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SUPPLEMENT DATED DECEMBER 15, 1997 to
PROSPECTUS DATED MAY 1, 1997 for
INDIVIDUAL FLEXIBLE PREMIUM DEFERRED
VARIABLE AND FIXED ANNUITY CONTRACT
issued by Protective Life Insurance Company
THE FOLLOWING INFORMATION SUPPLEMENTS CERTAIN INFORMATION REGARDING ACACIA
CAPITAL CORPORATION, THE CRI BALANCED PORTFOLIO AND THE CRI STRATEGIC GROWTH
PORTFOLIO CONTAINED ON THE COVER AND PAGES 5, 10 and 12 OF THE PROSPECTUS:
CRI STRATEGIC GROWTH PORTFOLIO SHAREHOLDER MEETING. At a Special
Meeting of Shareholders of the Calvert Responsibly Invested Strategic Growth
Portfolio held on December 2, 1997, shareholders approved new investment
objective, policies and restrictions, new investment advisory and subadvisory
agreements, as well as approved Acacia Capital Corporation and the Investment
Advisor entering into and materially amending the investment subadvisory
agreement in the future without shareholder approval with respect to this
Portfolio. The changes became effective on December 2, 1997.
CRI STRATEGIC GROWTH PORTFOLIO INVESTMENT OBJECTIVE. The Portfolio
seeks to achieve long-term capital appreciation by investing primarily in the
equity securities of small companies publicly traded in the United States. In
seeking capital appreciation, the Portfolio invests primarily in the equity
securities of small capitalized growth companies (including American Depositary
Receipts ("ADRs")) that have historically exhibited exceptional growth
characteristics and that, in the Adviser's opinion, have strong earnings
potential relative to the U.S. market as a whole. The Portfolio will take
reasonable risks in seeking to achieve its investment objective. There is, of
course, no assurance that the Portfolio will be successful in meeting its
objective since there is risk involved in the ownership of all equity
securities.
CRI STRATEGIC GROWTH PORTFOLIO INVESTMENT ADVISOR AND SUBADVISOR. The
Subadvisor to the Portfolio is Awad & Associates ("AWAD"). AWAD is located at
477 Madison Avenue, New York, New York 10022. AWAD had $947 million in assets
under management as of September 30, 1997. The Subadvisor manages the investment
and reinvestment of the assets of the Portfolio, although the Advisor may screen
potential investment for compatibility with the Portfolio's social criteria.
NAME CHANGES. Effective January 1, 1998, Acacia Capital Corporation
will be renamed Calvert Variable Series, Inc.; its Calvert Responsibly Invested
Balanced Portfolio will be renamed Calvert Social Balanced Portfolio; and its
Calvert Responsibly Invested Strategic Growth Portfolio will be renamed Calvert
Social Small Cap Growth Portfolio.
PLEASE REFER TO THE CRI STRATEGIC GROWTH PORTFOLIO PROSPECTUS
DATED APRIL 30, 1997 AND SUPPLEMENT DATED DECEMBER 2, 1997, AND THE
CRI BALANCED PORTFOLIO PROSPECTUS DATED APRIL 30, 1997 AND
THE SUPPLEMENT DATED DECEMBER 10, 1997.
