POST-SUBSTITUTION SUPPLEMENT
and NOTICE dated APRIL 28, 1999 to
PROSPECTUS dated NOVEMBER 5, 1998 for
ELEMENTS, A VARIABLE ANNUITY
issued by Protective Life Insurance Company
On April 28, 1999, Protective Life Insurance Company ("Protective
Life") substituted shares of Oppenheimer Variable Account Funds' Money Fund for
shares of Protective Investment Company's Money Market Fund then held by the PIC
Money Market subaccount of the Protective Variable Annuity Separate Account. The
substitution was carried out pursuant to an order of the Securities and Exchange
Commission issued on April 13, 1999. The effect of the substitution was to
replace PIC Money Market Fund with Oppenheimer Money Fund as an investment
option under the Contracts described in your November 5, 1998 prospectus.
Oppenheimer Money Fund seeks the maximum current income from
investments in "money market" securities consistent with low capital risk and
the maintenance of liquidity. The prospectus for Oppenheimer Variable Account
Fund accompanied your November 5, 1998 prospectus.
Each Owner affected by the substitution may, within thirty (30) days
after the substitution, make one transfer of all Contract Value invested in the
Oppenheimer Money Fund subaccount on the date of the substitution to another
subaccount or a fixed account without that transfer counting as a "free"
transfer permitted under a Contract. Also, Protective Life will not exercise any
rights reserved under any Contract to impose additional restrictions on
transfers from the Oppenheimer Money Fund subaccount to another subaccount or a
fixed account until at least thirty (30) days after the substitution.
Please keep this supplement with your November 5, 1998 prospectus
for future reference.
34221
