE IS NOT IN EFFECT, COVERAGE WILL EXPIRE WHEN THE CASH
VALUE LESS SURRENDER CHARGES AND ANY UNPAID LOAN AND ACCRUED INTEREST IS
INSUFFICIENT TO COVER THE MONTHLY DEDUCTION. IN ADDITION, BECAUSE POLICY
VALUES ARE BASED ON THE INVESTMENT PERFORMANCE OF THE SEPARATE ACCOUNT,
PAYMENT OF UNPLANNED PREMIUMS IN ANY FREQUENCY OR AMOUNT MAY NOT GUARANTEE
THAT THE POLICY WILL REMAIN IN FORCE UNTIL THE MATURITY DATE. HOWEVER, IF AN
AMOUNT OTHER THAN ZERO IS SHOWN AS THE DEATH BENEFIT GUARANTEE AMOUNT ABOVE,
COVERAGE IS GUARANTEED NOT TO EXPIRE AS LONG AS THE DEATH BENEFIT GUARANTEE
IS IN EFFECT.

MONTHLY DEDUCTION DAY - FIRST DAY OF EACH CALENDAR MONTH

PAGE 2 POLICY DATA NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION
0195-2

<PAGE> 3

POLICY NUMBER -- 66 000 000 INSURED - JOHN DOE

THE FIXED ACCOUNT WILL BE CREDITED WITH INTEREST AT A RATE THAT WE SET IN
ADVANCE AT LEAST ANNUALLY. THIS RATE IS GUARANTEED TO BE AT LEAST 3% PER YEAR.

THE MORTALITY TABLE REFERRED TO IN SECTION 8.18 IS THE COMMISSIONERS' 1980
STANDARD ORDINARY SMOKER OR NONSMOKER TABLE OF MORTALITY.

PAGE 2 (Cont) POLICY DATA NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION
0195-2

<PAGE> 4

POLICY NUMBER -- 66 000 000 INSURED - JOHN DOE

TABLE OF EXPENSE CHARGES

MONTHLY CHARGES WHICH ARE DEDUCTED:

- MONTHLY COST OF INSURANCE FOR THE BASIC POLICY.

- A MONTHLY ADMINISTRATIVE CHARGE THAT WILL NOT EXCEED, ON AN ANNUAL
BASIS, .70% OF THE AMOUNT OF CASH VALUE YOU HAVE IN THE SEPARATE AND FIXED
ACCOUNTS (INCLUDING ANY LOANED AMOUNTS) AFTER THE COST OF INSURANCE HAS BEEN
DEDUCTED.

- A DEFERRED SALES EXPENSE CHARGE THAT WILL NOT EXCEED, ON AN ANNUAL BASIS,
1.00% OF THE AMOUNT OF CASH VALUE YOU HAVE IN THE SEPARATE AND FIXED
ACCOUNTS, INCLUDING ANY LOANED AMOUNTS, AND AFTER THE COST OF INSURANCE HAS
BEEN DEDUCTED, FOR 10 YEARS AFTER ANY PREMIUM PAYMENT. THE DEFERRED SALES
EXPENSE CHARGE INCLUDES (1) A STATE TAX CHARGE, ON AN ANNUAL BASIS, OF .30%
AND (2) A FEDERAL TAX (DAC) CHARGE, ON AN ANNUAL BASIS, OF .20%. WE RESERVE
THE RIGHT TO CHANGE THESE PERCENTAGES TO CONFORM TO CHANGES IN THE LAW.

OTHER CHARGES AGAINST THE POLICY:

- PARTIAL WITHDRAWALS ARE SUBJECT TO A PROCESSING CHARGE EQUAL TO THE LESSER OF
$25.00 OR 2% OF THE AMOUNT THAT IS BEING WITHDRAWN. THE MINIMUM AMOUNT THAT
CAN BE WITHDRAWN IS $500.00.

- WE RESERVE THE RIGHT TO APPLY A CHARGE, NOT TO EXCEED $30, FOR EACH TRANSFER
OF FUNDS AFTER THE FIRST TWELVE IN A GIVEN POLICY YEAR BETWEEN INVESTMENT
DIVISIONS AND/OR THE FIXED ACCOUNT.

- WE RESERVE THE RIGHT TO MAKE A CHARGE FOR SEPARATE ACCOUNT FEDERAL INCOME TAX
LIABILITIES IF THE LAW SHOULD CHANGE TO REQUIRE TAXATION OF SEPARATE
ACCOUNTS.

CHARGE AGAINST THE SEPARATE ACCOUNT:

- THE FACTOR WHICH REPRESENTS THE MORTALITY AND EXPENSE RISK CHARGE REFERRED TO
IN THE SEPARATE ACCOUNT SECTION OF THIS POLICY WILL NOT EXCEED, ON AN ANNUAL
BASIS, .80% OF THE NET ASSET VALUE OF A FUND SHARE HELD IN THE SEPARATE
ACCOUNT FOR EACH INVESTMENT DIVISION. THIS CHARGE IS DEDUCTED DAILY.

PAGE 2.1 POLICY DATA NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION
0195-2.1

<PAGE> 5

POLICY NUMBER -- 66 000 000 INSURED - JOHN DOE

INITIAL SINGLE PREMIUM: $17,221.39

TABLE OF MAXIMUM SURRENDER CHARGES

<TABLE>
<CAPTION>
POLICY PERCENTAGE MAXIMUM
YEAR APPLIED SURRENDER CHARGE

<S> <C> <C>
1 9% $1,549.89
2 8% $1,377.68
3 7% $1,205.47
4 6% $1,033.26
5 5% $ 861.05
6 4% $ 688.84
7 3% $ 516.63
8 2% $ 344.42
9 1% $ 172.21
10 & LATER 0% $ 0
</TABLE>

THE MAXIMUM SURRENDER CHARGE IS CALCULATED BY MULTIPLYING THE INITIAL SINGLE
PREMIUM BY THE APPLICABLE PERCENTAGE SHOWN IN THE TABLE ABOVE.

A SURRENDER CHARGE, CALCULATED AS AN ANNUALLY DECREASING PERCENTAGE (SHOWN
ABOVE) OF THE CASH VALUE AND SUBJECT TO THE MAXIMUM CHARGE ALSO SHOWN ABOVE,
WILL BE APPLIED TO A FULL SURRENDER MADE UNDER THIS POLICY IN THE FIRST 9 YEARS.
THIS SURRENDER CHARGE WILL NOT BE APPLIED TO ANY AMOUNT PERMITTED TO BE
WITHDRAWN FROM THE POLICY WITHOUT INCURRING A SURRENDER CHARGE, AS DESCRIBED IN
SECTION 6.3.

A SURRENDER CHARGE MAY BE APPLIED TO ANY PARTIAL WITHDRAWAL TAKEN UNDER THIS
POLICY, AS DESCRIBED IN SECTION 6.3 OF THIS POLICY.

PAGE 2.2 POLICY DATA NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION
0195-2.2

<PAGE> 6

TABLE OF PERCENTAGES FOR LIFE INSURANCE BENEFIT
FOR COMPLIANCE WITH IRC SECTION 7702
GUIDELINE PREMIUM TEST

<TABLE>
<CAPTION>
INSURED'S AGE PERCENT INSURED'S AGE PERCENT
ON POLICY OF CASH ON POLICY OF CASH
ANNIVERSARY VALUE ANNIVERSARY VALUE
----------- ----- ----------- -----
<S> <C> <C> <C>
0-40 250 68 117
41 243 69 116
42 236 70 115
43 229 71 113
44 222 72 111
45 215 73 109
46 209 74 107
47 203 75 105
48 197 76 105
49 191 77 105
50 185 78 105
51 178 79 105
52 171 80 105
53 164 81 105
54 157 82 105
55 150 83 105
56 146 84 105
57 142 85 105
58 138 86 105
59 134 87 105
60 130 88 105
61 128 89 105
62 126 90 105
63 124 91 104
64 122 92 103
65 120 93 102
66 119 94 101
67 118 95-100 100
</TABLE>

PAGE 2.3 POLICY DATA NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION
0195-2.3

<PAGE> 7

TABLE OF GUARANTEED MAXIMUM MONTHLY COST OF INSURANCE RATES
(PER $1,000 OF FACE AMOUNT)

MALE

THE RATES SHOWN BELOW ARE BASED ON THE 1980 CSO NONSMOKER TABLE OF MORTALITY

PAGE 2A POLICY DATA NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION
0195-2A

<PAGE> 8

WE & YOU
In this policy, the words "we", When you write to us,
"our" and "us" refer to New York please include the policy
Life Insurance and Annuity number, the Insured's full
Corporation, and the words name, and your current
"you" and "your" refer to the address.
Owner of this policy.

---------------------------------- CONTENTS ----------------------------------

<TABLE>
<CAPTION>
SECTION PROVISIONS PAGE
------- ---------- ----
<S> <C> <C>
POLICY DATA PAGES

ONE LIFE INSURANCE BENEFITS 4

TWO OWNER AND BENEFICIARY 5

THREE PREMIUMS 6-7

FOUR SEPARATE ACCOUNT 8-10

FIVE FIXED ACCOUNT 10

SIX CASH VALUE AND LOANS 11-14

SEVEN PAYMENT OF POLICY PROCEEDS 14-16

EIGHT GENERAL PROVISIONS 16-18

APPLICATION - Attached to the Policy

RIDERS OR ENDORSEMENTS
(IF ANY) - Attached to the Policy
</TABLE>

READ YOUR POLICY CAREFULLY. THIS POLICY IS A LEGAL CONTRACT BETWEEN YOU AND
US.

PAGE 3
0195-3

<PAGE> 9

SECTION ONE - LIFE INSURANCE BENEFITS

1.1 IS A LIFE INSURANCE BENEFIT PAYABLE UNDER THIS POLICY? We will pay the life
insurance proceeds to the beneficiary promptly, when we have proof that the
Insured died while the life insurance under this policy was in effect. The
proceeds payable under this policy consist of the life insurance benefit of
the policy, less any unpaid loan and accrued interest and any past due
Monthly Deductions.

1.2 WHAT IS THE LIFE INSURANCE BENEFIT UNDER THIS POLICY? This policy provides a
life insurance benefit equal to the greater of the face amount of the
policy, which reflects any changes made in accordance with the provisions of
this policy, or a percentage of the cash value equal to the minimum
necessary for this policy to qualify as life insurance under Section 7702 of
the Internal Revenue Code, as amended. (See Policy Data page 2.3 for a table
of these percentages.)

1.3 WHEN IS A LIFE INSURANCE BENEFIT GUARANTEED TO BE PAID UNDER THIS POLICY? If
the initial single premium amount paid is based on 100% of the Guideline
Single Premium for the Initial Face Amount shown on the policy data page, a
Death Benefit Guarantee is in effect for the policy. At issue, the life
insurance benefit is equal to the Death Benefit Guarantee Amount.

1.4 CAN THE DEATH BENEFIT GUARANTEE CHANGE? Yes. If a loan and/or interest due
cause the total loan principal to exceed 50% of the cash value at any time,
the Death Benefit Guarantee will terminate. The Death Benefit Guarantee
Amount can also change when a partial withdrawal is taken (as described in
Section 6.6) or when the Insured reaches age 100 (as described in Section
1.6).

1.5 CAN A DEATH BENEFIT GUARANTEE BE REINSTATED? No. Once terminated, the
Death Benefit Guarantee can not be reinstated.

1.6 DOES THE DEATH BENEFIT GUARANTEE END WHEN THE INSURED REACHES AGE 100? This
policy matures on the policy anniversary on which the Insured is age 100 (as
defined in Section 8.6). When this happens, the Death Benefit Guarantee
Amount will be the greater of the Death Benefit Guarantee Amount at maturity
or the cash value. On that policy anniversary when the Insured is age 100,
the cash value will be moved into a cash management account and all policy
charges will end. However, if there is an outstanding loan, loan interest
will continue to be charged beyond age 100. The designated beneficiary will
be paid the Death Benefit Guarantee Amount, less any outstanding loan and
accrued interest, at the Insured's death.

If you prefer, you can advise us prior to the date the policy matures, that
you want to remain invested in the separate accounts and not have the Death
Benefit Guarantee continue as described above. Or, you can choose to
surrender the policy for its cash surrender value.

1.7 WHAT HAPPENS WHEN THE INSURED REACHES AGE 100 AND THERE IS NO DEATH BENEFIT
GUARANTEE IN EFFECT? Beginning on the anniversary on which the Insured is
age 100 (as defined in Section 8.6), the face amount of this policy shown on
the Policy Data page will no longer apply. Instead, the life insurance
benefit of this policy will equal the cash value as defined in Section 6.1.
No further monthly deductions will be made from this cash value. You can
surrender the policy for the cash surrender value proceeds by submitting to
us a signed written request that gives us the facts that we need. If this
policy is still in force upon the death of the Insured, the life insurance
benefit will be paid to the beneficiary. We will deduct any unpaid loan and
accrued interest.

PAGE 4
0195-4

<PAGE> 10

SECTION TWO - OWNER AND BENEFICIARY

2.1 WHO IS THE OWNER OF THIS POLICY? The owner of this policy is shown on the
Policy Data page. In this policy, the words "you" and "your" refer to the
policyowner.

2.2 CAN A SUCCESSOR TO THE OWNER BE NAMED? Yes, a successor owner can be named
in the application, or in a notice you sign which gives us the facts that we
need. If you die before the successor owner, the successor owner will become
the new owner. If no successor owner survives you and you die before the
Insured, your estate becomes the new owner.

2.3 HOW IS THE OWNER OF THIS POLICY CHANGED? You can change the owner of this
policy, in a notice you sign which gives us the facts that we need. This
change will take effect as of the date you sign the notice, subject to any
payment we made or action we took before recording this change. When this
change takes effect, all rights of ownership pass to the new owner. Changing
the owner does not change the beneficiary.

2.4 CAN A BENEFICIARY BE CHANGED? While the Insured is living, you can change a
beneficiary in a notice you sign which gives us the facts that we need. This
change will take effect as of the date you signed the notice, subject to any
payment we made or action we took before recording the change.

2.5 CAN MORE THAN ONE BENEFICIARY BE NAMED FOR THIS POLICY? Yes, one or more
beneficiaries for any life insurance proceeds can be named in the
application. If more than one beneficiary is named, they can be classed as
first, second and so on. If 2 or more are named in a class, their shares in
the proceeds are equal, unless you state otherwise. The stated shares of the
proceeds will be paid to any first beneficiaries who survive the Insured. If
no first beneficiaries survive, payment will be made to any beneficiaries
surviving in the second class, and so on.

2.6 WHAT HAPPENS IF NO BENEFICIARY IS LIVING WHEN THE PROCEEDS BECOME PAYABLE?
If no beneficiary for the life insurance proceeds, or for a stated share,
survives the Insured, the right to these proceeds, or this share, will pass
to you. If you are the Insured, this right will pass to your estate.

2.7 WHAT IF THE BENEFICIARY AND THE INSURED DIE AT THE SAME TIME? Unless stated
otherwise in the policy or in your signed notice which is in effect at the
Insured's death, if any beneficiary dies at the same time as the Insured, or
within 15 days after the Insured but before we receive proof of the
Insured's death, we will pay the proceeds as though that beneficiary died
first.

PAGE 5
0195-5

<PAGE> 11

SECTION THREE - PREMIUMS

3.1 ARE THERE ANY LIMITATIONS TO THE AMOUNT OF PREMIUMS THAT CAN BE PAID? Your
Initial Single Premium must be based on either 100% of the Guideline Single
Premium or 80% of the Guideline Single Premium for the amount of insurance
you have selected and at the rate class your policy is issued. The Initial
Single Premium and its applicable Guideline Single Payment Percentage are
shown on the Policy Data Page. Premiums can not be paid if such payments
would cause the policy to no longer qualify as Life Insurance, as defined
under the guideline premium test requirements of Section 7702 of the
Internal Revenue Code of 1986, as amended. If the premium paid during any
policy year exceeds the maximum permitted under the Internal Revenue Code,
we will return any such excess within 60 days after the end of the policy
year in which the payment was made, with interest at a rate never less than
3% annually.

3.2 WHAT ARE UNPLANNED PREMIUMS? Unplanned premiums are payments you can make in
addition to the Initial Single Premium.

3.3 WHAT UNPLANNED PREMIUM WILL BE ALLOWED? Provided the Insured is living and
payment is made prior to the policy anniversary on which the Insured is age
100, unplanned premium payments can be paid within Guideline Limits as
specified under Section 7702 of the Internal Revenue Code of 1986, as
amended. The unplanned premium can not exceed the greater of: (a) the
Guideline Single Premium, less the sum of all prior premiums paid or (b) the
sum of the Guideline Annual Premiums to the date of payment less the sum of
all prior premiums paid. If the Initial Single Premium paid at issue is 80%
of the Guideline Single Premium, then unplanned premiums may be paid up to
an amount that equals the Guideline Single Premium (less the sum of prior
premiums paid.) Partial withdrawals may affect the premiums that can be
paid. If an unplanned premium payment would result in an increase in the
life insurance benefit greater than the increase in the cash value, we
reserve the right to require proof of insurability before accepting that
payment (which is subject to a $500 minimum unless we agree otherwise) and
applying it to the policy.

An additional premium can be paid at our Home Office or at any other
location that we indicate to you in writing. Our acceptance of any unplanned
premium payments under this option will not purchase a Death Benefit
Guarantee. Any unplanned premiums that we receive will first be applied to
reduce an outstanding loan and any interest due.

3.4 HOW ARE YOUR PREMIUM PAYMENTS ALLOCATED? After the expiration of the
policy's Examination Period described on the front cover, your initial
premium payment is applied to the Separate Account and/or Fixed Account in
accordance with your premium allocation election and before any other
deductions due are made. Any unplanned premium payments not used to repay a
loan or loan interest will be allocated to the Separate Account or Fixed
Account in accordance with your premium allocation in effect at the time we
receive your payment.

3.5 CAN YOUR PREMIUM ALLOCATION ELECTION BE CHANGED? Yes, you can change your
premium allocation election stated in the application by submitting a signed
written request. Your allocation percentages must total 100%. Each
percentage must be either zero, or a whole number which is at least 1%. This
change will take effect on the date we receive the signed request.

PAGE 6
0195-6

<PAGE> 12

SECTION THREE - PREMIUMS (CONTINUED)

3.6 WHAT HAPPENS IF THE POLICY VALUE IS NOT SUFFICIENT TO COVER POLICY CHARGES?
If, on a Monthly Deduction Day, the cash surrender value is less than the
Monthly Deduction Charge for the next policy month, how the policy will
continue will depend on whether or not a Death Benefit Guarantee is in
effect.

If the Death Benefit Guarantee is in effect and there is no outstanding
loan, the Guarantee will be invoked immediately on the Monthly Deduction
Date. We will send a notification to your last known address that the Death
Benefit Guarantee has been invoked and what Death Benefit Guarantee Amount
will apply.

If the Death Benefit Guarantee is in effect and there is an outstanding
loan, you will be given the opportunity to repay the loan. We will notify
you that if the loan, including any loan interest due, is not repaid within
45 days, the Death Benefit Guarantee will be invoked, as described above,
on the Monthly Deduction Date following the expiration of 45 days. If it is
not repaid, the amount of any outstanding loan and loan interest will be
deducted from the Death Benefit Guarantee Amount.

Once the Death Benefit Guarantee is invoked, no further premium payments
will be accepted, no further charges will be deducted, and no surrender,
partial withdrawals, loans or changes of premium allocation election will
be permitted. The Death Benefit Guarantee Amount will be paid when we
receive proof that the Insured has died.

If there is no Death Benefit Guarantee in effect, the policy will continue
for a Late Period of 62 days after that Monthly Deduction Day on which the
cash surrender value is insufficient to cover the monthly deduction charge.
If we do not receive sufficient payment before the end of the Late Period,
the policy will end and there will be no more benefits under the policy. To
inform you of this event, we will mail a notice to you at your last known
address at least 31 days before the end of the Late Period. We will also
mail a copy of the notice to the last known address of any assignee on our
records.

3.7 WHAT IF THE INSURED DIES DURING THE LATE PERIOD? If the Insured dies during
the Late Period, we will pay the policy proceeds. However, these proceeds
will be reduced by the amount of any unpaid loan, loan interest and any
unpaid Monthly Deduction Charges for the full policy month or months that
run from the beginning of the late period through the policy month in which
the Insured died.

3.8 CAN YOU REINSTATE THE POLICY IF IT ENDS? Within 5 years after this policy
has ended, you can apply to reinstate the policy if you did not surrender
it and provided the Death Benefit Guarantee has not been invoked. When you
apply for reinstatement, you must provide proof of insurability that is
acceptable to us. However, if the required payment is made within 31 days
after the end of the Late Period, no proof of insurability is required.

3.9 WOULD ADDITIONAL PREMIUMS BE REQUIRED TO REINSTATE THE POLICY? In order to
reinstate this policy, a payment must be made in an amount that is
sufficient to keep this policy in force for at least 3 months. Any
surrender charges that apply after the reinstatement will be based on the
same set of charges that existed prior to the lapse. Any unpaid loan must
also be repaid, together with loan interest at 6% compounded once each year
from the end of the late period to the date of reinstatement. If a policy
loan interest rate of less than 6% is in effect when the policy is
reinstated, the interest rate for any unpaid loan at the time of
reinstatement will be the same as the policy loan interest rate. The
effective date of reinstatement will be the Monthly Deduction Day on or
following the date we approve the request for reinstatement. A Death
Benefit Guarantee will not apply to a reinstated policy.

PAGE 7
0195-7

<PAGE> 13

SECTION FOUR - SEPARATE ACCOUNT

4.1 HOW IS THE SEPARATE ACCOUNT ESTABLISHED AND MAINTAINED? We have established
and maintain the Separate Account under the laws of the State of Delaware.
Any realized or unrealized income, net gains and losses from the assets of
the Separate Account are credited or charged to it without regard to our
other income, gains or losses. We put assets in the Separate Account for
this policy, and we may also do the same for any other variable life
insurance policies we may issue.

4.2 HOW ARE THE SEPARATE ACCOUNT ASSETS INVESTED? The Separate Account invests
its assets in shares of one or more mutual funds. Fund shares are purchased,
redeemed and valued on behalf of the Separate Account. The Separate Account
is divided into Investment Divisions. We reserve the right to add, combine
or eliminate any Investment Division of the Separate Account, subject to any
required regulatory approvals.

4.3 TO WHOM DO THE ASSETS IN THE SEPARATE ACCOUNT BELONG? The assets of the
Separate Account are our property. There are Separate Account assets which
equal the reserves and other contract liabilities of the Separate Account.
Those assets will not be chargeable with liabilities arising out of any
other business we conduct. We reserve the right to transfer assets of an
Investment Division, in excess of the reserves and other contract
liabilities with respect to that Investment Division, to another Investment
Division or to our General Account.

4.4 WHEN WILL THE ASSETS OF THE SEPARATE ACCOUNT BE VALUED? We will determine
the value of the assets of the Separate Account on each day during which the
New York Stock Exchange is open for trading. The assets of the Separate
Account will be valued at fair market value, as determined in accordance
with a method of valuation that we established in good faith.

4.5 CAN WE TRANSFER ASSETS OF THE SEPARATE ACCOUNT TO ANOTHER SEPARATE ACCOUNT?
We reserve the right to transfer assets of the Separate Account, which we
determine to be associated with the class of policies to which this policy
belongs, to another separate account. If this type of transfer is made, the
term "Separate Account", as used in this policy, shall then mean the
separate account to which the assets were transferred.

4.6 WHAT OTHER RIGHTS DO WE HAVE? We also reserve the right, when permitted by
law, to:

(a) de-register the Separate Account under the Investment Company Act of
1940;
(b) manage the Separate Account under the direction of a committee or
discharge such committee at any time;
(c) restrict or eliminate any voting rights of policyowners or other persons
who have voting rights as to the Separate Account;
(d) combine the Separate Account with one or more other separate accounts;
and
(e) substitute shares of any other mutual fund for mutual fund shares held
in any Investment Division with similar investment objectives.

4.7 CAN A CHANGE IN THE INVESTMENT OBJECTIVE OR STRATEGY OF THE SEPARATE ACCOUNT
BE REQUIRED? When required by law or regulation, an investment objective of
the Separate Account can be changed. It will only be changed if approved by
the appropriate insurance official of the State of Delaware or deemed
approved in accordance with such law or regulation. If so required, the
request to obtain such approval will be filed with the insurance official of
the state or district in which this policy is delivered.

PAGE 8
0195-8

<PAGE> 14

SECTION FOUR - SEPARATE ACCOUNT (CONTINUED)

4.8 IF THE ASSETS IN THE SEPARATE ACCOUNT BELONG TO US, WHAT DO YOUR FUNDS
PURCHASE? Your interest of this policy in the Separate Account prior to the
date on which the life insurance benefit becomes payable is represented by
accumulation units. The number of accumulation units purchased in an
Investment Division will be determined by dividing the part of any premium
payment or the part of any transfer applied to that Investment Division, by
the value of an accumulation unit for that Division on the transaction
date. Payments allocated, transferred or otherwise added to the Investment
Divisions will be applied to provide accumulation units in those Investment
Divisions. Accumulation units are redeemed when amounts are loaned,
transferred, surrendered or otherwise deducted. These transactions are
called policy transactions.

4.9 WHAT ARE ACCUMULATION UNITS? Accumulation units are the accounting units
used to calculate the values under this policy.

4.10 HOW IS THE VALUE OF AN ACCUMULATION UNIT DETERMINED? The value of an
accumulation unit on any business day is determined by multiplying the
value of that unit on the immediately preceding business day by the net
investment factor for the valuation period. The valuation period is the
period from the close of the immediately preceding business day to the
close of the current business day. The net investment factor for this
policy used to calculate the value of an accumulation unit in any
Investment Division of the Separate Account for the valuation period is
determined by dividing (a) by (b) and subtracting (c) from the result,
where:

(a) is the sum of:

(1) the net asset value of a fund share held in the Separate Account
for that Investment Division determined at the end of the current
valuation period, plus

(2) the per share amount of any dividends or capital gain
distributions made by the fund for shares held in the Separate Account
for that Investment Division if the ex-dividend date occurs during the
valuation period.

(b) is the net asset value of a fund share held in the Separate Account
for that Investment Division determined as of the end of the
immediately preceding valuation period.

The net investment factor may be greater or less than one; therefore, the
value of an accumulation unit may increase or decrease.

4.11 CAN YOU TRANSFER FUNDS BETWEEN INVESTMENT DIVISIONS AND BETWEEN THE
INVESTMENT DIVISIONS AND THE FIXED ACCOUNT? Transfers can be made between
Investment Divisions of the Separate Account and between the Investment
Divisions and the Fixed Account. We reserve the right to apply a charge,
not to exceed $30, for each transfer after the first twelve in a given
policy year. If this charge is assessed, it will be applied to the
appropriate Investment Divisions, and/or the Fixed Account, on the basis of
the amount of the total transfer that is allocated from each Investment
Division, and/or the Fixed Account. We also reserve the right not to accept
transfer instructions that are submitted by any person, asset allocation
service, and/or market timing service on your behalf.

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SECTION FOUR - SEPARATE ACCOUNT (CONTINUED)

4.12 WHEN WILL THESE TRANSFERS TAKE EFFECT? Transfers between Investment
Divisions (and also to and from the Fixed Account) will generally take
effect as of the business day we receive, at our Home Office, your signed
written request that gives us the facts we need. However, if we receive
your request after the New York Stock Exchange is closed for trading, or on
a day on which the New York Stock Exchange is not open for trading, the
transfer will take effect on the next business day.

4.13 ARE THERE LIMITS ON THE AMOUNT YOU CAN TRANSFER BETWEEN INVESTMENT
DIVISIONS? The minimum amount that can be transferred is the lesser of $500
or the value of all remaining accumulation units in the Investment
Division, unless we agree otherwise. The Investment Division from which the
transfer is being made must maintain a minimum balance of $500 after the
transfer is completed. If, after a transfer, the value of the remaining
accumulation units in an Investment Division would be less than $500, we
have the right to include that amount as part of the transfer.

SECTION FIVE - FIXED ACCOUNT

5.1 WHAT IS THE FIXED ACCOUNT? The Fixed Account is supported by assets of the
Corporation that are not segregated in any of the separate accounts of New
York Life Insurance and Annuity Corporation. Payments applied to and any
amounts transferred to the Fixed Account are credited with interest using a
fixed interest rate which we declare periodically. We will set this rate in
advance at least annually. This rate will never be less than the rate shown
on the Policy Data page. All payments applied to, or amounts transferred
to, the Fixed Account thereafter receive the rate in effect at that time.
The interest we credit may be different for loaned and unloaned amounts.

5.2 CAN TRANSFERS BE MADE FROM THE FIXED ACCOUNT TO THE SEPARATE ACCOUNT? Yes.
The minimum amount which can be transferred is the lesser of: (a) $500, or
(b) the accumulation value in the Fixed Account, unless we agree otherwise.
However, if the values remaining in the Fixed Account after the transfer
would be less than $500, we have the right to include that amount as part
of the transfer. The sum of all such transfers in a policy year cannot
exceed the greater of (a) 20% of the accumulation value in the Fixed
Account at the beginning of that policy year, or (b) $5,000.

5.3 CAN TRANSFERS BE MADE TO THE FIXED ACCOUNT FROM THE SEPARATE ACCOUNT? Yes.
The minimum amount which can be transferred from any one Investment
Division is the lesser of: (a) $500, or (b) the value of all remaining
accumulation units in that Investment Division, unless we agree otherwise.
However, if the value remaining in an Investment Division after the
transfer would be less than $500, we have the right to include that amount
as part of the transfer.

The sum of all such transfers in a policy year cannot exceed the greater of
(a) 20% of the total value in the Separate Account at the beginning of that
policy year, or (b) $5,000. However, this maximum limit only applies during
any period when the interest rate being credited to the Fixed Account is
equal to the guaranteed minimum rate shown on the Policy Data page. In
addition, this maximum limit will not apply if the Insured was age 65 or
older on the most recent policy anniversary. If, during a given policy
year, this limit becomes effective, and you have already transferred more
than 20% of the Separate Account value to the Fixed Account (or, if
greater, $5,000), no additional transfers to the Fixed Account will be
permitted during that policy year while the limit remains in effect.

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SECTION SIX - CASH VALUE AND LOANS

6.1 WHAT IS THE CASH VALUE OF THIS POLICY? The cash value of this policy at any
time is equal to the total accumulation value of the portion of the cash
value of this policy allocated to the Separate Account plus the portion of
the cash value of this policy allocated to the Fixed Account.

6.2 CAN YOU SURRENDER THIS POLICY? At any time after this policy has cash
value, and while the Insured is living, you can surrender it for its cash
surrender value. The cash surrender value is equal to the cash value less
any surrender charges which may apply, and less any unpaid loan and accrued
interest. You can also elect to make a partial withdrawal for a percentage
of the cash surrender value.

6.3 HOW IS THE SURRENDER CHARGE DETERMINED? For the number of years shown on
the Surrender Charge page, a surrender charge will be assessed if the
policy is surrendered. A surrender charge will also be assessed if a
partial withdrawal is requested. The surrender charge will be based on a
percentage of the lesser of the cash value or the total premiums paid and
will never be greater than the maximum surrender charges shown on the
Surrender Charge Data page. However, in any policy year, we will permit an
amount to be withdrawn from the policy without incurring a surrender
charge. This amount is equal to the greater of (a) 10% of the total
premiums paid OR (b) 100% of the policy's cash value less the total
premiums paid. The surrender charge applied to either a surrender or a
partial withdrawal is calculated after the amount that may be withdrawn
from the policy without incurring a charge is deducted.

6.4 HOW CAN FUNDS BE WITHDRAWN FROM THIS POLICY? You can request a partial
withdrawal by sending us your signed written request that must be received
while the Insured is living. The minimum amount that can be withdrawn is
$500, unless we agree otherwise. The withdrawal will be made on a pro-rata
basis from the Fixed Account and/or Investment Divisions, unless you direct
otherwise. If the portion of your request for a partial withdrawal from the
Fixed Account or Investment Division is greater than the amount in the
Fixed Account and/or Investment Division, we will pay you the entire value
of the Fixed Account and/or that Investment Division, less any surrender
charge which may apply.

We may charge a fee, not to exceed the lesser of $25, or 2% of the amount
withdrawn, for processing a partial withdrawal. This fee will be deducted
from the Fixed Account and/or Investment Divisions based on the withdrawal
allocation specified or, if none, on a pro-rata basis. When you take a
partial withdrawal, the cash value will be reduced by the amount of the
withdrawal proceeds and any applicable surrender charge, as of the date we
make the payment. In addition, the life insurance benefit may be reduced.
(See Section 6.5.) A partial withdrawal may also reduce the Death Benefit
Guarantee Amount. (See Section 6.6 for additional information.) A partial
withdrawal will not be permitted if it would reduce the cash surrender
value of the policy to less than $5,000, if the issue age of the Insured is
age 0-17 or less than $10,000, if the issue age of the Insured is age 18
and over. We reserve the right to limit partial withdrawals in the first
policy year.

6.5 HOW WILL A WITHDRAWAL AFFECT YOUR POLICY'S VALUES? If the life insurance
benefit equals the policy's Face Amount when you make a partial withdrawal,
the Face Amount will be reduced by the amount of the partial withdrawal, on
a dollar for dollar basis. The cash value will be reduced by the net amount
of the withdrawal plus any applicable fees and charges.

If the life insurance benefit exceeds the Face Amount before a partial
withdrawal, then the Face Amount may be reduced depending on the level of
cash value after the withdrawal. If the cash value after the withdrawal is
greater than the current Face Amount divided by the applicable percentage
shown on Policy Data Page 2.3, then the life insurance benefit will be
reduced by the amount of the withdrawal plus any applicable fees and
charges multiplied by the applicable percentage from Policy Data Page 2.3.
If the cash value is less than the current Face Amount divided by the
applicable percentage from Policy Data Page 2.3, then the Face Amount will
be reduced by the difference between the cash value divided by the
applicable percentage from Policy Data Page 2.3. In either case the cash
value will be reduced by the amount of the partial withdrawal, on a dollar
for dollar basis plus any applicable fees and charges.

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SECTION SIX - CASH VALUE AND LOANS (CONTINUED)

6.6 WILL A WITHDRAWAL AFFECT THE DEATH BENEFIT GUARANTEE? If there is a Death
Benefit Guarantee in effect under this policy, a withdrawal will not cause
it to terminate. However, the Death Benefit Guarantee Amount under the
policy may decrease. After a withdrawal, a new Death Benefit Guarantee
Amount may apply. It will be the lowest amount of a, b or c, where:

(a) The Initial Face Amount that would be purchased, assuming that the
reduced policy values were equal to 100% of the Guideline Single
Premium for a new policy at the Insured's attained age;
(b) The policy's Face Amount if reduced under the conditions in section
6.5 above; or
(c) The Death Benefit Guarantee Amount applicable immediately before the
withdrawal.

6.7 WHAT MONTHLY DEDUCTIONS ARE MADE AGAINST THE CASH VALUE? On each Monthly
Deduction Day, the following deductions are made from the policy's cash
value:

(a) The monthly cost of insurance for the amount of the life insurance
benefit in effect at that time;

(b) A monthly administrative charge, based upon your cash value after the
cost of insurance has been deducted, not to exceed the rate shown on the
Policy Data page;

(c) A Deferred Sales Expense Charge, based upon your cash value after the
cost of insurance has been deducted, not to exceed the rate shown on the
Policy Data page, for a 10 year period following each premium paid.

The Monthly Deduction Day for this policy, which is shown on the Policy
Data page, will be the same calendar day each month, as determined by the
policy date. The first Monthly Deduction Day will be the first occurrence
of this calendar day that falls on or after the issue date of the policy.
However, if, on the issue date we have not yet received the initial premium
payment for the policy, the first Monthly Deduction Day will be the first
occurrence of this calendar day that falls on or after the date we receive
such payment. If the policy date for this policy is earlier than the issue
date, then deductions made on the first monthly Deduction Day will include
the monthly deductions specified in (a) through (c) above. These deductions
would have been made on each Monthly Deduction Day for the period from the
policy date to the issue date as if the policy had been issued on the
policy date. All monthly deductions are made in accordance with your
expense allocation, if any. If no expense allocation is in effect, monthly
deductions will be made on a pro-rata basis from each of the Investment
Divisions and the Fixed Account.

6.8 HOW IS THE COST OF INSURANCE FOR THIS POLICY CALCULATED? The cost of
insurance is calculated on each Monthly Deduction Day. The monthly cost of
insurance is based on the net amount at risk. The monthly cost of insurance
is equal to (1) multiplied by the result of (2) minus (3) where:

(1) is the monthly cost of insurance rate per $1,000 of insurance;
(2) is the number of thousands of life insurance benefit as of the Monthly
Deduction Day divided by 1.00327; and
(3) is the number of thousands of cash value as of the Monthly Deduction
Day (before this cost of insurance and any applicable contract charge, are
deducted).

6.9 WHAT IS THE COST OF INSURANCE RATE? The rates used to determine the cost of
insurance for the initial face amount are based on the Insured's attained
age, sex, and class of risk at the time the initial face amount took
effect. For the initial face amount, the monthly cost of insurance rates
will never exceed the maximum rates shown in the Table of Guaranteed
Maximum Monthly Cost of Insurance Rates attached to this policy. The actual
rate will be set by us, in advance, at least once a year. Any change in
cost of insurance rates will be made on a uniform basis for Insureds in the
same class, based on attained age, sex, and class of risk. Any change in
these rates will be based on future expectations for items such as
investment earnings, mortality, persistency and expenses.

PAGE 12
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<PAGE> 18
SECTION SIX - CASH VALUE AND LOANS (CONTINUED)

6.10 WHAT IS THE LOAN VALUE OF THIS POLICY? Using this policy as sole security,
you can borrow any amount up to the loan value of this policy. The loan
value on any given date is equal to 90% of the cash surrender value.

6.11 WHAT HAPPENS WHEN YOU TAKE A LOAN? When a new loan is taken (including the
situation where unpaid loan interest is charged as a new loan), a transfer
is made from the Separate Account to the Fixed Account. This transfer is
made so that, after the transfer, the amount in the Fixed Account, which is
securing the outstanding loan(s), will equal 108% of the sum of the new
loan and any previous unpaid loans. This percentage will be reduced
accordingly if a lower loan interest rate is in effect at the time this
transfer is made. For example, the percentage will be 106% if the loan
interest rate is 6% at that time. This transfer will be made on a pro-rata
basis from the various Investment Divisions. While a policy loan is
outstanding, no partial withdrawals or transfers which would reduce the
cash value of the Fixed Account below 108% (or any lower percentage that
may be in effect at that time) of the outstanding loan are permitted. In
addition, if any portion of a Monthly Deduction Charge would cause the
amount in the Fixed Account to fall below the amount of the outstanding
loan, we reserve the right to deduct that portion of the Monthly Deduction
Charge on a pro-rata basis from the Investment Divisions instead.

The amount in the Fixed Account that equals the amount of an unpaid loan
will be credited with interest at a rate which will never be lower than the
effective annual loan interest rate, less 2%. In no event will the rate
credited to loaned amounts ever be less than the interest rate shown on the
Policy Data page.

6.12 WHAT IS THE LOAN INTEREST RATE FOR THE POLICY? Unless we set a lower rate
for any period, the effective annual loan interest rate is 8%, which is
payable in arrears. Loan interest for the policy year in which a loan is
taken will be due on the next policy anniversary. Loan interest accrues
each day and is payable on the anniversary, on the date of death,
surrender, or lapse, or on the date of a loan increase or loan repayment.
Loan interest not paid when due will be charged as a new unpaid loan.

6.13 IF THE LOAN INTEREST RATE IS REDUCED, CAN IT SUBSEQUENTLY INCREASE? Yes. If
we have set a rate lower than 8% per year, any subsequent increase in the
interest rate will be subject to the following conditions:

(1) The effective date of any increase in the interest rate shall not be
earlier than one year after the effective date of the establishment of the
previous rate.

(2) The amount by which the interest rate can be increased will not exceed
one percent per year, but the rate of interest shall in no event ever
exceed 8%.

(3) We will give notice of the interest rate in effect when a loan is made
and when sending notice of loan interest due.

(4) If a loan is outstanding 40 days or more before the effective date of
an increase in the interest rate, we will notify you of that increase at
least 30 days prior to the effective date of the increase.

(5) We will give notice of any increase in the interest rate when a loan is
made during the 40 days before the effective date of the increase.

PAGE 13
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<PAGE> 19
SECTION SIX - CASH VALUE AND LOANS (CONTINUED)

6.14 HOW ARE LOAN REPAYMENTS CREDITED TO THE POLICY? All or part of an unpaid
loan can be repaid before the Insured's death or before the policy is
surrendered. When a loan repayment is received, we will first use that
money to cancel any portion of the outstanding loan that was originally
taken from the Fixed Account. Any remaining portion of the loan repayment
will be allocated to the Separate Account in the same proportion as the
amount of money you have in each Investment Division on the date of the
loan repayment, unless you indicate otherwise and we agree.

6.15 WHAT HAPPENS IF A LOAN IS NOT REPAID? If a loan is outstanding when the
life insurance benefit becomes payable, we will deduct the amount of the
unpaid loan plus accrued interest from these proceeds. The cash surrender
value reflects a deduction of any outstanding policy loan and accrued
interest. In addition, it may happen in a given policy year that, based on
the loan interest rate in effect when that policy year began (ignoring any
subsequent increase in the rate during that policy year), any unpaid loan
plus accrued interest exceeds the cash value of this policy less surrender
charges. In that event, we will mail a notice to you at your last known
address, and a copy to the last known assignee on our records. All
insurance will end 31 days after the date on which we mail that notice to
you if the excess of the unpaid loan plus accrued interest over the cash
value less surrender charges is not paid within that 31 days. However, if a
higher rate or rates take effect during the policy year, this policy will
not end any sooner than it would have if the rate had not changed.

6.16 DOES A LOAN AFFECT THE DEATH BENEFIT GUARANTEE? Any loan taken under the
conditions described above may affect the Death Benefit Guarantee as
described in Section 1.4.

SECTION SEVEN - PAYMENT OF POLICY PROCEEDS

7.1 HOW WILL POLICY PROCEEDS BE PAID? The proceeds of this policy will be paid
in one sum, or if elected, all or part of these proceeds can be placed
under one or more of the options described in this section. If we agree,
the proceeds may be placed under some other method of payment instead.

Any life insurance proceeds paid in one sum will bear interest compounded
each year from the Insured's death to the date of payment. We set the
interest rate each year. This rate will be at least 3% per year, and will
not be less than required by law.

7.2 HOW DO YOU ELECT AN OPTIONAL METHOD OF PAYMENT? While the Insured is
living, you can elect or change an option. You can also elect or change one
or more beneficiaries who will be the payee or payees under that option.

After the Insured dies, any person who is to receive proceeds in one sum
(other than an assignee) can elect an option and name payees. The person
who elects an option can also name one or more successor payees to receive
any amount remaining at the death of the payee. Naming these payees cancels
any prior choice of successor payees. A payee who did not elect the option
does not have the right to advance or assign payments, take the payments in
one sum, or make any other change. However, the payees may be given the
right to do one or more of these things if the person who elects the option
tells us in writing and we agree.

7.3 HOW CAN AN OPTION BE CHANGED? If we agree, a payee who elects Option 1A, 1B
or 2 may later elect to have any amount we still have, or the present value
of any elected payments, placed under some other option described in this
section.

PAGE 14
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<PAGE> 20
SECTION SEVEN - PAYMENT OF POLICY PROCEEDS (CONTINUED)

7.4 WHO CAN BE NAMED PAYEES? Only individuals who are to receive payments on
their own behalf may be named as payees or successor payees, unless we
agree otherwise. We may require proof of the age or the survival of a
payee.

7.5 WHAT HAPPENS IF THE PAYEE DIES BEFORE ALL PROCEEDS HAVE BEEN PAID? It may
happen that when the last surviving payee dies, we still have an unpaid
amount, or there are some payments that remain to be made. If so, we will
pay the unpaid amount with interest to the date of payment, or pay the
present value of the remaining payments, to that payee's estate in one sum.
The present value of the remaining payments is based on the interest rate
used to compute them, and is always less than their sum.

7.6 IS THERE A MINIMUM PAYMENT THE COMPANY WILL MAKE? When any payment under an
option would be less than $100, we may pay any unpaid amount or present
value in one sum.

7.7 WHAT ARE THE PROCEEDS AT INTEREST OPTIONS (1A AND 1B)? The policy proceeds
can be left with us at interest. We will set the interest rate each year.
This rate will be at least 3% per year.

For the Interest Accumulation Option (Option 1A), we credit interest each
year on the amount we still have. This amount can be withdrawn at any time
in sums of $100 or more. We pay interest to the date of withdrawal on sums
withdrawn.

For the Interest Payment Option (Option 1B), we pay interest once each
month, every 3 months, every 6 months, or once each year, as chosen, based
on the amount we still have.

7.8 WHAT IS THE LIFE INCOME OPTION (2)? We make equal payments each month
during the lifetime of the payee or payees. We determine the amount of the
monthly payment by applying the policy proceeds to purchase a corresponding
single premium life annuity policy which is being issued when the first
payment is due. Payments are based on the appropriately adjusted annuity
premium rate in effect at that time, but will not be less than the
corresponding minimum shown in the Option 2 Table. These minimum amounts
are based on the 1983 Table "a" with Projection Scale G, and with interest
compounded each year at 3%.

When asked, we will state in writing what the minimum amount of each
monthly payment would be under this option. It is based on the sex and
adjusted age of the payee or payees.

To find the adjusted age in the year the first payment is due, we increase
or decrease the payee's age at that time, as follows:

1999-2005 2006-2015 2016-25 2026-35 2036 & later
-------------------------------------------------------------------------
+1 0 -1 -2 -3

We make a payment each month during the lifetime of the payee. Payments do
not change, and are guaranteed for 10 years, even if that payee dies
sooner.

PAGE 15
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<PAGE> 21

SECTION SEVEN - PAYMENT OF POLICY PROCEEDS (CONTINUED)

------------------------------------------------------------------------------
OPTION 2 TABLE
------------------------------------------------------------------------------

Minimum Monthly Payment per $1,000 of Proceeds Guaranteed for 10 Years

<TABLE>
<CAPTION>
Payee's
Adjusted
Age MALE FEMALE
---------------------------------------------------------------------

SECTION EIGHT - GENERAL PROVISIONS

8.1 WHAT CONSTITUTES THE ENTIRE CONTRACT? The entire contract consists of this
policy, any attached riders or endorsements, and the attached copy of the
application. Only our Chairman, President, Secretary, or one of our Vice
Presidents is authorized to change the contract, and then, only in writing.
No change will be made to this contract without your consent. No agent is
authorized to change this contract.

8.2 HOW IMPORTANT IS THE INFORMATION YOU PROVIDE IN THE APPLICATION FOR THIS
POLICY? In issuing this policy, we have relied on the statements made in
the application. All such statements are deemed to be representations and
not warranties. We assume these statements are true and complete to the
best of the knowledge and belief of those who made them. No statement made
in connection with the application will be used by us to void this policy
unless that statement is a material misrepresentation and is part of the
application.

PAGE 16
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<PAGE> 22

SECTION EIGHT - GENERAL PROVISIONS (CONTINUED)

8.3 WILL WE BE ABLE TO CONTEST THIS POLICY? We will not contest the payment of
the life insurance proceeds based on the initial face amount, after this
policy has been in force during the lifetime of the Insured for 2 years
from the date of issue

8.4 DOES THIS POLICY COVER SUICIDE OF THE INSURED? Suicide of the Insured,
while sane or insane within 2 years of the date of issue, is not covered by
this policy. In that event, this policy will end and the only amount
payable will be the premiums paid to us, less any unpaid loan and any
partial surrender benefits paid.

8.5 HOW ARE THE DATES REFERRED TO IN THIS POLICY MEASURED? Policy years,
months, and anniversaries are measured from the policy date, unless
otherwise stated.

8.6 HOW IS A PERSON'S AGE CALCULATED FOR THE PURPOSES OF THIS POLICY? When we
refer to a person's age in this policy, we mean his or her age on the
birthday that is nearest to the previous anniversary.

8.7 WHAT HAPPENS IF A PERSON'S AGE OR SEX HAS BEEN STATED INCORRECTLY? If we
would pay too little or too much because the age or sex of the Insured is
not correct as stated, we will adjust the proceeds, up or down, to reflect
the correct age or sex. The amount of the death benefit shall be that which
would be purchased by the initial premium paid at the correct age and sex.
Any adjustment will maintain the choice of Guideline Single Payment
Percentage indicated on the policy data page.

8.8 CAN PAYMENT OF A LOAN OR SURRENDER PROCEEDS BE DEFERRED? Generally, we will
grant any loan, or pay any surrender proceeds or life insurance proceeds
within 7 days after we receive all the requirements that we need. However,
we may defer making any of these payments for any period during which the
New York Stock Exchange is closed for trading (other than the usual weekend
or holiday closings), or if the Securities and Exchange Commission
restricts trading or has determined that a state of emergency exists. If
so, it may not be practical for us to determine the investment experience
of the Separate Account. In addition, we reserve the right to defer any of
these payments based on funds allocated to the Fixed Account for as long as
6 months.

8.9 CAN YOU ASSIGN OR TRANSFER THE POLICY? While the Insured is living, you can
assign this policy, or any interest in it. If you do this, your interest,
and anyone else's is subject to that of the assignee. As owner, you still
have the rights of ownership which have not been assigned.

8.10 CAN THE ASSIGNEE CHANGE THE OWNER OR BENEFICIARY? An assignee cannot change
the owner or beneficiary of this policy, and cannot elect or change an
optional method of payment of proceeds. Any amount payable to the assignee
will be paid in one sum.

8.11 HOW DO YOU ASSIGN THE POLICY? You must provide us with a copy of the
assignment. We are not responsible for the validity of any assignment. Any
assignment will be subject to any payment we make or other action we take
before we record the assignment.

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<PAGE> 23

SECTION EIGHT - GENERAL PROVISIONS (CONTINUED)

8.12 ARE THE PAYMENTS MADE UNDER THIS POLICY PROTECTED AGAINST CREDITORS?
Payments we make under this policy are, to the extent the law permits,
exempt from the claims, attachments, or levies of any creditors.

8.13 TO WHOM SHOULD PAYMENTS FOR THIS POLICY BE MADE? Any payment made to us by
check or money order must be payable to New York Life Insurance and Annuity
Corporation. When asked, we will provide a countersigned receipt, signed by
our President or Secretary, for any premium paid to us.

8.14 IS THIS POLICY SUBJECT TO ANY LAW? This policy is subject to all laws that
apply.

8.15 ARE ANY DIVIDENDS PAYABLE ON THIS POLICY? This is a non-participating
policy, on which no dividends are payable.

8.16 WILL YOU BE UPDATED REGARDING THE STATUS OF YOUR POLICY? Each policy year
after the first, while this policy is in force and the Insured is living,
we will send a written report to you within 30 days after the policy
anniversary. It will show, as of that anniversary, the cash value, cash
surrender value and the amount of any unpaid loan and accrued interest.
This report will also give you any other facts required by state law or
regulation.

8.17 CAN YOU EXCHANGE YOUR POLICY? Within 24 months of the issue date of this
policy, you can exchange it for a new policy on the life of the Insured
without evidence of insurability. In order to exchange this policy, we will
require:
(a) that this policy be in effect on the date of exchange;
(b) repayment of any unpaid loan and accrued interest;
(c) an adjustment, if any, for premiums and cash values of this and the
new policy.

The date of exchange will be the later of: (a) the date you send us this
policy along with a signed written request for an exchange; or (b) the date
we receive at our Home Office, or at any other location that we indicate to
you in writing, the necessary payment for the exchange.

The benefits for the new policy will not reflect the investment experience
of the Separate Account. The new policy will be on a permanent plan of
insurance which we were offering for this purpose on the date of issue of
this policy. You may choose for the new policy to have either a face amount
equal to the face amount of this policy on the date of exchange or the same
Death Benefit. The new policy will be based on the same issue age, sex and
class of risk as this policy. All riders attached to this policy will end
on the date of exchange, unless we agree otherwise.

8.18 WHAT IS THE BASIS USED FOR COMPUTATION OF POLICY VALUES? All cash surrender
values and maximum cost of insurance rates referred to in this policy are
based on the mortality table referred to on Policy Data page 2. This
mortality table applies if the Insured is in a standard or better risk
class. Separate scales of maximum cost of insurance rates apply to
substandard risk classes.

Continuous functions are used, with interest as stated in the Fixed Account
section. The guaranteed minimum rate of return of the Fixed Account will
yield values which are at least as much as the law requires. We have filed
a statement with the insurance official in the state or district in which
this policy is delivered. It describes, in detail, how we compute policy
benefits and cash surrender values.

PAGE 18
0195-18

<PAGE> 24

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<S> <C>
NEW YORK LIFE INSURANCE AND ANNUITY CORPORATION MODIFIED SINGLE PREMIUM VARIABLE UNIVERSAL LIFE
INSURANCE POLICY

51 Madison Avenue Variable Life Insurance Benefit -Modified Single
New York, N.Y. 10010 Premium Payments. Proceeds Payable
at Insured's Death.
AMOUNT OF VARIABLE LIFE INSURANCE
OR CASH VALUE PROCEEDS MAY VARY,
REFLECTING INVESTMENT EXPERIENCE OF
SEPARATE ACCOUNT.
Limited Premium Flexibility - No
Premiums Payable on or After Age 100

A Stock Company Incorporated in Delaware Policy is Non-Participating
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301-95