FARM BUREAU LIFE ANNUITY ACCOUNT
497, 1996-01-02
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<PAGE>


                        SUPPLEMENT DATED JANUARY 2, 1996

                                  TO PROSPECTUS
                                DATED MAY 1, 1995
                                       FOR
                FLEXIBLE PREMIUM DEFERRED VARIABLE ANNUITY POLICY
                                    ISSUED BY
                       FARM BUREAU LIFE INSURANCE COMPANY


THE COMPANY, ACCOUNT AND FUND:  FARM BUREAU LIFE INSURANCE COMPANY

     In addition to the eight states listed at the bottom of page 7 of the
Prospectus, the Company is also admitted to do business in, and may offer
annuity contracts (including the Contract) in Idaho, Montana and Wyoming.


DESCRIPTION OF ANNUITY CONTRACT:  PROCEEDS ON THE RETIREMENT DATE

     The Non-Qualified Contracts issued on or after March 14, 1996 only permit a
retirement date no later than the annuitant's age 70 or 10 years after the
Contract date.  Consequently, to change the retirement date for such Contracts,
the requested retirement date must be no later than the annuitant's  70th
birthday or any earlier date required by law.  This information supplements the
disclosure in the first and third paragraphs on page 14 of the Prospectus.


DISTRIBUTION OF THE CONTRACTS

     Distribution expenses of Contracts issued after January 2, 1996 may include
commission overrides of up to 30% of the sales representative's commissions paid
to managers of sales representatives.  This information supplements the
disclosure in the first full paragraph on page 26 of the Prospectus.



<PAGE>

                                        [LOGO]


 VARIABLE ANNUITY

                                                                         [LOGO]
                       May 1, 1995

                       Prospectuses for:

                       Flexible Premium Deferred Variable
                       Annuity Contracts
                       issued by
                       Farm Bureau Life
                       Insurance Company
                       -------------------------------------------
                       FBL Variable Insurance
                       Series Fund
                       managed by
                       FBL Investment
                       Advisory Services, Inc.

                       Call Toll-Free
                       1-800-247-4170
                             225-5846 (Des Moines)

<PAGE>
PROSPECTUS
- --------------------------------------------------------------------------------

Farm Bureau Life Annuity Account
Individual Flexible Premium Deferred
Variable Annuity Contract

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

This  Prospectus  describes the  individual  flexible premium  deferred variable
annuity contract (the "Contract")  being offered by  Farm Bureau Life  Insurance
Company  (the "Company").  The Contract  may be  sold to  or in  connection with
retirement plans, including those that qualify for special federal tax treatment
under the Internal Revenue Code.

Premiums and cash values are  allocated, as designated by  the owner, to one  or
more of the Subaccounts of the Farm Bureau Life Annuity Account (the "Account"),
the  Declared Interest Option,  or both. The  assets of each  Subaccount will be
invested solely in a  corresponding portfolio of  FBL Variable Insurance  Series
Fund  (the "Fund"). The  accompanying prospectus for the  Fund describes its six
Portfolios--the Growth Common  Stock Portfolio, the  High Grade Bond  Portfolio,
the High Yield Bond Portfolio, the Managed Portfolio, the Money Market Portfolio
and  the  Blue Chip  Portfolio. The  cash value  of the  Contracts prior  to the
retirement date, except for amounts in  the Declared Interest Option, will  vary
according  to the investment performance of the  portfolios of the Fund in which
the selected Subaccounts  are invested.  THE OWNER BEARS  THE ENTIRE  INVESTMENT
RISK ON AMOUNTS ALLOCATED TO THE ACCOUNT.

This  Prospectus sets forth basic information about the Contract and the Account
that  a  prospective  investor  ought  to  know  before  investing.   Additional
information  about the Contract and the Account is contained in the Statement of
Additional Information, which has  been filed with  the Securities and  Exchange
Commission.  The Statement of  Additional Information is dated  the same as this
Prospectus and is incorporated  herein by reference. The  table of contents  for
the  Statement of Additional Information  is on page 27  of this prospectus. You
may obtain a copy of the Statement  of Additional Information free of charge  by
writing to or calling the Company at the address or phone number shown below.
- --------------------------------------------------------------------------------

PLEASE  READ THIS  PROSPECTUS CAREFULLY AND  KEEP IT FOR  FUTURE REFERENCE. THIS
PROSPECTUS MUST BE ACCOMPANIED BY A CURRENT PROSPECTUS FOR THE FUND.

THESE SECURITIES HAVE  NOT BEEN APPROVED  OR DISAPPROVED BY  THE SECURITIES  AND
EXCHANGE  COMMISSION OR ANY STATE SECURITIES  COMMISSION, NOR HAS THE SECURITIES
AND EXCHANGE  COMMISSION OR  ANY  STATE SECURITIES  COMMISSION PASSED  UPON  THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
- --------------------------------------------------------------------------------

Issued By

Farm Bureau Life Insurance Company
5400 University Avenue
West Des Moines, Iowa 50266
Telephone: 1-800-247-4170; 515-225-5846

                         THE DATE OF THIS PROSPECTUS IS
                                  MAY 1, 1995
<PAGE>
- --------------------------------------------------------------------------------
                   TABLE OF CONTENTS
- --------------------------------------------------------------------------------
<TABLE>
                                                                                                                     PAGE

<S>                                                                                                            <C>
EXPENSE TABLES...............................................................................................          3
- ------------------------------------------------------------------------------------------------------------------------
DEFINITIONS..................................................................................................          5
- ------------------------------------------------------------------------------------------------------------------------
SUMMARY......................................................................................................          6
- ------------------------------------------------------------------------------------------------------------------------
CONDENSED FINANCIAL INFORMATION..............................................................................          7
- ------------------------------------------------------------------------------------------------------------------------
THE COMPANY, ACCOUNT AND FUND................................................................................          7
                                Farm Bureau Life Insurance Company...........................................          7
                                Iowa Farm Bureau Federation..................................................          7
                                Farm Bureau Life Annuity Account.............................................          8
                                FBL Variable Insurance Series Fund...........................................          8
                                Addition, Deletion or Substitution of Investments............................         10
- ------------------------------------------------------------------------------------------------------------------------
DESCRIPTION OF ANNUITY CONTRACT..............................................................................         10
                                Issuance of a Contract.......................................................         10
                                Premiums.....................................................................         10
                                Free-Look Period.............................................................         10
                                Allocation of Premiums.......................................................         11
                                Variable Cash Value..........................................................         11
                                Transfer Privilege...........................................................         12
                                Partial Surrenders and Surrenders............................................         12
                                Death Benefit Before the Retirement Date.....................................         13
                                Proceeds on the Retirement Date..............................................         14
                                Payments.....................................................................         14
                                Modification.................................................................         14
                                Reports to Owners............................................................         14
                                Inquiries....................................................................         15
- ------------------------------------------------------------------------------------------------------------------------
THE DECLARED INTEREST OPTION.................................................................................         15
                                Minimum Guaranteed and Current Interest Rates................................         15
                                Transfers From Declared Interest Option......................................         16
                                Payment Deferral.............................................................         16
- ------------------------------------------------------------------------------------------------------------------------
CHARGES AND DEDUCTIONS.......................................................................................         16
                                Surrender Charge (Contingent Deferred Sales Charge)..........................         16
                                Annual Administrative Charge.................................................         17
                                Transfer Processing Fee......................................................         17
                                Mortality and Expense Risk Charge............................................         17
                                Fund Expenses................................................................         17
                                Premium Taxes................................................................         17
                                Other Taxes..................................................................         17
- ------------------------------------------------------------------------------------------------------------------------
PAYMENT OPTIONS..............................................................................................         18
                                Election of Options..........................................................         18
                                Description of Options.......................................................         18
- ------------------------------------------------------------------------------------------------------------------------
YIELDS AND TOTAL RETURNS.....................................................................................         19
- ------------------------------------------------------------------------------------------------------------------------
FEDERAL TAX MATTERS..........................................................................................         20
                                Introduction.................................................................         20
                                Tax Status of the Contract...................................................         21
                                Taxation of Annuities........................................................         22
                                Transfers, Assignments or Exchanges of a Contract............................         24
                                Withholding..................................................................         24
                                Multiple Contracts...........................................................         24
                                Taxation of Qualified Plans..................................................         24
                                Possible Charge for the Company's Taxes......................................         25
                                Other Tax Consequences.......................................................         25
- ------------------------------------------------------------------------------------------------------------------------
DISTRIBUTION OF THE CONTRACTS................................................................................         25
- ------------------------------------------------------------------------------------------------------------------------
LEGAL PROCEEDINGS............................................................................................         26
- ------------------------------------------------------------------------------------------------------------------------
VOTING RIGHTS................................................................................................         26
- ------------------------------------------------------------------------------------------------------------------------
FINANCIAL STATEMENTS.........................................................................................         26
- ------------------------------------------------------------------------------------------------------------------------
STATEMENT OF ADDITIONAL INFORMATION TABLE OF CONTENTS........................................................         27
- ------------------------------------------------------------------------------------------------------------------------
</TABLE>
                                       2
<PAGE>
- --------------------------------------------------------------------------------
                   EXPENSE TABLES
- --------------------------------------------------------------------------------
The following expense information assumes that the entire cash value is variable
cash value.
<TABLE>
<S>                                                                                       <C>
OWNER TRANSACTION EXPENSES
  Sales Charge Imposed on Premiums......................................................        None
  Maximum Surrender Charge (contingent deferred sales charge) as a percentage of the
   amount surrendered...................................................................           6%
  Transfer Processing Fee...............................................................        None*

ANNUAL ADMINISTRATIVE CHARGE............................................................  $       30

ACCOUNT ANNUAL EXPENSES (as a percentage of average net assets)
  Mortality and Expense Risk Charge.....................................................        1.25%
  Other Account Expenses................................................................        None
    Total Account Expenses..............................................................        1.25%

ANNUAL FUND EXPENSES (as a percentage of average net assets)

<CAPTION>

                                                                                            GROWTH COMMON
                                                                                           STOCK PORTFOLIO
                                                                                          -----------------
<S>                                                                                       <C>
 Management Fees (investment advisory fees).............................................          0.50%
  Other Expenses After Reimbursement....................................................          0.05%
    Total Annual Fund Expenses (after reimbursements)...................................          0.55%
<CAPTION>

                                                                                             HIGH GRADE
                                                                                           BOND PORTFOLIO
                                                                                          -----------------
<S>                                                                                       <C>
 Management Fees (investment advisory fees).............................................          0.30%
  Other Expenses After Reimbursement....................................................          0.25%
    Total Annual Fund Expenses (after reimbursements)...................................          0.55%
<CAPTION>

                                                                                             HIGH YIELD
                                                                                           BOND PORTFOLIO
                                                                                          -----------------
<S>                                                                                       <C>
 Management Fees (investment advisory fees).............................................          0.50%
  Other Expenses After Reimbursement....................................................          0.05%
    Total Annual Fund Expenses (after reimbursements)...................................          0.55%
<CAPTION>

                                                                                               MANAGED
                                                                                              PORTFOLIO
                                                                                          -----------------
<S>                                                                                       <C>
 Management Fees (investment advisory fees).............................................          0.55%
  Other Expenses After Reimbursement....................................................          0.00%
    Total Annual Fund Expenses (after reimbursements)...................................          0.55%
<CAPTION>

                                                                                            MONEY MARKET
                                                                                              PORTFOLIO
                                                                                          -----------------
<S>                                                                                       <C>
  Management Fees (investment advisory fees)............................................          0.30%
  Other Expenses After Reimbursement....................................................          0.25%
    Total Annual Fund Expenses (after reimbursements)...................................          0.55%
<CAPTION>

                                                                                              BLUE CHIP
                                                                                              PORTFOLIO
                                                                                          -----------------
<S>                                                                                       <C>
  Management Fees (investment advisory fees)............................................          0.20%
  Other Expenses After Reimbursement....................................................          0.35%
    Total Annual Fund Expenses (after reimbursements)...................................          0.55%
</TABLE>

The above tables are intended to assist the owner of a contract in understanding
the  costs and  expenses that he  or she  will bear directly  or indirectly. The
tables reflect the  expenses for the  Account based on  the actual expenses  for
each  Portfolio  of the  Fund  for the  1994 fiscal  year.  For a  more complete
description of the various costs and  expenses see "Charges and Deductions"  and
the prospectus for the Fund which accompanies this prospectus.

The  annual expenses  listed for all  of the Portfolios  of the Fund  are net of
certain reimbursements  by the  Fund's  investment adviser.  Operating  expenses
(including  the investment advisory fee but excluding brokerage, interest, taxes
and extraordinary expenses) of a Portfolio that exceed 1.50% of the  Portfolio's
average  daily  net assets  for any  fiscal  year are  reimbursed by  the Fund's
investment adviser  up to  the amount  of  the advisory  fee. In  addition,  the
investment

* The Company reserves the right to charge a transfer fee in the future. See
"Charges and Deductions."

                                       3
<PAGE>
adviser  has voluntarily  agreed to reimburse  each Portfolio  for expenses that
exceed .55% of  the Portfolio's  average daily net  assets for  the fiscal  year
ending  December  31,  1995.  Although  there  can  be  no  assurance  that this
reimbursement will be continued, the Fund expects it to be renewed for the  1996
fiscal  year. Absent the reimbursements, the  Portfolio's total expenses for the
1994 fiscal year  would have been:  Growth Common Stock  0.77%, High Grade  Bond
0.80%,  High Yield Bond 0.84%,  Managed 0.80%, Money Market  0.82% and Blue Chip
0.81%.

EXAMPLES: An owner  would pay  the following  expenses on  a $1,000  investment,
assuming a 5% annual return on assets:

1.  If the Contract is surrendered or is annuitized at the end of the applicable
    time period:
<TABLE>
<CAPTION>
SUBACCOUNT                                                                                    1 YEAR       3 YEARS      5 YEARS
- ------------------------------------------------------------------------------------------  -----------  -----------  -----------
<S>                                                                                         <C>          <C>          <C>
Growth Common Stock.......................................................................   $     108    $     189    $     269
High Grade Bond...........................................................................         108          189          269
High Yield Bond...........................................................................         108          189          269
Managed...................................................................................         108          189          269
Money Market..............................................................................         108          189          269
Blue Chip.................................................................................         108          189          269

<CAPTION>
SUBACCOUNT                                                                                   10 YEARS
- ------------------------------------------------------------------------------------------  -----------
<S>                                                                                         <C>
Growth Common Stock.......................................................................   $     508
High Grade Bond...........................................................................         508
High Yield Bond...........................................................................         508
Managed...................................................................................         508
Money Market..............................................................................         508
Blue Chip.................................................................................         508
</TABLE>

2.  If  the  Contract  is  not  surrendered or  annuitized  at  the  end  of the
    applicable time period:
<TABLE>
<CAPTION>
SUBACCOUNT                                                                                    1 YEAR       3 YEARS      5 YEARS
- ------------------------------------------------------------------------------------------  -----------  -----------  -----------
<S>                                                                                         <C>          <C>          <C>
Growth Common Stock.......................................................................   $      48    $     146    $     247
High Grade Bond...........................................................................          48          146          247
High Yield Bond...........................................................................          48          146          247
Managed...................................................................................          48          146          247
Money Market..............................................................................          48          146          247
Blue Chip.................................................................................          48          146          247

<CAPTION>
SUBACCOUNT                                                                                   10 YEARS
- ------------------------------------------------------------------------------------------  -----------
<S>                                                                                         <C>
Growth Common Stock.......................................................................   $     508
High Grade Bond...........................................................................         508
High Yield Bond...........................................................................         508
Managed...................................................................................         508
Money Market..............................................................................         508
Blue Chip.................................................................................         508
</TABLE>

The examples provided  above assume that  no transfer charges  or premium  taxes
have  been assessed.  The examples  also assume  that the  annual administrative
charge is $30 and that the cash value per contract is $10,000, which  translates
the  administrative charge into an  assumed .30% charge for  the purposes of the
examples based on a $1,000 investment.

THE EXAMPLES  SHOULD  NOT BE  CONSIDERED  A  REPRESENTATION OF  PAST  OR  FUTURE
EXPENSES. THE ASSUMED 5% ANNUAL RATE OF RETURN IS HYPOTHETICAL AND SHOULD NOT BE
CONSIDERED  A  REPRESENTATION OF  PAST OR  FUTURE ANNUAL  RETURNS, WHICH  MAY BE
GREATER OR LESS THAN THIS ASSUMED RATE.

                                       4
<PAGE>
- --------------------------------------------------------------------------------
                   DEFINITIONS
- --------------------------------------------------------------------------------

<TABLE>
<S>                               <C>
ACCOUNT......................  Farm Bureau Life Annuity Account.
ANNUITANT....................  The person whose  life determines  the annuity benefits  payable under  the
                               Contract  and whose death determines the death benefit. The owner is always
                               the annuitant.
BENEFICIARY..................  The person to whom the proceeds payable on the death of the owner/annuitant
                               will be paid.
BUSINESS DAY.................  Each day that the New York Stock  Exchange is open for trading, except  the
                               day  after Thanksgiving, the day  after Christmas and any  day on which the
                               Home Office is closed  because of a weather-related  or comparable type  of
                               emergency  and  is  unable  to  segregate  orders  and  redemption requests
                               received on that day.
CASH SURRENDER VALUE.........  The cash value less any applicable surrender charge.
CASH VALUE...................  The total amount invested under the Contract.  It is the sum of the  values
                               of  the Contract in  each subaccount of  the Account plus  the value of the
                               Contract in the Declared Interest Option.
THE CODE.....................  The Internal Revenue Code of 1986, as amended.
CONTRACT ANNIVERSARY.........  Same date in each Contract Year as the Contract Date.
CONTRACT DATE................  The date  set forth  on the  data page  of the  Contract which  is used  to
                               determine Contract Years and Contract Anniversaries.
CONTRACT YEAR................  A  twelve-month  period beginning  on the  Contract Date  or on  a Contract
                               Anniversary.
DECLARED INTEREST OPTION.....  An investment option  under the  Contract funded by  the Company's  general
                               account.  It is not part of, nor dependent upon, the investment performance
                               of the Account.
DUE PROOF OF DEATH...........  Proof of death satisfactory to the  Company. Such proof may consist of  the
                               following if acceptable to the Company:
                               (a)  a certified copy of the death certificate;
                               (b)  a certified copy of a court decree reciting a finding of death; or
                               (c)  any other proof satisfactory to the Company.
GENERAL ACCOUNT..............  The  assets of the Company other than those allocated to the Account or any
                               other separate account of the Company.
HOME OFFICE..................  The principal offices of  the Company at 5400  University Avenue, West  Des
                               Moines, Iowa 50266.
NON-QUALIFIED CONTRACT.......  A Contract that is not a "Qualified Contract."
OWNER........................  The annuitant. Also the person who owns the Contract and who is entitled to
                               exercise all rights and privileges provided in the Contract.
QUALIFIED CONTRACT...........  A Contract that is issued in connection with plans that qualify for special
                               federal  income tax  treatment under  Sections 401,  403(b), or  408 of the
                               Code.
RETIREMENT DATE..............  The date when the cash value will be applied under a payment option, if the
                               annuitant is still living.
SEC..........................  U.S. Securities and Exchange Commission.
SUBACCOUNT...................  A subdivision  of  the Account,  the  assets of  which  are invested  in  a
                               corresponding portfolio of the Fund.
VALUATION PERIOD.............  The  period that starts at  3:00 p.m. central time  on one Business Day and
                               ends at 3:00 p.m. central time on the next succeeding Business Day.
WRITTEN NOTICE...............  A written request or notice in a form satisfactory to the Company which  is
                               signed by the owner and received at the Home Office.
</TABLE>

                                       5
<PAGE>
- --------------------------------------------------------------------------------
                   SUMMARY
- --------------------------------------------------------------------------------
THE CONTRACT
                       ISSUANCE  OF  A  CONTRACT.  Contracts   may  be  sold  in
                       connection with retirement   plans which may  or may  not
                       qualify for special federal tax treatment under the Code.
                       There  is no maximum age for owners on the Contract date.
                       (See "Issuance of a Contract.")
                       FREE-LOOK PERIOD. The owner has the right  to return  the
                       Contract within 10 days after  he or she receives it. The
                       returned  Contract  will  become void.  The  Company will
                       return to the owner an amount equal to the greater of the
                       premiums paid or the cash value on the date the  returned
                       Contract   is   received   at   our   Home   Office  plus
                       administrative charges  and  charges  deducted  from  the
                       Account. (See "Free-Look Period.")

                       PREMIUMS.  The  minimum  amount which  the  Company will
                       accept as  an  initial  premium  is  $1,000.  Subsequent
                       premiums  of  not less  than $50  may  be paid  under the
                       Contract. (See "Premiums.")

                       ALLOCATION OF PREMIUMS. Premiums  under a Contract  will
                       be allocated, as designated by the owner, to one or more
                       Subaccounts,  the Declared Interest  Option, or both. The
                       initial premium  will be  allocated to  the Money  Market
                       Subaccount  for  a 10-day  period following  the Contract
                       date. At the end of that period, the amount in the  Money
                       Market Subaccount will be allocated among the Subaccounts
                       and  the Declared Interest Option  in accordance with the
                       owner's percentage  allocation  in the  application.  The
                       assets  of each Subaccount  will be invested  solely in a
                       corresponding Portfolio  of  the Fund.  The  cash  value,
                       except  for amounts in the Declared Interest Option, will
                       vary according  to  the  investment  performance  of  the
                       Portfolios  of the Fund in which the selected Subaccounts
                       are invested. Interest will be credited to amounts in the
                       Declared Interest Option at a guaranteed minimum rate  of
                       3%  per year, or a  higher current interest rate declared
                       by the Company. (See "Allocation of Premiums.")

                       TRANSFERS. On or before  the retirement date, the  owner
                       may  transfer all or part of  the amount in a Subaccount
                       or the Declared Interest Option to another Subaccount  or
                       the   Declared   Interest  Option   subject   to  certain
                       restrictions.

                       The total amount transferred each  time must be at  least
                       $100  or the  entire amount  in the  Subaccount, if less.
                       Only one transfer out of the Declared Interest Option  is
                       allowed  each Contract year and that transfer must be for
                       no more than 25% of the cash value in that option. No fee
                       is currently  charged  for  transfers,  but  the  Company
                       reserves the right to assess a transfer processing fee of
                       $25  for each transfer after  the first transfer during a
                       Contract year. (See "Transfer Privilege.")

                       PARTIAL SURRENDER.  Upon  written  notice  at  any  time
                       before the retirement date, the owner may surrender part
                       of   the   cash  surrender   value  subject   to  certain
                       limitations. (See "Partial Surrenders.")

                       SURRENDER. Upon written notice received on or before the
                       retirement date, the  owner may  surrender the  Contract
                       and receive its cash surrender value. (See "Surrender.")
- --------------------------------------------------------------------------------
CHARGES AND
DEDUCTIONS
                       The  following charges and  deductions are assessed under
                       the Contract:
                       SURRENDER CHARGE (CONTINGENT DEFERRED SALES CHARGE).  No
                       charge  for sales  expense is deducted  from premiums at
                       the time premiums  are paid. However,  if a Contract  has
                       not  been  in force  for  six full  Contract  years, upon
                       surrender, partial surrender  or the  application of  the
                       cash  value  to  certain  payment  options  under certain
                       circumstances, a surrender  charge is  deducted from  the
                       amount surrendered or from the remaining cash value.

                       For  the first  Contract year,  the charge  is 6%  of the
                       amount  surrendered.  Thereafter,  the  surrender  charge
                       decreases  by  1% each  subsequent  Contract year.  In no
                       event will  the total  surrender charge  on any  Contract
                       exceed  8  1/2%  of  the total  premiums  paid  under the
                       Contract.  (See   "Charge   for  Partial   Surrender   or
                       Surrender.")

                                       6
<PAGE>
                       Subject  to certain  restrictions, for  the first partial
                       surrender or surrender  in each Contract  year after  the
                       first  Contract year, up to 10%  of the cash value (as of
                       the date the  surrender request is  received at the  Home
                       Office)  may be  surrendered without  a surrender charge.
                       (See "Amounts  Not  Subject to  Surrender  Charge.")  The
                       surrender  charge  may  be  waived  as  provided  in  the
                       Contracts. (See "Waiver of Surrender Charge.")

                       ANNUAL ADMINISTRATIVE CHARGE. On  the Contract date  and
                       on  each  Contract anniversary  prior to  the retirement
                       date, the Company deducts an annual administrative charge
                       of $30 from the  cash value. (See "Annual  Administrative
                       Charge.")

                       MORTALITY AND EXPENSE RISK CHARGE. The Company deducts a
                       daily mortality and expense risk charge to compensate it
                       for  assuming  certain mortality  and expense  risks. The
                       charge is deducted from the  assets of the Account at  an
                       annual  rate of 1.25%  (approximately 0.86% for mortality
                       risk and 0.39%  for expense risks).  (See "Mortality  and
                       Expense Risk Charge.")
- --------------------------------------------------------------------------------
ANNUITY PROVISIONS
                       On   the  retirement  date,  the  cash  value  (less  any
                       applicable surrender  charge)  will be  applied  under  a
                       payment  option, unless the owner  chooses to receive the
                       cash surrender value in a lump sum. Payments under  these
                       options  do  not depend  upon the  Account's performance.
                       (See "Payment Options.")
- --------------------------------------------------------------------------------
FEDERAL TAX MATTERS
                       Generally, a distribution (including a surrender, partial
                       surrender or death benefit payment) may result in taxable
                       income. In certain circumstances,  a 10% penalty tax  may
                       apply.  For a  further discussion  of the  federal income
                       status of variable  annuity contracts,  see "Federal  Tax
                       Matters."
- --------------------------------------------------------------------------------
                   CONDENSED FINANCIAL INFORMATION
- --------------------------------------------------------------------------------
                       The  Account commenced  operations on  December 13, 1993,
                       however, no premiums were received until January 3, 1994.
                       The information presented below reflects the Accumulation
                       Unit information for the Subaccounts through December 31,
                       1994.

<TABLE>
<CAPTION>
                                       ACCUMULATION UNIT   ACCUMULATION
                                       VALUE AT BEGINNING  UNIT VALUE AT  NUMBER OF UNITS AT
SUBACCOUNT                                  OF YEAR         END OF YEAR      END OF YEAR
- -------------------------------------  ------------------  -------------  ------------------
<S>                                    <C>                 <C>            <C>
Growth Common Stock                      $    10.000000    $    9.444367      432,277.301991
High Grade Bond                               10.000000         9.814168       76,901.476870
High Yield Bond                               10.000000         9.694750      121,183.181173
Managed                                       10.000000         9.391586      399,444.197239
Money Market                                  10.000000        10.244543       34,710.804010
Blue Chip                                     10.000000         9.894181       79,759.631145
</TABLE>

- --------------------------------------------------------------------------------
                   THE COMPANY, ACCOUNT AND FUND
- --------------------------------------------------------------------------------
FARM BUREAU LIFE
INSURANCE COMPANY
                       The  Company   is   a  stock   life   insurance   company
                       incorporated  in the State  of Iowa on  October 30, 1944.
                       100% of the outstanding voting shares of the Company  are
                       owned by Farm Bureau Multi-State Services, Inc. Iowa Farm
                       Bureau  Federation owns 64.967% of the outstanding voting
                       stock of  Farm  Bureau  Multi-State  Services,  Inc.  The
                       Company  is principally  engaged in the  offering of life
                       insurance policies,  disability income  and other  health
                       insurance  policies and annuity contracts and is admitted
                       to do business in eight states--Iowa, Kansas,  Minnesota,
                       Nebraska, North Dakota, South Dakota, Utah and Wisconsin.
- --------------------------------------------------------------------------------
IOWA FARM BUREAU
FEDERATION
                       Iowa  Farm  Bureau Federation  is an  Iowa not-for-profit
                       corporation, the members of which are county Farm  Bureau
                       organizations  and  their individual  members.  Iowa Farm
                       Bureau Federation is  primarily engaged, through  various
                       divisions  and subsidiaries, in the formulation, analysis
                       and promotion of programs (at local, state, national  and
                       international  levels)  that are  designed to  foster the
                       educational,  social  and  economic  advancement  of  its
                       members.  The  principal  offices  of  Iowa  Farm  Bureau
                       Federation  are  at  5400  University  Avenue,  West  Des
                       Moines, Iowa 50266.
                                       7
<PAGE>
- --------------------------------------------------------------------------------
FARM BUREAU LIFE
ANNUITY ACCOUNT
                       The  Account was established by the Company as a separate
                       account on July  26, 1993. The  Account will receive  and
                       invest  premiums paid  under the  Contracts. In addition,
                       the Account may receive and invest premiums for any other
                       variable annuity contracts  issued in the  future by  the
                       Company.
                       Although  the assets in  the Account are  the property of
                       the Company, the  assets in the  Account attributable  to
                       the Contracts are not chargeable with liabilities arising
                       out  of any other business which the Company may conduct.
                       The assets  of the  Account are  available to  cover  the
                       general  liabilities of  the Company  only to  the extent
                       that the Account's assets exceed its liabilities  arising
                       under  the Contracts and any other contracts supported by
                       the Account. The Company has the right to transfer to the
                       general account any  assets of the  Account which are  in
                       excess  of such reserves  and other contract liabilities.
                       All obligations arising under  the Contracts are  general
                       corporate obligations of the Company.

                       The Account currently is divided into six Subaccounts but
                       may,  in the future, include additional subaccounts. Each
                       Subaccount invests  exclusively  in shares  of  a  single
                       corresponding  Portfolio of the Fund. Income and realized
                       and unrealized gains  or losses from  the assets of  each
                       Subaccount  are  credited  to  or  charged  against  that
                       Subaccount without regard to income, gains or losses from
                       any other Subaccount.

                       The Account  has been  registered  as a  unit  investment
                       trust under the Investment Company Act of 1940 (the "1940
                       Act")  and  meets the  definition  of a  separate account
                       under the federal securities laws. Registration with  the
                       Securities  and  Exchange  Commission  does  not  involve
                       supervision of the management or investment practices  or
                       policies of the Account or the Company by the Commission.
                       The  Account is also subject to  the laws of the State of
                       Iowa which regulate the operations of insurance companies
                       domiciled in Iowa.
- --------------------------------------------------------------------------------
FBL VARIABLE
INSURANCE SERIES FUND
                       The Account invests in shares  of the Fund, a  management
                       investment company of the series type with six investment
                       Portfolios.  The Fund currently has a Growth Common Stock
                       Portfolio, a High Grade Bond Portfolio, a High Yield Bond
                       Portfolio, a Managed Portfolio, a Money Market  Portfolio
                       and  a Blue Chip Portfolio. The  Fund may, in the future,
                       provide for additional portfolios. Each Portfolio has its
                       own investment objectives and  the income and losses  for
                       each Portfolio of the Fund will be determined separately.
                       The  investment objectives and policies of each Portfolio
                       are summarized  below. There  is  no assurance  that  any
                       Portfolio   will  achieve  its  stated  objectives.  More
                       detailed information,  including a  description of  risks
                       and  expenses,  may be  found in  the prospectus  for the
                       Fund, which must accompany or precede this prospectus and
                       which should be  read carefully and  retained for  future
                       reference.

                           GROWTH  COMMON STOCK PORTFOLIO.  This Portfolio seeks
                           long-term capital appreciation with current income as
                           a secondary  objective.  The  Portfolio  will  pursue
                           these  objectives by investing in common stocks which
                           appear to the  Fund's investment  adviser to  possess
                           above-average  potential  for appreciation  in market
                           value.

                           HIGH GRADE BOND  PORTFOLIO. This  Portfolio seeks  as
                           high  a level of current income as is consistent with
                           an investment  in a  high quality  portfolio of  debt
                           securities.  The Portfolio will pursue this objective
                           by investing primarily in debt securities rated  AAA,
                           AA  or A by Standard &  Poor's Corporation or Aaa, Aa
                           or A  by  Moody's  Investors  Service,  Inc.  and  in
                           securities  issued or guaranteed by the United States
                           government or its agencies or instrumentalities.

                                       8
<PAGE>
                           HIGH  YIELD BOND PORTFOLIO. This Portfolio seeks as a
                           primary objective as high  a level of current  income
                           as  is consistent  with investment in  a portfolio of
                           fixed-income securities rated in the lower categories
                           of  established  rating  services.  As  a   secondary
                           objective,  the Portfolio  seeks capital appreciation
                           when  consistent  with  its  primary  objective.  The
                           Portfolio   pursues  these  objectives  by  investing
                           primarily in  fixed-income  securities rated  Baa  or
                           lower  by Moody's Investors  Service, Inc. and/or BBB
                           or lower  by Standards  & Poor's  Corporation, or  in
                           unrated   securities   of   comparable   quality.  AN
                           INVESTMENT IN THIS PORTFOLIO MAY ENTAIL GREATER  THAN
                           ORDINARY  FINANCIAL  RISK. (See  the  Fund Prospectus
                           "Principal Risk Factors--Special Considerations--High
                           Yield Bonds.")

                           MANAGED PORTFOLIO. This  Portfolio seeks the  highest
                           total   investment  return  of   income  and  capital
                           appreciation.  The   Portfolio   will   pursue   this
                           objective  through a fully  managed investment policy
                           consisting  of  investment  in  the  following  three
                           market  sectors: (i)  common stocks  and other equity
                           securities of  the type  in which  the Growth  Common
                           Stock  Portfolio may  invest; (ii)  high quality debt
                           securities and preferred stocks of the type in  which
                           the  High Grade Bond Portfolio  may invest; and (iii)
                           high quality short-term  money market instruments  of
                           the  type  in which  the  Money Market  Portfolio may
                           invest.

                           MONEY MARKET PORTFOLIO. This Portfolio seeks  maximum
                           current   income   consistent   with   liquidity  and
                           stability of  principal.  The Portfolio  will  pursue
                           this   objective   by  investing   in   high  quality
                           short-term money market instruments. AN INVESTMENT IN
                           THE MONEY  MARKET PORTFOLIO  IS NEITHER  INSURED  NOR
                           GUARANTEED  BY THE U .S.  GOVERNMENT. THERE CAN BE NO
                           ASSURANCE THAT  THE MONEY  MARKET PORTFOLIO  WILL  BE
                           ABLE  TO MAINTAIN A  STABLE NET ASSET  VALUE OF $1.00
                           PER SHARE.

                           BLUE CHIP PORTFOLIO. This  Portfolio seeks growth  of
                           capital   and  income.  The  Portfolio  pursues  this
                           objective by investing primarily in common stocks  of
                           well-capitalized, established companies. Because this
                           Portfolio  may  be  invested  heavily  in  particular
                           stocks or industries, an investment in this Portfolio
                           may entail relatively greater risk of loss.

                       The Fund currently sells shares only to the Account and a
                       separate account of the Company supporting variable  life
                       insurance  contracts.  The Fund  may  in the  future sell
                       shares to other separate accounts  of the Company or  its
                       life   insurance  company   affiliates  supporting  other
                       variable products,  or  to variable  life  insurance  and
                       annuity  separate  accounts  of  insurance  companies not
                       affiliated with the Company.  The Company currently  does
                       not  foresee any disadvantages to owners arising from the
                       sale of  shares to  support its  variable life  insurance
                       contracts  or that would arise if  the Fund were to offer
                       its shares to support  products other than the  Contracts
                       or  such variable life  insurance contracts. However, the
                       management of the  Fund will monitor  events in order  to
                       identify any material irreconcilable conflicts that might
                       possibly  arise if the  Fund were to  offer its shares to
                       support  products  other  than  the  Contracts  or   such
                       variable life insurance contracts. In the event of such a
                       conflict,  it would determine what action, if any, should
                       be taken in response to the conflict. In addition, if the
                       Company believes  that the  Fund's response  to any  such
                       conflicts  insufficiently protects  owners, it  will take
                       appropriate action on its own, including withdrawing  the
                       Account's   investment  in   the  Fund.   (See  the  Fund
                       Prospectus for more detail.)

                       FBL Investment  Advisory Services,  Inc. (the  "Adviser")
                       serves  as investment adviser to the Fund and manages its
                       assets  in   accordance  with   policies,  programs   and
                       guidelines  established by the Trustees  of the Fund. The
                       Adviser is  a wholly-owned,  indirect subsidiary  of  the
                       Company.

                       The  Fund  is registered  with  the SEC  as  an open-end,
                       diversified   management    investment   company.    Such
                       registration   does  not   involve  supervision   of  the
                       management or  investment practices  or policies  of  the
                       Fund by the SEC.

                                       9
<PAGE>
- --------------------------------------------------------------------------------
ADDITION, DELETION OR
SUBSTITUTION OF
INVESTMENTS
                       The  Company  reserves the  right, subject  to applicable
                       law,  to   make   additions   to,   deletions   from   or
                       substitutions for the shares that are held in the Account
                       or  that the  Account may  purchase. If  the shares  of a
                       Portfolio  of  the  Fund  are  no  longer  available  for
                       investment  or  if,  in the  Company's  judgment, further
                       investment in any  Portfolio should become  inappropriate
                       in  view of the purposes of  the Account, the Company may
                       redeem  the  shares,  if  any,  of  that  Portfolio   and
                       substitute  shares of another Portfolio of the Fund or of
                       another   registered   open-end   management   investment
                       company.  The  Company  will  not  substitute  any shares
                       attributable to  a Contract's  interest in  a  Subaccount
                       without  notice and prior  approval of the  SEC and state
                       insurance authorities, to the extent required by the 1940
                       Act or other applicable law.
                       The  Company  also  reserves   the  right  to   establish
                       additional  subaccounts  of  the Account,  each  of which
                       would invest in  shares corresponding to  a portfolio  of
                       the  Fund  or  in shares  of  another  investment company
                       having a specified investment objective. The Company may,
                       in its  sole  discretion, establish  new  subaccounts  or
                       eliminate or combine one or more Subaccounts if marketing
                       needs,   tax  considerations   or  investment  conditions
                       warrant. Any  new subaccounts  may be  made available  to
                       existing  Contract owners on a  basis to be determined by
                       the  Company.  Subject  to  obtaining  any  approvals  or
                       consents required by applicable law, the assets of one or
                       more   Subaccounts  may  be   transferred  to  any  other
                       Subaccount if,  in the  sole discretion  of the  Company,
                       marketing, tax or investment conditions warrant.

                       In  the  event of  any such  substitution or  change, the
                       Company  may,  by  appropriate  endorsement,  change  the
                       Contract  to reflect  the substitution or  change. If the
                       Company deems it to be  in the best interest of  Contract
                       owners  and annuitants, and subject to any approvals that
                       may be required under applicable law, the Account may  be
                       operated  as  a management  investment company  under the
                       1940 Act,  it  may  be deregistered  under  that  Act  if
                       registration  is no  longer required, it  may be combined
                       with other Company separate accounts or its assets may be
                       transferred to another separate  account of the  Company.
                       In  addition,  the Company  may,  when permitted  by law,
                       restrict or eliminate any voting rights of owners or  the
                       persons who have such rights under the Contracts.
- --------------------------------------------------------------------------------
                   DESCRIPTION OF ANNUITY CONTRACT
- --------------------------------------------------------------------------------
ISSUANCE OF A
CONTRACT
                       In order to purchase a Contract, application must be made
                       to  the Company through a  licensed representative of the
                       Company, who is also  a registered representative of  FBL
                       Marketing    Services,   Inc.    ("FBL   Marketing"),   a
                       broker-dealer  having  a   selling  agreement  with   FBL
                       Marketing  or a broker-dealer  having a selling agreement
                       with such broker/dealer. Contracts may  be sold to or  in
                       connection  with retirement plans that do not qualify for
                       special tax treatment  as well as  retirement plans  that
                       qualify  for special tax treatment  under the Code. There
                       is no maximum age for owners on the Contract date.
- --------------------------------------------------------------------------------
PREMIUMS
                       The minimum initial premium which the Company will accept
                       is $1,000. Subsequent premium payments may be paid at any
                       time during  the  annuitant's  lifetime  and  before  the
                       retirement date and must be for at least $50.
                       At  the time  of application,  a premium  reminder notice
                       schedule may be selected based on an annual,  semi-annual
                       or  quarterly payment.  The owner will  receive a premium
                       reminder notice at the specified interval. The owner  may
                       change  the amount  and schedule of  the premium reminder
                       notice. Also, under the Automatic Payment Plan, the owner
                       can select a monthly  payment schedule pursuant to  which
                       premium  payments will  be automatically  deducted from a
                       bank account or other source rather than being  "billed."
                       The  Contract will not necessarily lapse even if premiums
                       are not paid.
- --------------------------------------------------------------------------------
FREE-LOOK PERIOD
                       The Contract provides for an initial "free-look"  period.
                       The  owner has the right to return the Contract within 10
                       days of  receiving  it.  When the  Company  receives  the
                       returned  Contract at its Home Office, it will cancel the
                       Contract and refund to the
                                       10
<PAGE>
                       owner an amount equal to the greater of the premiums paid
                       under the Contract or the sum of the cash value as of the
                       date the returned Contract is received by the Company  at
                       its   Home  Office   plus  the   amount  of   the  annual
                       administration charge and any  charges deducted from  the
                       Account.
- --------------------------------------------------------------------------------
ALLOCATION OF
PREMIUMS
                       If  the application for a  Contract is properly completed
                       and is accompanied  by all the  information necessary  to
                       process it, including payment of the initial premium, the
                       initial  premium will  be allocated  to the  Money Market
                       Subaccount within two  business days of  receipt of  such
                       premium  by  the  Company  at  its  Home  Office.  If the
                       application  is  not  properly  completed,  the   Company
                       reserves  the right to retain the  premium for up to five
                       business  days  while   it  attempts   to  complete   the
                       application.  If the  application is not  complete at the
                       end of  the 5-day  period, the  Company will  inform  the
                       applicant  of the  reason for  the delay  and the initial
                       premium  will   be  returned   immediately,  unless   the
                       applicant  specifically consents to the Company retaining
                       the premium until the  application is complete. Once  the
                       application  is  complete,  the initial  premium  will be
                       allocated to  the  Money  Market  Subaccount  within  two
                       business days.
                       At  the time  of application,  the owner  selects how the
                       initial premium is to be allocated among the  Subaccounts
                       and  the Declared Interest Option. Any allocation must be
                       for at least  10% of a  premium payment and  be in  whole
                       percentages.

                       The initial premium will be allocated to the Money Market
                       Subaccount  for  a 10-day  period following  the Contract
                       date. After  the expiration  of  the 10-day  period,  the
                       amount  in the Money Market  Subaccount will be allocated
                       among the Subaccounts and the Declared Interest Option in
                       accordance with the owner's percentage allocation in  the
                       application. Any subsequent premiums will be allocated at
                       the  end of the valuation  period in which the subsequent
                       premium is received  by the Company  in the same  manner,
                       unless the allocation percentages are changed. Subsequent
                       premiums   will  be  allocated  in  accordance  with  the
                       allocation schedule  in effect  at the  time the  premium
                       payment   is   received.  However,   owners   may  direct
                       individual payments  to  a  specific  Subaccount  or  the
                       Declared  Interest  Option (or  any  combination thereof)
                       without changing the existing allocation schedule.

                       The allocation schedule  may be changed  by the owner  at
                       any  time  by  written  notice.  Changing  the allocation
                       schedule will not change the allocation of existing  cash
                       value  among  the  Subaccounts or  the  Declared Interest
                       Option.

                       The cash values allocated to a Subaccount will vary  with
                       that  Subaccount's investment  experience, and  the owner
                       bears  the   entire   investment  risk.   Owners   should
                       periodically  review their premium allocation schedule in
                       light of market  conditions and  their overall  financial
                       objectives.
- --------------------------------------------------------------------------------
VARIABLE CASH VALUE
                       The  variable  cash  value  will  reflect  the investment
                       experience of  the  selected  Subaccounts,  any  premiums
                       paid, any surrenders or partial surrenders, any transfers
                       and any charges assessed in connection with the Contract.
                       There  is no guaranteed minimum variable cash value, and,
                       because a Contract's  variable cash value  on any  future
                       date  depends upon  a number  of variables,  it cannot be
                       predetermined.
                       CALCULATION OF  VARIABLE  CASH VALUE. The variable  cash
                       value is determined at the end of each valuation period.
                       The   value  will   be  the   aggregate  of   the  values
                       attributable to the Contract in each of the  Subaccounts,
                       determined   for  each  Subaccount  by  multiplying  that
                       Subaccount's unit value for the relevant valuation period
                       by the  number  of  Subaccount  units  allocated  to  the
                       Contract.

                       DETERMINATION  OF NUMBER OF UNITS. Any amounts allocated
                       to the  Subaccounts will  be converted  into  Subaccount
                       units.  The number of units to  be credited to a Contract
                       is  determined  by  dividing  the  dollar  amount   being
                       allocated  to  a Subaccount  by the  unit value  for that
                       Subaccount at  the end  of  the valuation  period  during
                       which  the amount was  allocated. The number  of units in
                       any Subaccount  will  be  increased at  the  end  of  the
                       valuation   period  by  any  premiums  allocated  to  the
                       Subaccount during the current valuation period and by any
                       amounts  transferred  to  the  Subaccount  from   another

                                       11
<PAGE>
                       Subaccount  or  the Declared  Interest Option  during the
                       current valuation  period. The  number  of units  in  any
                       Subaccount  will be decreased at the end of the valuation
                       period by any amounts transferred from that Subaccount to
                       another Subaccount or the  Declared Interest Option,  any
                       amounts  surrendered during the current valuation period,
                       any surrender  charge assessed  upon  a partial  or  full
                       surrender   and  the  annual  administrative  charge,  if
                       assessed during the current valuation period.

                       DETERMINATION OF  UNIT VALUE.  The unit  value for  each
                       Subaccount's  first valuation period is  set at $10. The
                       unit value  for  a  Subaccount  is  calculated  for  each
                       subsequent valuation period by dividing (a) by (b) where:

                           (a)is the net result of:

                              1.  the  value of the net assets in the Subaccount
                                  at the end of the preceding valuation  period;
                                  plus

                              2.  the  investment income, dividends, and capital
                                  gains, realized or unrealized, credited to the
                                  Subaccount  during   the   current   valuation
                                  period; minus

                              3.  the  capital  losses, realized  or unrealized,
                                  charged  against  the  Subaccount  during  the
                                  current valuation period; minus

                              4.  any amount charged for taxes or any amount set
                                  aside   during  the  valuation   period  as  a
                                  provision  for  taxes   attributable  to   the
                                  Subaccount; minus

                              5.  the  daily  amount charged  for  mortality and
                                  expense risks  for  each day  of  the  current
                                  valuation period; and

                           (b)the  number units  outstanding at  the end  of the
                              preceding valuation period.
- --------------------------------------------------------------------------------
TRANSFER PRIVILEGE
                       Before the retirement date, an owner may transfer all  or
                       part  of an amount in  a Subaccount to another Subaccount
                       or the Declared Interest Option at any time, or  transfer
                       up to 25% of an amount in the Declared Interest Option to
                       one  or more Subaccounts. However,  if a transfer request
                       would reduce the amount  in the Declared Interest  Option
                       below  $1,000, the  owner may transfer  the entire amount
                       from the Declared Interest  Option. The minimum  transfer
                       amount must be the lesser of $100 or the entire amount in
                       that Subaccount or the Declared Interest Option.
                       The  transfer will be  made as of the  business day on or
                       next following  the day  written notice  requesting  such
                       transfer  is  received at  the Home  Office. There  is no
                       limit on the number of  transfers that can be made  among
                       or  between Subaccounts or  the Declared Interest Option.
                       However, only one transfer may be made from the  Declared
                       Interest  Option each Contract  year (See "Transfers from
                       Declared Interest Option.")

                       Currently, there is no charge for transfers. The  Company
                       reserves  the  right,  however  to  charge  $25  for each
                       transfer after the first  transfer in any Contract  year.
                       For  the  purpose  of  assessing  the  transfer  fee, all
                       transfer requests received together in a valuation period
                       would be considered to be one transfer, regardless of the
                       Subaccounts or the Declared Interest Option affected. The
                       processing fee would  be deducted from  the amount  being
                       transferred.

                       Transfers  may be  made based upon  instructions given by
                       telephone, provided  the  appropriate election  has  been
                       made  at the time of  application or proper authorization
                       is provided  to the  Company.  The Company  reserves  the
                       right  to  suspend telephone  transfer privileges  at any
                       time, for any class of Contracts, for any reason.
- --------------------------------------------------------------------------------
PARTIAL SURRENDERS
AND SURRENDERS
                       PARTIAL SURRENDERS. At  any time  before the  retirement
                       date,  an owner may make a partial surrender of the cash
                       surrender  value.  The  minimum   amount  which  may   be
                       surrendered  is $500;  the maximum  amount is  that which
                       would leave the  remaining cash  value equal  to or  less
                       than  $2,000.  A  partial  surrender  request  that would
                       reduce the cash value to  $2,000 or less will be  treated
                       as  a full  surrender of  the Contract.  The Company will
                       withdraw the amount requested from  the cash value as  of
                       the  Business Day  on or  next following  the day written
                       notice requesting the partial surrender is

                                       12
<PAGE>
                       received at  the Home  Office. Any  applicable  surrender
                       charge  will, at the  election of the  owner, be deducted
                       from the remaining  cash value  or be  deducted from  the
                       amount withdrawn. (See "Surrender Charge.")

                       The owner may specify the amount of the partial surrender
                       to  be  made  from certain  Subaccounts  or  the Declared
                       Interest Option. If the owner does not so specify, or  if
                       the  amount in  the designated  Subaccount(s) or Declared
                       Interest Option is inadequate to comply with the request,
                       the partial surrender will  be made from each  Subaccount
                       and  the Declared Interest Option based on the proportion
                       that the value in such Subaccount bears to the total cash
                       value immediately prior to the partial surrender.

                       A partial surrender may  have adverse federal income  tax
                       consequences,  including a penalty tax. (See "Taxation of
                       Annuities.")

                       SURRENDER. At any time  before the retirement date,  the
                       owner  may request a  surrender of the  contract for its
                       cash surrender value.  The cash surrender  value will  be
                       determined  as of the  Business Day on  or next following
                       the date  written  notice requesting  surrender  and  the
                       Contract  are  received  at  the  Home  Office.  The cash
                       surrender value will  be paid  in a lump  sum unless  the
                       owner   requests  payment  under   a  payment  option.  A
                       surrender   may   have   adverse   federal   income   tax
                       consequences. (See "Taxation of Annuities.")

                       SURRENDER   AND  PARTIAL   SURRENDER  RESTRICTIONS.  The
                       owner's right to make surrenders and partial  surrenders
                       is  subject to any restrictions imposed by applicable law
                       or employee benefit plan.

                       RESTRICTIONS ON  DISTRIBUTIONS  FROM  CERTAIN  TYPES  OF
                       CONTRACTS.  There are certain restrictions on surrenders
                       and partial  surrenders  of  Contracts  used  as  funding
                       vehicles   for  Code  Section  403(b)  retirement  plans.
                       Section 403(b)(11) of the Code restricts the distribution
                       under Section 403(b) annuity  contracts of: (i)  elective
                       contributions  made in years beginning after December 31,
                       1988; (ii)  earnings on  those contributions;  and  (iii)
                       earnings  in such  years on amounts  held as  of the last
                       year beginning before January  1, 1989. Distributions  of
                       those  amounts  may  only  occur upon  the  death  of the
                       employee, attainment  of  age  59  1/2,  separation  from
                       service,  disability or financial  hardship. In addition,
                       income attributable to elective contributions may not  be
                       distributed in the case of hardship.
- --------------------------------------------------------------------------------
DEATH BENEFIT BEFORE
THE RETIREMENT DATE
                       If  the annuitant (who  is always the  owner) dies before
                       the retirement  date,  the  Company will  pay  the  death
                       benefit  under the Contract to the beneficiary. The death
                       benefit is  equal  to  the  greater of  the  sum  of  the
                       premiums  paid  less  any  partial  surrenders (including
                       applicable surrender charges), or  the cash value on  the
                       date  the Company  receives due proof  of the annuitant's
                       death. There is no death benefit payable if the annuitant
                       dies after the retirement date. The death benefit will be
                       paid to the beneficiary in a lump sum unless the owner or
                       beneficiary elects a payment option.
                       If the annuitant  (who is always  the owner) dies  before
                       the  retirement  date, federal  tax  law applicable  to a
                       Non-Qualified Contract requires  that the  cash value  be
                       distributed  to the  beneficiary within  five years after
                       the  date  of  the  owner's  death.  These   distribution
                       requirements  will  be  considered  satisfied  as  to any
                       portion of the  proceeds payable to,  or for the  benefit
                       of,  a designated  beneficiary, and  which is distributed
                       over the  life  (or  a  period  not  exceeding  the  life
                       expectancy)  of  that  beneficiary,  provided  that  such
                       distributions begin within one year of the owner's death.
                       However,  if  the  owner's   spouse  is  the   designated
                       beneficiary,  the  Contract  may be  continued  with such
                       surviving spouse as the new owner.

                       If the owner dies  on or after  the retirement date,  any
                       remaining  payments  must  be  distributed  at  least  as
                       rapidly as under the payment option in effect on the date
                       of such owner's death.

                       Other rules may apply to a Qualified Contract.

                                       13
<PAGE>
- --------------------------------------------------------------------------------
PROCEEDS ON THE
RETIREMENT DATE
                       The  retirement  date  is  selected  by  the  owner.  For
                       Non-Qualified  Contracts, the retirement  date may not be
                       after the later  of the  annuitant's age 90  or 10  years
                       after  the  Contract date.  For Qualified  Contracts, the
                       retirement date must be no later than the annuitant's age
                       70 1/2 or such  other date as  meets the requirements  of
                       the Code.
                       On  the  retirement date,  the  proceeds will  be applied
                       under the  life income  annuity payment  option with  ten
                       years  guaranteed, unless  the owner chooses  to have the
                       proceeds paid under another payment  option or in a  lump
                       sum.  (See  "Payment Options.")  If  a payment  option is
                       elected, the  amount that  will be  applied is  the  cash
                       value less any applicable surrender charge. If a lump sum
                       payment  is  chosen, the  amount  paid will  be  the cash
                       surrender value on the retirement date.

                       The retirement  date  may  be changed  subject  to  these
                       limitations:  the owner's written notice must be received
                       at the Home Office  at least 30  days before the  current
                       retirement  date; the requested retirement date must be a
                       date that  is  at least  30  days after  receipt  of  the
                       written notice; and the requested retirement date must be
                       no  later  than  the  annuitant's  90th  birthday  or any
                       earlier date required by law.
- --------------------------------------------------------------------------------
PAYMENTS
                       Any surrender, partial  surrender or  death benefit  will
                       usually be paid within seven days of receipt of a written
                       request,  any  information  or  documentation  reasonably
                       necessary to process the  request and, in  the case of  a
                       death  benefit, receipt and filing of due proof of death.
                       However, payments may be postponed if:

                           1. the New York Stock Exchange is closed, other  than
                              customary weekend and holiday closings, or trading
                              on the exchange is restricted as determined by the
                              SEC; or

                           2. the  SEC permits by an  order the postponement for
                              the protection of owners; or

                           3. the SEC determines that  an emergency exists  that
                              would  make the disposal of securities held in the
                              Account or the determination  of the value of  the
                              Account's net assets not reasonably practicable.

                       If  a  recent  check  or draft  has  been  submitted, the
                       Company has  the  right to  delay  payment until  it  has
                       assured itself that the check or draft has been honored.

                       The  Company  has  the  right  to  defer  payment  of any
                       surrender,  partial  surrender   or  transfer  from   the
                       Declared  Interest Option for  up to six  months from the
                       date of receipt of written notice for such a surrender or
                       transfer. If payment  is not  made within  30 days  after
                       receipt   of  documentation  necessary  to  complete  the
                       transaction, or  such shorter  period  as required  by  a
                       particular  jurisdiction, interest  will be  added to the
                       amount paid from the date of receipt of documentation  at
                       3% or such higher rate required for a particular state.
- --------------------------------------------------------------------------------
MODIFICATION
                       Upon  notice  to the  owner, the  Company may  modify the
                       Contract if:

                           1. necessary to  make  the Contract  or  the  Account
                              comply  with  any law  or  regulation issued  by a
                              governmental  agency  to  which  the  Company   is
                              subject; or

                           2. necessary to assure continued qualification of the
                              Contract  under the Internal Revenue Code or other
                              federal  or  state  laws  relating  to  retirement
                              annuities or variable annuity contracts; or

                           3. necessary  to reflect a change in the operation of
                              the Account; or

                           4. the  modification   provides  additional   Account
                              and/or fixed accumulation options.

                       In the event of most such modifications, the Company will
                       make appropriate endorsement to the Contract.
- --------------------------------------------------------------------------------
REPORTS TO OWNERS
                       At  least annually, the Company  will mail to each owner,
                       at such owner's  last known address  of record, a  report
                       containing  the cash  value (including the  cash value in
                       each
                                       14
<PAGE>
                       Subaccount and  the  Declared  Interest  Option)  of  the
                       Contract,  premiums paid  and charges  deducted since the
                       last report,  partial  surrenders  made  since  the  last
                       report  and  any  further  information  required  by  any
                       applicable law or regulation.
- --------------------------------------------------------------------------------
INQUIRIES
                       Inquiries regarding a Contract may be made by writing  to
                       the Company at its Home Office.
- --------------------------------------------------------------------------------
                   THE DECLARED INTEREST OPTION
- --------------------------------------------------------------------------------
                       An  owner may  allocate some or  all of  the premiums and
                       transfer some or all  of the cash  value to the  Declared
                       Interest Option, which is part of the general account and
                       pays  interest  at  declared  rates  guaranteed  for each
                       Contract year (subject to  a minimum guaranteed  interest
                       rate  of 3%).  The principal,  after deductions,  is also
                       guaranteed. The  Company's general  account supports  its
                       insurance and annuity obligations.
                       The  Declared Interest  Option has  not been,  and is not
                       required  to  be,  registered  with  the  SEC  under  the
                       Securities Act of 1933, and neither the Declared Interest
                       Option   nor  the  Company's  general  account  has  been
                       registered as an investment  company under the 1940  Act.
                       Therefore,  neither  the Company's  general  account, the
                       Declared Interest Option, nor  any interests therein  are
                       generally subject to regulation under the 1933 Act or the
                       1940  Act.  The  disclosures relating  to  these accounts
                       which are included in this prospectus are for the owner's
                       information and  have  not  been  reviewed  by  the  SEC.
                       However,  such  disclosures  may  be  subject  to certain
                       generally applicable  provisions  of  Federal  securities
                       laws   relating  to  the  accuracy  and  completeness  of
                       statements made in prospectuses.

                       The portion of the cash  value allocated to the  Declared
                       Interest  Option  (the  "Declared  Interest  Option  cash
                       value") will  be  credited  with rates  of  interest,  as
                       described  below. Since  the Declared  Interest Option is
                       part of the general account, the Company assumes the risk
                       of investment gain or loss on this amount. All assets  in
                       the  general account are subject to the Company's general
                       liabilities from business operations.
- --------------------------------------------------------------------------------
MINIMUM GUARANTEED
AND CURRENT INTEREST
RATES
                       The Declared Interest Option cash value is guaranteed  to
                       accumulate at a minimum effective annual interest rate of
                       3%.  The Company intends to  credit the Declared Interest
                       Option cash value  with current  rates in  excess of  the
                       minimum  guarantee but is  not obligated to  do so. These
                       current interest  rates are  influenced  by, but  do  not
                       necessarily  correspond  to,  prevailing  general  market
                       interest rates. Any interest  credited on the amounts  in
                       the  Declared Interest  Option in  excess of  the minimum
                       guaranteed rate of 3% per year will be determined in  the
                       sole  discretion  of the  Company. The  owner, therefore,
                       assumes the risk  that interest credited  may not  exceed
                       the guaranteed rate.
                       From  time to  time, the Company  establishes new current
                       interest rates for the Declared Interest Option under the
                       Contracts. The rate applicable for a particular  Contract
                       is  the  rate  in  effect  on  the  most  recent Contract
                       anniversary.  This  rate   remains  unchanged  for   that
                       Contract  until the next  Contract anniversary (I.E., for
                       the entire Contract year). During each Contract year, the
                       entire Declared  Interest  Option cash  value  (including
                       amounts allocated or transferred to the Declared Interest
                       Option  during that  year) is credited  with the interest
                       rate in  effect for  that Contract  year. Once  credited,
                       interest  becomes  part of  the Declared  Interest Option
                       cash value.

                       The Company reserves  the right to  change the method  of
                       crediting  interest from time to time, provided that such
                       changes do not have the effect of reducing the guaranteed
                       rate of interest below 3% per annum or shorten the period
                       for which the current interest rate applies to less  than
                       a Contract year (except for the year in which such amount
                       is received or transferred).

                        CALCULATION  OF DECLARED INTEREST OPTION CASH VALUE. The
                        Declared Interest Option cash value at any time is equal
                       to amounts allocated and transferred to it, plus interest
                       credited less amounts deducted, transferred or withdrawn.

                                       15
<PAGE>
- --------------------------------------------------------------------------------
TRANSFERS FROM
DECLARED INTEREST
OPTION
                       One transfer is allowed from the Declared Interest Option
                       to any or all of  the Subaccounts in each Contract  year.
                       The  amount transferred from the Declared Interest Option
                       may not exceed 25% of  the Declared Interest Option  cash
                       value  on the date of  transfer, unless the balance after
                       the transfer would be less than $1,000, in which case the
                       entire amount may be transferred.
- --------------------------------------------------------------------------------
PAYMENT DEFERRAL
                       The Company  has  the  right  to  defer  payment  of  any
                       surrender,   partial  surrender  or   transfer  from  the
                       Declared Interest Option up to  six months from the  date
                       of  receipt  of  the  written  notice  for  surrender  or
                       transfer.
- --------------------------------------------------------------------------------
                   CHARGES AND DEDUCTIONS
- --------------------------------------------------------------------------------
SURRENDER CHARGE
(CONTINGENT DEFERRED
SALES CHARGE)
                       GENERAL. No charge for  sales expenses is deducted  from
                       premiums  at the time premiums are paid. However, within
                       certain time limits described  below, a surrender  charge
                       (contingent  deferred sales charge)  is deducted from the
                       cash value if  a partial surrender  or surrender is  made
                       before  the retirement date. Also,  as described below, a
                       surrender charge may be deducted from amounts applied  to
                       certain payment options.
                       In  the  event surrender  charges  are not  sufficient to
                       cover sales  expenses,  the loss  will  be borne  by  the
                       Company; conversely, if the amount of such charges proves
                       more  than  enough, the  excess will  be retained  by the
                       Company. The Company does not currently believe that  the
                       surrender  charges imposed will  cover the expected costs
                       of distributing the Contracts. Any shortfall will be made
                       up from the  Company's general assets  which may  include
                       amounts  derived  from  the  mortality  and  expense risk
                       charge.

                       CHARGE FOR PARTIAL  SURRENDER OR  SURRENDER. During  the
                       first  six  Contract years,  if  a partial  surrender or
                       surrender is made, the  applicable surrender charge  will
                       be as follows:

<TABLE>
<CAPTION>
CONTRACT YEAR IN                        CHARGE AS PERCENTAGE OF
WHICH SURRENDER OCCURS                    AMOUNT SURRENDERED
- --------------------------------------  -----------------------
<S>                                     <C>
1.....................................                6%
2.....................................                5
3.....................................                4
4.....................................                3
5.....................................                2
6.....................................                1
7 and after...........................                0
</TABLE>

                       No  surrender charge is deducted if the partial surrender
                       or surrender occurs after six full Contract years.

                       In no  event will  the total  surrender charges  assessed
                       under a Contract exceed 8 1/2% of the total premiums paid
                       under that Contract.

                       If  the  Contract  is  being  surrendered,  the surrender
                       charge is deducted from the cash value in determining the
                       cash  surrender  value.  For  a  partial  surrender,  the
                       surrender  charge may, at  the election of  the owner, be
                       deducted from the cash  value remaining after the  amount
                       requested  is withdrawn or be deducted from the amount of
                       the withdrawal requested.

                       AMOUNTS NOT SUBJECT TO  SURRENDER CHARGE. For the  first
                       partial  surrender  or surrender  in each  Contract year
                       after the  first Contract  year, up  to 10%  of the  cash
                       value  (as of the date  the surrender request is received
                       at  the  Home  Office)  may  be  surrendered  without   a
                       surrender charge.

                       Any amounts surrendered in excess of 10% or subsequent to
                       the  first partial surrender will be assessed a surrender
                       charge. This right is  not cumulative from Contract  year
                       to Contract year.

                                       16
<PAGE>
                       SURRENDER  CHARGE AT THE RETIREMENT DATE. If any payment
                       option is  selected at  the retirement  date other  than
                       options  2-5 described below (see "Payment Options"), the
                       surrender charge  is  assessed  against  the  cash  value
                       applied  to that  option. If payment  options 3  or 5 are
                       selected, no surrender charge is assessed and if  payment
                       options  2  or 4  are selected,  the surrender  charge is
                       applied by adding  the fixed  number of  years for  which
                       payments  will be made under the  option to the number of
                       Contract years since the Contract date and using this sum
                       in the surrender charge table.

                       WAIVER OF SURRENDER CHARGE. Upon written notice from the
                       owner before the retirement  date, the surrender  charge
                       will  be waived on any partial or full surrender if he or
                       she is, as defined in the Contract, confined to a nursing
                       home, becomes totally disabled or becomes terminally ill.
- --------------------------------------------------------------------------------
ANNUAL ADMINISTRATIVE
CHARGE
                       On the  Contract date  and on  each Contract  anniversary
                       prior  to the  retirement date, the  Company deducts from
                       the cash value an annual administrative charge of $30  to
                       reimburse  it for administrative expenses relating to the
                       Contract.  The  charge   will  be   deducted  from   each
                       Subaccount  and the Declared Interest Option based on the
                       proportion that the value  in each such Subaccount  bears
                       to  the total cash value. The  Company does not expect to
                       make a profit  on this charge.  No annual  administrative
                       charge is payable during the annuity payment period.
- --------------------------------------------------------------------------------
TRANSFER PROCESSING
FEE
                       Currently,  there is no charge for transfers. The Company
                       reserves the  right,  however,  to charge  $25  for  each
                       transfer  after the first transfer  in any Contract year.
                       For the  purpose  of  assessing  the  fee,  all  transfer
                       requests  received together  in a  given valuation period
                       would be considered to be one transfer, regardless of the
                       Subaccounts or the Declared Interest Option affected. The
                       fee would be deducted from the amount being  transferred.
                       The  Company does not expect a profit from this charge in
                       the event that it is taken.
- --------------------------------------------------------------------------------
MORTALITY AND EXPENSE
RISK CHARGE
                       To compensate  the  Company for  assuming  mortality  and
                       expense  risks, the Company deducts a daily mortality and
                       expense risk charge from the  assets of the Account.  The
                       charge  is  at an  annual rate  of  1.25% (daily  rate of
                       0.0034035%) (approximately 0.86%  for mortality risk  and
                       0.39% for expense risk).
                       The mortality risk the Company assumes is that annuitants
                       may  live for a longer period of time than estimated when
                       the guarantees in the Contract were established.  Because
                       of these guarantees, each payee is assured that longevity
                       will  not have an adverse  effect on the annuity payments
                       received. The  mortality risk  that the  Company  assumes
                       also  includes a guarantee to pay  a death benefit if the
                       owner/annuitant dies  before  the  retirement  date.  The
                       expense  risk that the  Company assumes is  the risk that
                       the  administrative  fees  and   transfer  fees  may   be
                       insufficient to cover actual future expenses.

                       If  the mortality and expense risk charge is insufficient
                       to cover the  actual cost  of the  mortality and  expense
                       risks  undertaken by  the Company, the  Company will bear
                       the shortfall. Conversely, if the charge proves more than
                       sufficient, the excess will be profit to the Company  and
                       will  be  available  for  any  proper  corporate  purpose
                       including, among other things, payment of sales expenses.
- --------------------------------------------------------------------------------
FUND EXPENSES
                       Because the Account purchases shares of the Fund, the net
                       assets  of  the  Account  will  reflect  the   investment
                       advisory  fees and  other operating  expenses incurred by
                       the Fund. (See the accompanying Fund Prospectus.)
- --------------------------------------------------------------------------------
PREMIUM TAXES
                       Currently, no  charge  or  deduction is  made  under  the
                       Contracts  for  premium taxes.  The Company  reserves the
                       right, however,  to deduct  such taxes  from cash  value.
                       Various  states  and other  governmental entities  levy a
                       premium tax,  currently ranging  up to  3.5%, on  annuity
                       contracts  issued  by  insurance  companies.  Premium tax
                       rates are  subject  to  change, from  time  to  time,  by
                       legislative and other governmental action.
- --------------------------------------------------------------------------------
OTHER TAXES
                       Currently,  no charge is made against the Account for any
                       federal, state or local taxes that the Company incurs  or
                       that may be attributable to the Account or the Contracts.
                                       17
<PAGE>
                       The  Company  may, however,  make  such a  charge  in the
                       future for any such tax or economic burden on the Company
                       resulting from the  application of the  tax laws that  it
                       determines  to be properly attributable to the Account or
                       Contracts.
- --------------------------------------------------------------------------------
                   PAYMENT OPTIONS
- --------------------------------------------------------------------------------
                       The Contract ends on the  retirement date, at which  time
                       the  cash  value  (or, under  certain  options,  the cash
                       surrender value) will be applied under a payment  option,
                       unless  the owner  elects to  receive the  cash surrender
                       value in a single sum. If an election of a payment option
                       has not been filed at  the Home Office on the  retirement
                       date,  the proceeds will be paid as a life income annuity
                       with payments  for ten  years  guaranteed. Prior  to  the
                       retirement  date,  the  owner can  have  the  entire cash
                       surrender value  applied under  a  payment option,  or  a
                       beneficiary  can have  the death benefit  applied under a
                       payment option. The Contract must be surrendered so  that
                       the  applicable amount  can be  paid in  a lump  sum or a
                       supplemental contract for  the applicable payment  option
                       can be issued.

                       The  payment options  available are  described below. The
                       term "payee" means  a person who  is entitled to  receive
                       payment under that option. The payment options are fixed,
                       which  means that each option  has a fixed and guaranteed
                       amount to be paid during the annuity payment period  that
                       is   not  in  any  way   dependent  upon  the  investment
                       experience of the Account.
- --------------------------------------------------------------------------------
ELECTION OF OPTIONS
                       An option may be elected, revoked or changed at any  time
                       before the retirement date while the annuitant is living.
                       If  an election is not in effect at the annuitant's death
                       or if payment is to be made in one sum under an  existing
                       election,  the beneficiary  may elect one  of the options
                       after the death of the owner/annuitant.
                       An election  of payment  options  and any  revocation  or
                       change  must be made by written  notice and signed by the
                       owner or beneficiary, as appropriate.

                       The Company reserves the right to refuse the election  of
                       a payment option other than paying the proceeds in a lump
                       sum if: 1) the total payments together would be less than
                       $2,000; 2) each payment would be less than $20; or 3) the
                       payee  is  an  assignee,  estate,  trustee,  partnership,
                       corporation or association.
- --------------------------------------------------------------------------------
DESCRIPTION OF
OPTIONS
                       OPTION 1--INTEREST  INCOME. To  have the  proceeds  left
                       with  the  Company  to earn  interest  at a  rate  to be
                       determined by the  Company. Interest will  be paid  every
                       month  or every 3,  6 or 12 months  as the payee selects.
                       Under this option, the payee may withdraw part or all  of
                       the proceeds at any time.
                       OPTION  2--INCOME FOR A FIXED TERM. To have the proceeds
                       paid out in  equal installments  for a  fixed number  of
                       years.

                       OPTION  3--LIFE INCOME  OPTION WITH  SPECIFIED NUMBER OF
                       YEARS GUARANTEED.  To have  the proceeds  paid in  equal
                       amounts  (at intervals  elected by the  payee) during the
                       Payee's lifetime with the guarantee that payments will be
                       made for a period of  not less than the specified  number
                       of  years. Under  this option,  at the  death of  a payee
                       having no  beneficiary  (or where  the  beneficiary  died
                       prior  to the  payee), the  present value  of the current
                       dollar amount  on  the date  of  death of  any  remaining
                       guaranteed  payments  will  be  paid in  one  sum  to the
                       executors or administrators of  the payee's estate.  Also
                       under   this  option,  if   any  Beneficiary  dies  while
                       receiving payment,  the  present  value  of  the  current
                       dollar  amount  on the  date  of death  of  any remaining
                       guaranteed payments  will  be  paid in  one  sum  to  the
                       executors  or administrators of the beneficiary's estate.
                       Calculation of such present value  shall be no less  than
                       3%.

                       OPTION 4--INCOME OF A FIXED AMOUNT. To have the proceeds
                       paid  out in equal installments (at intervals elected by
                       the payee)  of  a  specific  amount.  The  payments  will
                       continue  until all the proceeds  plus interest have been
                       paid out.

                                       18
<PAGE>
                       OPTION 5--JOINT AND TWO-THIRDS TO SURVIVOR MONTHLY  LIFE
                       INCOME.  To have proceeds paid out in equal installments
                       for as  long as  two joint  payees live.  When one  payee
                       dies, installments of two-thirds of the first installment
                       will be paid to the surviving payee until he or she dies.

                       The  amount of each  payment will be  determined from the
                       tables in  the Contract  which  apply to  the  particular
                       option  using  the  payee's  age  and  sex.  Age  will be
                       determined from the nearest birthday  at the due date  of
                       the first payment.

                       ALTERNATE  PAYMENT OPTION. In  lieu of one  of the above
                       options, the cash value,  cash surrender value or  death
                       benefit,  as applicable,  may be settled  under any other
                       payment option made available by the Company or requested
                       and agreed to by the Company.
- --------------------------------------------------------------------------------
                   YIELDS AND TOTAL RETURNS
- --------------------------------------------------------------------------------
                       From time to time, the  Company may advertise or  include
                       in  sales literature  yields, effective  yields and total
                       returns for the Subaccounts.  THESE FIGURES ARE BASED  ON
                       HISTORICAL  EARNINGS  AND  DO  NOT  INDICATE  OR PROJECT
                       FUTURE PERFORMANCE. Each  Subaccount may,  from time  to
                       time,   advertise   or   include   in   sales  literature
                       performance relative to certain performance rankings  and
                       indices   compiled  by  independent  organizations.  More
                       detailed   information   as   to   the   calculation   of
                       performance, as well as comparisons with unmanaged market
                       indices,   appears   in  the   Statement   of  Additional
                       Information.

                       Effective yields and  total returns  for the  Subaccounts
                       are   based   on  the   investment  performance   of  the
                       corresponding  portfolios   of  the   Fund.  The   Fund's
                       performance  in part  reflects the  Fund's expenses. (See
                       the Fund Prospectus.)

                       The yield of  the Money Market  Subaccount refers to  the
                       annualized  income  generated  by  an  investment  in the
                       Subaccount over a specified  seven-day period. The  yield
                       is  calculated by assuming that  the income generated for
                       that seven-day period is generated each seven-day  period
                       over a 52-week period and is shown as a percentage of the
                       investment.  The effective yield  is calculated similarly
                       but, when annualized, the income earned by an  investment
                       in  the  Subaccount  is  assumed  to  be  reinvested. The
                       effective yield will  be slightly higher  than the  yield
                       because   of  the  compounding  effect  of  this  assumed
                       reinvestment.

                       The yield  of  a  Subaccount  (except  the  Money  Market
                       Subaccount)  refers to the annualized income generated by
                       an investment in the  Subaccount over a specified  30-day
                       or  one-month period. The yield is calculated by assuming
                       that the income generated  by the investment during  that
                       30-day  or one-month period is generated each period over
                       a 12-month period  and is  shown as a  percentage of  the
                       investment.

                       The  total  return  of  a  Subaccount  refers  to  return
                       quotations assuming an  investment under  a Contract  has
                       been  held in the Subaccount for various periods of time.
                       When a Subaccount has been in operation for one, five and
                       ten years,  respectively,  the  total  return  for  these
                       periods  will be provided. For  periods prior to the date
                       the Account commenced operations, performance information
                       will be calculated based on the performance of the Fund's
                       portfolios and the assumption  that the Subaccounts  were
                       in  existence for the same periods as those indicated for
                       the Fund's portfolios, with the level of Contract charges
                       that were in effect at  the inception of the  Subaccounts
                       for the Contracts.

                       The  average annual total return quotations represent the
                       average annual  compounded  rates of  return  that  would
                       equate  an initial investment of  $1,000 under a Contract
                       to the redemption value of that investment as of the last
                       day of  each  of  the  periods  for  which  total  return
                       quotations  are  provided.  Average  annual  total return
                       information shows the  average percentage  change in  the
                       value  of  an  investment  in  the  Subaccount  from  the
                       beginning date of the measuring period to the end of that
                       period. This standardized version of average annual total
                       return reflects  all historical  investment results  less
                       all charges and deductions applied against the Subaccount

                                       19
<PAGE>
                       (including  any surrender  charge that would  apply if an
                       owner terminated the Contract at  the end of each  period
                       indicated,  but  excluding  any  deductions  for  premium
                       taxes).

                       In addition  to  the standard  version  described  above,
                       total  return  performance  information  computed  on two
                       different   non-standard   bases    may   be   used    in
                       advertisements  or sales literature. Average annual total
                       return information may be presented, computed on the same
                       basis as  described  above, except  deductions  will  not
                       include  the surrender  charge. In  addition, the Company
                       may, from time to time, disclose cumulative total  return
                       for Contracts funded by Subaccounts.

                       From  time to time, yields, standard average annual total
                       returns and  non-standard total  returns for  the  Fund's
                       portfolios  may be disclosed,  including such disclosures
                       for periods  prior  to  the date  the  Account  commenced
                       operations.

                       Non-standard  performance data will  only be disclosed if
                       the standard performance data for the required periods is
                       also disclosed. For additional information regarding  the
                       calculation  of other  performance data,  please refer to
                       the Statement of Additional Information.

                       In advertising and sales  literature, the performance  of
                       each  Subaccount may  be compared  to the  performance of
                       other variable  annuity  issuers  in general  or  to  the
                       performance  of  particular types  of  variable annuities
                       investing in mutual  funds, or  investment portfolios  of
                       mutual  funds with investment  objectives similar to each
                       of the  Subaccounts.  Lipper  Analytical  Services,  Inc.
                       ("Lipper") and the Variable Annuity Research Data Service
                       ("VARDS") are independent services which monitor and rank
                       the  performance of  variable annuity issuers  in each of
                       the major  categories  of  investment  objectives  on  an
                       industry-wide basis.

                       Lipper's rankings include variable life insurance issuers
                       as  well  as  variable  annuity  issuers.  VARDS rankings
                       compare only  variable annuity  issuers. The  performance
                       analyses  prepared  by Lipper  and  VARDS each  rank such
                       issuers  on   the  basis   of  total   return,   assuming
                       reinvestment  of  distributions,  but do  not  take sales
                       charges, redemption fees or certain expense deductions at
                       the  separate  account   level  into  consideration.   In
                       addition,  VARDS prepares  risk rankings,  which consider
                       the effects of market  risk on total return  performance.
                       This  type  of ranking  provides data  as to  which funds
                       provide  the   highest   total  return   within   various
                       categories  of  funds  defined  by  the  degree  of  risk
                       inherent in their investment objectives.

                       Advertising and  sales literature  may also  compare  the
                       performance  of each Subaccount to  the Standard & Poor's
                       Index of  500 Common  Stocks, a  widely used  measure  of
                       stock  performance.  This  unmanaged  index  assumes  the
                       reinvestment  of  dividends  but  does  not  reflect  any
                       "deduction"  for the expense of  operating or managing an
                       investment portfolio. Other independent ranking  services
                       and  indices may also be used  as a source of performance
                       comparison.

                       The Company may also  report other information  including
                       the  effect of tax-deferred compounding on a Subaccount's
                       investment returns, or returns  in general, which may  be
                       illustrated  by tables, graphs or  charts. All income and
                       capital gains  derived  from Subaccount  investments  are
                       reinvested   and  can   lead  to   substantial  long-term
                       accumulation of  assets,  provided  that  the  underlying
                       Portfolio's investment experience is positive.
- --------------------------------------------------------------------------------
                       FEDERAL TAX MATTERS
                       THE FOLLOWING DISCUSSION IS GENERAL AND IS NOT INTENDED
                       AS TAX ADVICE
- --------------------------------------------------------------------------------
INTRODUCTION
                       This  discussion  is  not  intended  to  address  the tax
                       consequences resulting  from  all of  the  situations  in
                       which  a  person  may be  entitled  to or  may  receive a
                       distribution under  the annuity  contract issued  by  the
                       Company.   Any   person   concerned   about   these   tax
                       implications  should  consult  a  competent  tax  adviser
                       before  initiating  any transaction.  This  discussion is
                       based upon  the Company's  understanding of  the  present
                       Federal   income   tax  laws,   as  they   are  currently
                       interpreted  by   the   Internal  Revenue   Service.   No
                                       20
<PAGE>
                       representation  is  made  as  to  the  likelihood  of the
                       continuation of the present federal income tax laws or of
                       the  current  interpretation  by  the  Internal   Revenue
                       Service.  Moreover, no attempt has  been made to consider
                       any applicable state or other tax laws.

                       The Contract may  be purchased on  a non-qualified  basis
                       ("Non-Qualified  Contract")  or  purchased  and  used  in
                       connection  with  plans  qualifying  for  favorable   tax
                       treatment  ("Qualified Contract"). The Qualified Contract
                       is designed for use by individuals whose premium payments
                       are   comprised   solely   of   proceeds   from    and/or
                       contributions  under retirement plans  which are intended
                       to qualify  as  plans  entitled  to  special  income  tax
                       treatment  under Sections  401(a), 403(b), or  408 of the
                       Internal Revenue Code of  1986, as amended (the  "Code").
                       The  ultimate  effect  of  federal  income  taxes  on the
                       amounts held under a  Contract, or annuity payments,  and
                       on  the economic benefit  to the owner,  the annuitant or
                       the beneficiary depends on  the type of retirement  plan,
                       on  the  tax  and  employment  status  of  the individual
                       concerned, and on the Company's tax status. In  addition,
                       certain  requirements must  be satisfied  in purchasing a
                       Qualified Contract  with  proceeds from  a  tax-qualified
                       plan   and  receiving  distributions   from  a  Qualified
                       Contract in  order to  continue receiving  favorable  tax
                       treatment.  Therefore, purchasers  of Qualified Contracts
                       should seek competent legal and tax advice regarding  the
                       suitability  of  a  Contract  for  their  situation,  the
                       applicable requirements  and  the tax  treatment  of  the
                       rights   and  benefits  of   a  Contract.  The  following
                       discussion assumes that Qualified Contracts are purchased
                       with proceeds from and/or contributions under  retirement
                       plans  that  qualify  for  the  intended  special federal
                       income tax treatment.
- --------------------------------------------------------------------------------
TAX STATUS OF THE
CONTRACT
                       DIVERSIFICATION REQUIREMENTS. Section 817(h) of the Code
                       provides that separate account investments underlying  a
                       contract  must be "adequately  diversified" in accordance
                       with Treasury regulations  in order for  the contract  to
                       qualify  as an annuity  contract under Section  72 of the
                       Code. The Account,  through each Portfolio  of the  Fund,
                       intends  to comply with  the diversification requirements
                       prescribed in  regulations under  Section 817(h)  of  the
                       Code,   which  affect  how  the  assets  in  the  various
                       Subaccounts may be  invested. Although  the Company  does
                       not  have  control over  the  Fund in  which  the Account
                       invests, we  believe that  each  Portfolio in  which  the
                       Account   owns  shares  will   meet  the  diversification
                       requirements, and therefore, the Contract will be treated
                       as an annuity contract under the Code.
                       In certain  circumstances,  owners  of  variable  annuity
                       contracts  may  be  considered  the  owners,  for federal
                       income tax  purposes,  of  the  assets  of  the  separate
                       account   used  to  support  their  contracts.  In  those
                       circumstances, income and gains from the separate account
                       assets  would  be  includible  in  the  variable  annuity
                       contract owner's gross income. Several years ago, the IRS
                       stated  in  published  rulings that  a  variable contract
                       owner will be  considered the owner  of separate  account
                       assets  if  the  contract  owner  possesses  incident  of
                       ownership  in  those  assets,  such  as  the  ability  to
                       exercise   investment  control  over   the  assets.  More
                       recently,   the   Treasury   Department   announced,   in
                       connection  with the  issuance of  regulations concerning
                       investment diversification,  that those  regulations  "do
                       not  provide  guidance  concerning  the  circumstances in
                       which investor control of the investments of a segregated
                       asset account may cause the investor (I.E., the  contract
                       owner),  rather than the insurance company, to be treated
                       as  the  owner  of  the  assets  in  the  account."  This
                       announcement also states that guidance would be issued by
                       way  of regulations  or rulings  on the  "extent to which
                       policyholders may direct their investments to  particular
                       subaccounts  without  being  treated  as  owners  of  the
                       underlying assets."

                       The ownership rights under the Contracts are similar  to,
                       but  different in certain  respects from, those described
                       by the Service in rulings in which it was determined that
                       contract owners  were  not  owners  of  separate  account
                       assets.  For  example, the  owner of  a Contract  has the
                       choice of one  or more Subaccounts  in which to  allocate
                       premiums and Contract values, and may be able to transfer
                       among  Subaccounts more frequently  than in such rulings.
                       These differences  could  result in  the  contract  owner
                       being  treated as the owner of the assets of the Account.
                       In addition, the Company

                                       21
<PAGE>
                       does not know what standards  will be set forth, if  any,
                       in   the  regulations  or   rulings  which  the  Treasury
                       Department has stated  it expects to  issue. The  Company
                       therefore  reserves the  right to modify  the Contract as
                       necessary to attempt to  prevent the contract owner  from
                       being considered the owner of the assets of the Account.

                       REQUIRED  DISTRIBUTIONS. In  order to  be treated  as an
                       annuity  contract  for  federal  income  tax   purposes,
                       Section  72(s)  of  the Code  requires  any Non-Qualified
                       Contract to provide  that: (a)  if any owner  dies on  or
                       after  the  retirement date  but  prior to  the  time the
                       entire interest in the contract has been distributed, the
                       remaining portion of such interest will be distributed at
                       least as  rapidly as  under  the method  of  distribution
                       being  used as of the date of that owner's death; and (b)
                       if any owner dies prior to the annuity commencement date,
                       the entire interest in  the Contract will be  distributed
                       within  five years after  the date of  the owner's death.
                       These requirements will be considered satisfied as to any
                       portion of the  owner's interest which  is payable to  or
                       for  the benefit of a  "designated beneficiary" and which
                       is distributed over the life of such beneficiary or  over
                       a period not extending beyond the life expectancy of that
                       beneficiary,   provided  that  such  distributions  begin
                       within one  year  of  that  owner's  death.  The  owner's
                       "designated beneficiary" is the person designated by such
                       owner  as  a beneficiary  and  to whom  ownership  of the
                       contract passes by reason of death and must be a  natural
                       person.  However, if the owner's "designated beneficiary"
                       is the surviving spouse of the owner, the Contract may be
                       continued with the surviving spouse as the new owner.

                       The Non-Qualified Contracts contain provisions which  are
                       intended to comply with the requirements of Section 72(s)
                       of  the Code, although  no regulations interpreting these
                       requirements have yet been issued. The Company intends to
                       review such provisions  and modify them  if necessary  to
                       assure  that they  comply with  the requirements  of Code
                       Section 72(s) when clarified by regulation or otherwise.

                       Other rules may apply to Qualified Contracts.

                       The following discussion assumes that the Contracts  will
                       qualify  as  annuity  contracts  for  federal  income tax
                       purposes.
- --------------------------------------------------------------------------------
TAXATION OF ANNUITIES
                       IN GENERAL. Section 72 of  the Code governs taxation  of
                       annuities in general. The Company believes that an owner
                       who  is a natural person is not taxed on increases in the
                       value  of  a  Contract   until  distribution  occurs   by
                       withdrawing  all or part of the cash value (e.g., partial
                       surrenders and surrenders) or  as annuity payments  under
                       the   payment  option  elected.  For  this  purpose,  the
                       assignment, pledge, or agreement to assign or pledge  any
                       portion of the cash value (and in the case of a Qualified
                       Contract,  any portion  of an  interest in  the qualified
                       plan) generally will  be treated as  a distribution.  The
                       taxable  portion  of a  distribution  (in the  form  of a
                       single sum  payment  or  payment option)  is  taxable  as
                       ordinary income.
                       The  owner of any  annuity contract who  is not a natural
                       person generally must include  in income any increase  in
                       the  excess of the cash value over the "investment in the
                       contract"  during  the  taxable  year.  There  are   some
                       exceptions  to this rule, and a prospective owner that is
                       not a natural  person may  wish to discuss  these with  a
                       competent tax adviser.

                       The  following discussion generally  applies to Contracts
                       owned by natural persons.

                       PARTIAL SURRENDERS. In the  case of a partial  surrender
                       from  a Qualified  Contract, under Section  72(e) of the
                       Code,  a  ratable  portion  of  the  amount  received  is
                       taxable,  generally based on the ratio of the "investment
                       in the  contract"  to  the  participant's  total  accrued
                       benefit   or  balance  under  the  retirement  plan.  The
                       "investment  in  the   contract"  generally  equals   the
                       portion,  if any, of  any premium payments  paid by or on
                       behalf of the individual under  a Contract which was  not
                       excluded   from  the   individual's  gross   income.  For
                       Contracts issued in connection with qualified plans,  the
                       "investment  in the  contract" can  be zero.  Special tax
                       rules may  be available  for certain  distributions  from
                       Qualified Contracts.

                                       22
<PAGE>
                       In  the case of a  partial surrender from a Non-Qualified
                       Contract,  under  Section  72(e)  amounts  received   are
                       generally  first treated as taxable  income to the extent
                       that  the  cash  value  immediately  before  the  partial
                       surrender  exceeds  the "investment  in the  contract" at
                       that  time.  Any  additional  amount  withdrawn  is   not
                       taxable.

                       In  the case  of a  full surrender  under a  Qualified or
                       Non-Qualified Contract,  the  amount  received  generally
                       will  be  taxable  only  to  the  extent  it  exceeds the
                       "investment in the contract."

                       Section 1035 of the  Code provides that  no gain or  loss
                       shall  be  recognized  on  the  exchange  of  one annuity
                       contract for  another. If  the surrendered  contract  was
                       issued  prior to August 14,  1982, the tax rules formerly
                       provided that  the  surrender  was taxable  only  to  the
                       extent the amount received exceeds the owner's investment
                       in  the  contract  will  continue  to  apply  to  amounts
                       allocable to investments in that contract prior to August
                       14, 1982. In contrast, contracts issued after January 19,
                       1985 in a Code Section  1035 exchange are treated as  new
                       contracts    for    purposes   of    the    penalty   and
                       distribution-at-death rules. Special rules and procedures
                       apply to  Section 1035  transactions. Prospective  owners
                       wishing  to take advantage of Section 1035 should consult
                       their tax adviser.

                       ANNUITY PAYMENTS.  Although  tax consequences  may  vary
                       depending on the payment option elected under an annuity
                       contract,  under Code Section  72(b), generally (prior to
                       recovery of the investment in the contract) gross  income
                       does  not include that part of  any amount received as an
                       annuity under  an annuity  contract that  bears the  same
                       ratio  to such amount  as the investment  in the contract
                       bears to  the expected  return  at the  annuity  starting
                       date.  Stated  differently,  prior  to  recovery  of  the
                       investment in the contract, generally, there is no tax on
                       the amount  of each  payment  which represents  the  same
                       ratio  that the "investment in the contract" bears to the
                       total expected value of the annuity payments for the term
                       of the  payment; however,  the remainder  of each  income
                       payment   is  taxable.  After   the  "investment  in  the
                       contract" is recovered, the full amount of any additional
                       annuity payments is taxable.

                       TAXATION OF  DEATH  BENEFIT  PROCEEDS.  Amounts  may  be
                       distributed  from a Contract because of the death of the
                       owner/ annuitant. Generally, such amounts are  includible
                       in  the  income  of  the  recipient  as  follows:  (i) if
                       distributed in a  lump sum,  they are taxed  in the  same
                       manner  as a  full surrender of  the contract  or (ii) if
                       distributed under a payment option, they are taxed in the
                       same way as annuity payments.

                       PENALTY TAX ON  CERTAIN WITHDRAWALS.  In the  case of  a
                       distribution pursuant to a Non-Qualified Contract, there
                       may  be imposed a federal penalty tax equal to 10% of the
                       amount treated as  taxable income.  In general,  however,
                       there is no penalty on distributions:

                           1. made on or after the taxpayer reaches age 59 1/2;

                           2. made  on or after  the death of  the holder (or if
                              the holder is not an individual, the death of  the
                              primary annuitant);

                           3. attributable to the taxpayer becoming disabled;

                           4. as   part  of  a  series  of  substantially  equal
                              periodic  payments  (not   less  frequently   than
                              annually) for the life (or life expectancy) of the
                              taxpayer   or  the  joint  lives  (or  joint  life
                              expectancies) of  the  taxpayer  and  his  or  her
                              designated beneficiary;

                           5. made  under certain annuities issued in connection
                              with structured settlement agreements;

                           6. made under an annuity  contract that is  purchased
                              with  a single premium when the retirement date is
                              no later than a year from purchase of the  annuity
                              and  substantially  equal  periodic  payments  are
                              made, not  less frequently  than annually,  during
                              the annuity payment period; and

                                       23
<PAGE>
                           7. any  payment allocable to an investment (including
                              earnings thereon) made before August 14, 1982 in a
                              contract issued before that date.

                       Other tax penalties  may apply  to certain  distributions
                       under a Qualified Contract.

                       POSSIBLE CHANGES IN TAXATION. In past years, legislation
                       has been proposed that would have adversely modified the
                       federal  taxation of certain  annuities. For example, one
                       such proposal  would have  changed the  tax treatment  of
                       non-qualified  annuities that  did not  have "substantial
                       life contingencies" by taxing income as it is credited to
                       the annuity. Although as of  the date of this  prospectus
                       Congress  is  not considering  any  legislation regarding
                       taxation of annuities,  there is  always the  possibility
                       that  the  tax  treatment of  annuities  could  change by
                       legislation or  other  means (such  as  IRS  regulations,
                       revenue  rulings, judicial decisions, etc.). Moreover, it
                       is also  possible that  any change  could be  retroactive
                       (that is, effective prior to the date of the change).
- --------------------------------------------------------------------------------
TRANSFERS,
ASSIGNMENTS OR
EXCHANGES OF A
CONTRACT
                       A transfer of ownership of a Contract, the designation of
                       an  annuitant, Payee or other Beneficiary who is not also
                       the owner, the selection  of certain retirement dates  or
                       the  exchange  of a  Contract may  result in  certain tax
                       consequences to the owner that are not discussed  herein.
                       An  owner contemplating any  such transfer, assignment or
                       exchange of  a Contract  should contact  a competent  tax
                       adviser with respect to the potential tax effects of such
                       a transaction.
- --------------------------------------------------------------------------------
WITHHOLDING
                       Pension  and annuity distributions  generally are subject
                       to withholding  for the  recipient's federal  income  tax
                       liability  at rates  that vary  according to  the type of
                       distribution and the recipient's tax status.  Recipients,
                       however,  generally are provided the opportunity to elect
                       not to have  tax withheld  from distributions.  Effective
                       January  1,  1993, distributions  from  certain qualified
                       plans are  generally  subject to  mandatory  withholding.
                       Certain  states also require  withholding of state income
                       tax whenever federal income tax is withheld.
- --------------------------------------------------------------------------------
MULTIPLE CONTRACTS
                       All non-qualified deferred annuity contracts entered into
                       after October 21, 1988 that are issued by the Company (or
                       its affiliates)  to the  same owner  during any  calendar
                       year  are treated as one annuity Contract for purposes of
                       determining the amount includible  in gross income  under
                       Section  72(e).  This  rule could  affect  the  time when
                       income is taxable and the amount that might be subject to
                       the 10%  penalty tax  described above.  In addition,  the
                       Treasury  Department  has  specific  authority  to  issue
                       regulations that prevent the  avoidance of Section  72(e)
                       through  the  serial  purchase  of  annuity  contracts or
                       otherwise. There may  also be other  situations in  which
                       the Treasury may conclude that it would be appropriate to
                       aggregate  two or more annuity contracts purchased by the
                       same owner. Accordingly, a Contract owner should  consult
                       a  competent tax adviser before  purchasing more than one
                       annuity contract.
- --------------------------------------------------------------------------------
TAXATION OF QUALIFIED
PLANS
                       The Contracts are designed for use with several types  of
                       qualified plans. The tax rules applicable to participants
                       in  these qualified plans  vary according to  the type of
                       plan and the  terms and  conditions of  the plan  itself.
                       Special  favorable  tax  treatment may  be  available for
                       certain types of contributions and distributions. Adverse
                       tax consequences may result from contributions in  excess
                       of  specified limits;  distributions prior to  age 59 1/2
                       (subject to  certain exceptions);  distributions that  do
                       not   conform  to  specified   commencement  and  minimum
                       distribution rules; aggregate distributions in excess  of
                       a   specified  annual  amount;  and  in  other  specified
                       circumstances. Therefore, no attempt  is made to  provide
                       more  than  general  information  about  the  use  of the
                       Contracts with the various types of qualified  retirement
                       plans. Contract owners, the annuitants, and beneficiaries
                       are  cautioned  that  the  rights of  any  person  to any
                       benefits under these  qualified retirement  plans may  be
                       subject   to  the  terms  and  conditions  of  the  plans
                       themselves, regardless of the terms and conditions of the
                       Contract, but the Company shall not be bound by the terms
                       and conditions of  such plans  to the  extent such  terms
                       contradict  the  Contract, unless  the  Company consents.
                       Some retirement  plans are  subject to  distribution  and
                       other  requirements  that are  not incorporated  into our
                       Contract administration procedures. Owners,  participants
                       and  beneficiaries are  responsible for  determining that
                       contributions, distributions and other transactions  with
                       respect to the Contracts
                                       24
<PAGE>
                       comply  with applicable law. Brief descriptions follow of
                       the various types of qualified retirement plans available
                       in connection with a Contract. The Company will amend the
                       Contract as necessary to  conform it to the  requirements
                       of the Code.

                       CORPORATE  PENSION AND PROFIT SHARING  PLANS AND H.R. 10
                       PLANS. Section  401(a)  of the  Code  permits  corporate
                       employers  to establish various types of retirement plans
                       for employees, and  permits self-employed individuals  to
                       establish these plans for themselves and their employees.
                       These  retirement plans  may permit  the purchase  of the
                       Contracts to  accumulate  retirement  savings  under  the
                       plans.  Adverse tax  or other  legal consequences  to the
                       plan, to  the  participant or  both  may result  if  this
                       Contract  is assigned or transferred to any individual as
                       a means  to provide  benefit  payments, unless  the  plan
                       complies  with all legal  requirements applicable to such
                       benefits prior  to transfer  of the  Contract.  Employers
                       intending to use the Contract with such plans should seek
                       competent advice.

                       INDIVIDUAL RETIREMENT ANNUITIES. Section 408 of the Code
                       permits   eligible  individuals  to   contribute  to  an
                       individual retirement  program  known as  an  "Individual
                       Retirement  Annuity" or "IRA". These  IRAs are subject to
                       limits on the amount that may be contributed, the persons
                       who may be  eligible and on  the time when  distributions
                       may  commence.  Also,  distributions  from  certain other
                       types of qualified retirement plans may be "rolled  over"
                       on  a  tax-deferred  basis  into  an  IRA.  Sales  of the
                       Contract for  use with  IRAs may  be subject  to  special
                       requirements  of the Internal  Revenue Service. Employers
                       may establish Simplified Employee Pension (SEP) Plans  to
                       provide IRA contributions on behalf of their employees.

                       TAX  SHELTERED  ANNUITIES.  Section 403(b)  of  the Code
                       allows   employees   of   certain   Section    501(c)(3)
                       organizations  and public  schools to  exclude from their
                       gross income the premiums paid, within certain limits, on
                       a  Contract  that  will   provide  an  annuity  for   the
                       employee's  retirement. These premiums  may be subject to
                       FICA (social security) tax.
- --------------------------------------------------------------------------------
POSSIBLE CHARGE FOR
THE COMPANY'S TAXES
                       At the present time, the  Company makes no charge to  the
                       Subaccounts  for any  Federal, state or  local taxes that
                       the Company  incurs which  may  be attributable  to  such
                       Subaccounts  or  the  Contracts.  The  Company,  however,
                       reserves the right in the future to make a charge for any
                       such tax  or other  economic  burden resulting  from  the
                       application  of  the tax  laws that  it determines  to be
                       properly  attributable  to  the  Subaccounts  or  to  the
                       Contracts.
- --------------------------------------------------------------------------------
OTHER TAX
CONSEQUENCES
                       As  noted above, the foregoing comments about the Federal
                       tax  consequences   under   these   Contracts   are   not
                       exhaustive,  and special rules  are provided with respect
                       to other tax situations not discussed in the  Prospectus.
                       Further,  the Federal  income tax  consequences discussed
                       herein reflect the Company's understanding of current law
                       and the  law may  change. Federal  estate and  state  and
                       local  estate, inheritance and  other tax consequences of
                       ownership or receipt  of distributions  under a  Contract
                       depend  on the individual circumstances  of each owner or
                       recipient of the  distribution. A  competent tax  adviser
                       should be consulted for further information.
- --------------------------------------------------------------------------------
                   DISTRIBUTION OF THE CONTRACTS
- --------------------------------------------------------------------------------
                       The  Contracts  will  be  offered  to  the  public  on  a
                       continuous  basis.  The   Company  does  not   anticipate
                       discontinuing the offering of the Contracts, but reserves
                       the  right to discontinue  the offering. Applications for
                       Contracts are  solicited by  agents who  are licensed  by
                       applicable   state  insurance  authorities  to  sell  the
                       Company's variable  annuity contracts  and who  are  also
                       registered representatives of FBL Marketing,
                       broker/dealers   having   selling  agreements   with  FBL
                       Marketing or  broker/dealers  having  selling  agreements
                       with  such broker/dealers.  FBL Marketing  is an indirect
                       wholly-owned subsidiary of the Company and is  registered
                       with the SEC under the Securities Exchange Act of 1934 as
                       a   broker-dealer  and  is  a   member  of  the  National
                       Association of Securities Dealers, Inc.
                       FBL Marketing  acts  as  the  Principal  Underwriter,  as
                       defined in the 1940 Act, of the Contracts for the Account
                       pursuant   to  an  Underwriting   Agreement  between  the

                                       25
<PAGE>
                       Company and FBL Marketing. FBL Marketing is not obligated
                       to sell any specific number of Contracts. FBL Marketing's
                       principal business address  is the  same as  that of  the
                       Company.

                       The  Company may pay sales representatives commissions up
                       to an amount  equal to 4%  of the premiums  paid under  a
                       Contract  during the first  six Contract years  and 1% of
                       the premiums paid in the seventh and subsequent  Contract
                       years.  Managers  of  sales  representatives  and general
                       agencies employing such representatives may also  receive
                       commission  overrides of  up to  1/2 of  1% premiums. The
                       Company also may pay other distribution expenses such  as
                       production   incentive  bonuses,  agent's  insurance  and
                       pension benefits,  and agency  expense allowances.  These
                       distribution  expenses  do not  result in  any additional
                       charges against  the  Contracts that  are  not  described
                       under "Charges and Deductions."
- --------------------------------------------------------------------------------
                   LEGAL PROCEEDINGS
- --------------------------------------------------------------------------------
                       There  are no legal proceedings to which the Account is a
                       party or  the  assets of  the  Account are  subject.  The
                       Company  is  not involved  in any  litigation that  is of
                       material importance in  relation to its  total assets  or
                       that relates to the Account.
- --------------------------------------------------------------------------------
                   VOTING RIGHTS
- --------------------------------------------------------------------------------
                       In  accordance with  its view of  current applicable law,
                       the Company will vote the Fund shares held in the Account
                       at regular and special  shareholder meetings of the  Fund
                       in  accordance  with instructions  received  from persons
                       having voting interests in the corresponding Subaccounts.
                       If, however, the  1940 Act or  any regulation  thereunder
                       should  be  amended,  or  if  the  present interpretation
                       thereof  should   change,   or  the   Company   otherwise
                       determines  that it is allowed to  vote the shares in its
                       own right, it may elect to do so.

                       The number  of  votes that  an  owner has  the  right  to
                       instruct   will   be  calculated   separately   for  each
                       Subaccount, and may  include fractional  votes. An  owner
                       holds  a voting interest in  each Subaccount to which the
                       cash value  is  allocated.  The  owner  only  has  voting
                       interest  prior to  the retirement date.  For each owner,
                       the number of votes attributable to a Subaccount will  be
                       determined  by  dividing the  cash value  attributable to
                       that owner's Contract in that Subaccount by the net asset
                       value per  share  of the  Fund  portfolio in  which  that
                       Subaccount invests.

                       The number of votes of a Portfolio which are available to
                       the  owner will be  determined as of  the date coincident
                       with  the   date  established   by  the   Portfolio   for
                       determining shareholders eligible to vote at the relevant
                       meeting   of  the  Fund.   Voting  instructions  will  be
                       solicited by written communication prior to such  meeting
                       in  accordance with  procedures established  by the Fund.
                       Each owner having a voting interest in a Subaccount  will
                       receive  proxy  materials  and  reports  relating  to any
                       meeting of shareholders  of the Portfolio  in which  that
                       Subaccount invests.

                       Fund  shares  as  to  which  no  timely  instructions are
                       received and shares held by  the Company in a  Subaccount
                       as  to which no  owner has a  beneficial interest will be
                       voted in proportion to the voting instructions which  are
                       received  with respect to  all Contracts participating in
                       that Subaccount. Voting  instructions to  abstain on  any
                       item to be voted upon will be applied to reduce the total
                       number of votes eligible to be cast on a matter.
- --------------------------------------------------------------------------------
                   FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
                       The audited balance sheets for the Company as of December
                       31,   1994  and  1993  and  the  related  statutory-basis
                       statements of operations, changes  in net worth and  cash
                       flows for each of the three years ended December 31, 1994
                       as  well  as  the  Report  of  Independent  Auditors  are
                       contained in  the  Statement of  Additional  Information.
                       Likewise,  the audited  statement of  net assets  for the
                       Account  as  of  December   31,  1994  and  the   related
                       statements  of operations  and changes in  net assets for
                       the year then ended as well as the Report of  Independent
                       Auditors  are  contained in  the Statement  of Additional
                       Information.

                                       26
<PAGE>
- --------------------------------------------------------------------------------
                   STATEMENT OF ADDITIONAL INFORMATION TABLE OF CONTENTS
- --------------------------------------------------------------------------------
<TABLE>
                                                                                                        PAGE


<S>                                                                                                 <C>
ADDITIONAL CONTRACT PROVISIONS....................................................................          1
                             The Contract.........................................................          1
                             Incontestability.....................................................          1
                             Misstatement of Age or Sex...........................................          1
                             Non-Participation....................................................          1
- ------------------------------------------------------------------------------------------------------------------------
CALCULATION OF YIELDS AND TOTAL RETURNS...........................................................          1
                             Money Market Subaccount Yields.......................................          1
                             Other Subaccount Yields..............................................          3
                             Average Annual Total Returns.........................................          4
                             Other Total Returns..................................................          6
                             Effect of the Administrative Charge on Performance Data..............          6
- ------------------------------------------------------------------------------------------------------------------------
LEGAL MATTERS.....................................................................................          6
- ------------------------------------------------------------------------------------------------------------------------
EXPERTS...........................................................................................          7
- ------------------------------------------------------------------------------------------------------------------------
OTHER INFORMATION.................................................................................          7
- ------------------------------------------------------------------------------------------------------------------------
FINANCIAL STATEMENTS..............................................................................          7
- ------------------------------------------------------------------------------------------------------------------------
</TABLE>
                                       27


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