As filed with the Securities and Exchange Commission on February 12, 1999
1933 Act Registration No. 333-35587
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 2
FORM S-6
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
OF SECURITIES OF UNIT INVESTMENT TRUSTS
REGISTERED ON FORM N-8B-2
UNITED OF OMAHA SEPARATE ACCOUNT B
(Exact Name of Trust)
UNITED OF OMAHA LIFE INSURANCE COMPANY
(Name of Depositor)
Mutual of Omaha Plaza, Omaha, Nebraska 68175
(Address of Depositor's Principal Executive Offices)
Name and Address of
Agent for Service:
Kenneth W. Reitz, Esquire
Mutual of Omaha Companies
Mutual of Omaha Plaza, 3-Law
Omaha, Nebraska 68175-1008
Internet: [email protected]
Flexible Premium Variable Life Insurance Policy
(Title, amount, and proposed maximum offering price of securities
being registered)
It is proposed that this filing will become effective (check appropriate box):
[ ] immediately upon filing pursuant to paragraph (b)
[ ] on pursuant to paragraph (b)
[ ] 60 days after filing pursuant to paragraph (a)(i)
[x] on the 80th day after filing pursuant to paragraph (a)(i)
If appropriate, check the following box:
[ ] This Post-Effective Amendment designates a new effective date for
a previously filed Post-Effective Amendment.
-------
<PAGE>
UNITED OF OMAHA SEPARATE ACCOUNT B
Registration Statement on Form S-6
Cross-Reference Sheet
Form N-8B-2
Item No. Caption in Prospectus
- ------------- --------------------------
1 Cover Page
2 Cover Page
3 Inapplicable
4 Policy Distributions
5 About Us
6 Variable Investment Options
9 Inapplicable
10(a) Policy Application and Issuance
10(b) Policy Distributions
10(c), (d), (e) Policy Distributions; Lapse and Grace Period; Reinstatement
10(f), (g), (h) Voting Rights; Tax Matters
10(i) Important Policy Provisions
11 Variable Investment Options
12 Variable Investment Options; Policy Distributions
13 Expenses; Tax Matters; Policy Distributions; Appendix A
14 Policy Application and Issuance
15 Policy Application and Issuance
16 Variable Investment Options
17 Captions referenced under Items 10(c), (d), (e) and (i) above
18 Variable Investment Options
19 Reports to You; Voting Rights; Policy Distributions
20 Captions referenced under Items 6 and 10(g) above
21 Policy Loans
22 Inapplicable
23 Policy Distributions
24 Important Policy Provisions
25 About Us
26 Policy Distributions
27 About Us
28 Management
29 About Us
30 Inapplicable
31 Inapplicable
32 Inapplicable
33 Inapplicable
34 Inapplicable
35 About Us
36 Inapplicable
37 Inapplicable
38 Policy Distributions
39 Policy Distributions
40 Inapplicable
41(a) Policy Distributions
42 Inapplicable
43 Inapplicable
44(a) Variable Investment Options; Policy Application and Issuance
44(b) Expenses; Policy Distributions
44(c) Expenses
45 Inapplicable
ii
<PAGE>
46 Variable Investment Options; Captions referenced under Items
10(c), (d), and (e) above
47 Inapplicable
48 About Us
49 Inapplicable
50 Variable Investment Options
51 Cover Page, Summary, Important Policy Provisions, Tax Matters,
Policy Distributions
52 Tax Matters
53 Tax Matters
54 Inapplicable
55 Inapplicable
59 Financial Statements
iii
<PAGE>
United of Omaha
A Mutual on Omaha Company
PROSPECTUS: Dated _______, 1999
ULTRA VARIABLE LIFE
Individual Flexible Premium
Variable Universal Life Insurance Policy
The ULTRA VARIABLE LIFE (the "Policy") is offered by United of Omaha Life
Insurance Company ("we, us, our, United of Omaha") to applicants age 90 and
under. The Policy pays a Death Benefit upon the Insured's death and a Cash
Surrender Value upon surrender of the Policy. The Policy provides insurance
protection upon the Insured's life while providing the Policy Owner with
flexibility to vary the amount and timing of premium payments and, within
limits, to change the Death Benefits payable under the Policy.
The Death Benefit may, and the Accumulation Value will, vary up or down to
reflect the investment experience of amounts allocated to United of Omaha
Separate Account B (the "Variable Account"). You bear the investment risk for
all amounts so allocated; there is no guaranteed minimum Accumulation Value. The
Policy continues in effect while the Accumulation Value is enough to pay the
Monthly Deduction Amount or until the end of the Death Benefit guarantee period
(assuming no Policy loans are taken), whichever is later.
Minimum initial premium is an amount to purchase $100,000 of insurance
coverage. The Policy provides premium flexibility so long as its value is enough
for insurance coverage to remain in force.
<TABLE>
<CAPTION>
<S> <C>
Investment options offered through the Policy
The investment portfolios offered include 25 variable options (where you have the
through the Policy, while they may have investment risk) from:
the same or similar names of retail Alger American Fund
mutual funds, are not the same as those Federated's Insurance Management Series
funds. By law, the Policy may not offer Fidelity's VIP Fund and VIP Fund II
those retail mutual funds, so it offers MFS Variable Insurance Trust
funds whose names and characteristics Morgan Stanley Dean Witter Universal Funds
may be similar to them but whose Pioneer Variable Contracts Trust
performance is not necessarily related Scudder Variable Life Investment Fund
to the retail funds. The portfolios are T.Rowe Price Equity Series, Fixed Income Series
described in separate prospectuses that and International Series
accompany this Prospectus. and 2 fixed options (where we have the investment
risk) from:
United of Omaha
</TABLE>
The variable investment options are not direct investments in mutual fund
shares, but are purchases of Subaccount shares of the Variable Account, which in
turn invests your premium in the investment options pursuant to your directions.
While the Policy is in force, you may transfer Policy value among the investment
options. Restrictions may apply, especially on transfers out of fixed options.
You must be given copies of the prospectus for each variable investment option
when or before you receive this Prospectus.
Partial withdrawals and loans of the Policy's value may be taken from time
to time, subject to certain restrictions. Any Policy loan, partial withdrawal or
surrender may result in adverse tax consequences or penalties.
It may not be to your advantage to replace existing life insurance with the
Policy.
<TABLE>
<CAPTION>
<S> <C>
PLEASE READ THIS PROSPECTUS CAREFULLY. The Policy is a security. Although we register
IT PROVIDES INFORMATION YOU SHOULD this Prospectus with the SEC, the SEC does not pass
CONSIDER BEFORE PURCHASING A POLICY. upon its accuracy or adequacy, nor does the SEC
KEEP THIS PROSPECTUS FOR FUTURE approve or disapprove the Policy. You may access our
REFERENCE. IT GENERALLY DESCRIBES registration on the SEC's Web site
ONLY THE POLICY AND VARIABLE INVESTMENT (http://www.sec.gov), or they can send you a copy for
OPTIONS, EXCEPT WHEN THE FIXED OPTIONS a fee. This Prospectus may only be used to offer the
ARE SPECIFICALLY MENTIONED. Policy where the Policy may lawfully be sold. No one
is authorized to give information or
make representations about the Policy that isn't in the Prospectus; if anyone
does so, you should not rely upon it as being accurate or adequate.
</TABLE>
AN INTEREST IN THE POLICY IS NOT A DEPOSIT OR OBLIGATION OF, OR GUARANTEED OR
ENDORSED BY, ANY BANK. THE POLICY IS NOT FEDERALLY INSURED BY THE FEDERAL
DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER AGENCY.
THE POLICY INVOLVES RISK, INCLUDING POSSIBLE LOSS OF PRINCIPAL.
<PAGE>
- -----------------------------------------------------------
CONTENTS
Page(s)
--------
DEFINITIONS 3
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SUMMARY 3-5
Comparison to Other Policies and Investments
How the Policy Operates
---------------------------------------------------------- --------
ABOUT US 6
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INVESTMENT OPTIONS 6-13
Variable Investment Options
Fixed Investment Options
Systematic Transfer Account
Fixed Account
Transfers
Dollar Cost Averaging
STEP Program
Asset Allocation Program
Rebalancing
---------------------------------------------------------- --------
IMPORTANT POLICY PROVISIONS 13-18
Policy Application and
Issuance Telephone Transactions
Accumulation Value Reinstatement
Lapse and Grace Period Maturity Date
Paid-Up Life Coverage Beyond
Insurance (optional) Maturity
Misstatement of Age or Delay of Payments
Sex Minor Owner or
Suicide Beneficiary
Incontestability
---------------------------------------------------------- --------
EXPENSES 18-21
Deductions from Premium Transfer Charge
Monthly Deduction Guaranteed Paid-Up
Cost of Insurance Insurance Charge
Charge (optional)
Risk Charge Surrender Charge
Administrative Charge (with Waivers)
Cost of Riders Series Fund Charges
---------------------------------------------------------- --------
--------
POLICY DISTRIBUTIONS 22-25
Policy Loans
Surrender Death Benefit
Partial Withdrawals Payment of Proceeds
---------------------------------------------------------- --------
TAX MATTERS 26-28
Life Insurance Tax Treatment of
Qualification Loans and Other
Distributions
Other
---------------------------------------------------------- --------
MISCELLANEOUS 28-29
Our Management Legal Proceedings
Distribution of the Independent Auditors
Policies Reports to You
Voting Rights Do You Have Questions?
Year 2000 Issues
State Regulation
------------------------------ --------------------------- --------
ILLUSTRATIONS 30
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FINANCIAL STATEMENTS 42
2
<PAGE>
- -----------------------------------------------------------
DEFINITIONS
<PAGE>
Accumulation Units are an accounting unit of measure used to calculate the
Accumulation Value of the Variable Account.
Accumulation Value is the dollar value as of any Valuation Date of all amounts
accumulated under the Policy.
Allocation Date is the first business day following the completion of the Right
to Examine This Policy period or our approval of an additional premium payment.
Beneficiary is the person(s) or other legal entity who receives Policy benefits,
if any, upon the Insured's death.
Cash Surrender Value is the Accumulation Value at the end of the applicable
Valuation Date, less any Policy loans, unpaid loan interest, and any applicable
Surrender Charge.
Due Proof of Death is a certified copy of a death certificate, a certified copy
of a decree of a court of competent jurisdiction as to the finding of death, a
written statement by the attending physician, or any other proof satisfactory to
us.
Fixed Account is an account consisting of general account assets of ours.
Net Amount at Risk means the death benefit less the Accumulation Value on the
Monthly Deduction Date after deducting the rider charges, if any, the risk
charge for the current month, and the administrative charge.
Owner is the person(s) who may exercise all rights and privileges under the
Policy.
Payee is the person who receives payments under the Policy.
Policy Year/Month/Anniversary means respective anniversary dates from the Date
of Issue.
Proceeds means the Death Benefit, Cash Surrender Value, or Proceeds payable upon
the Maturity Date.
SEC is the Securities Exchange Commission, the federal governmental agency
regulating securities.
Series Funds are diversified, open-end investment management companies in which
the Variable Account invests.
Subaccount is a segregated account within the Variable Account investing in a
specified portfolio of one of the Series Funds.
Telephone Transaction are transactions you may make by telephone based upon
prior Written Notice authorization.
Us, We, Our is United of Omaha Life Insurance Company. All communication to us
regarding your Policy should be sent to United of Omaha, Variable Product
Service, P.O. Box 8430, Omaha, Nebraska 68103-0430. Telephone: 1-800-238-9354.
Valuation Date is each day that the New York Stock Exchange is open for trading.
Variable Account -- United of Omaha Separate Account B, a separate account
maintained by us in which a portion of our assets has been allocated for the
Policy and certain other policies.
Written Notice or Request -- Written notice, signed by you, that gives us the
information we require and is received at United of Omaha Variable Product
Service, P.O. Box 8430, Omaha, Nebraska 68108-0430.
- -----------------------------------------------------------
SUMMARY
o COMPARISON TO OTHER POLICIES AND INVESTMENTS
The Policy offered by this prospectus is designed to provide life insurance
coverage for the Insured. It is not offered primarily as an investment.
Compared to other life insurance policies In many respects the Policy is
similar to fixed-benefit life insurance. Like fixed-benefit life insurance, the
Policy offers a death benefit and provides loan privileges and surrender values.
The Policy provides the Policy Owner with the flexibility to vary the amount and
timing of premium payments and, within limits, to change the Death Benefit
payable under the Policy. The Policy is different from fixed-benefit life
insurance in that the death benefit may, and the cash value ("Accumulation
Value") will always, vary to reflect the investment experience of the selected
variable investment options.
3
<PAGE>
Compared to mutual funds. The Policy is designed to provide insurance
protection. Although the underlying investment portfolios to which Accumulation
Value may be allocated invest in securities similar to those in which mutual
funds available directly to the public invest, in many ways the Policy differs
from mutual fund investments. The main differences are:
o The Policy provides a death benefit based on our assumption of an
actuarially calculated risk.
o If the Policy Accumulation Value is not enough to pay a Monthly Deduction
Amount and additional premium is not paid, the Policy will lapse with no
value unless premium is paid, subject to the No-Lapse Period provision.
o We, not you, own the investment portfolio's underlying series fund shares.
You own interests in our Subaccounts that invest in series fund portfolios
as directed by you.
o Premium paid is held in the Money Market subaccount until the Allocation
Date. Only then is premium invested in other variable investment options
you elected.
o Insurance-related charges not associated with mutual fund investments are
deducted from values of the Policy.
o Federal income tax liability on any earnings is deferred until you receive
a distribution from the Policy.
o Transfers from one underlying series fund portfolio to another are
accomplished without tax liability under current law.
o Dividends and capital gains distributed by the investment portfolio's
underlying series funds are automatically reinvested.
o Premature withdrawals may be subject to a 10% federal tax penalty. Also,
Policy earnings that would be treated as capital gains in a mutual fund are
treated as ordinary income, although such earnings are exempt from taxation
if received as a death benefit or taxation is deferred until such earnings
are distributed.
o Most states grant you a time period to review your policy and cancel it for
a return of premium paid. The terms of this "right to examine" period
varies by state, and is stated on the cover of your Policy.
o HOW THE POLICY OPERATES
The following chart shows how the Policy operates and includes a summary of
expenses. For more information, refer to specific sections of this Prospectus.
----------------------------------------------------------------
POLICY FLOW CHART
----------------------------------------------------------------
PREMIUM
o Minimum initial premium required is a planned premium to
maintain the initial Specified Amount of coverage until
the next planned premium is due.
o Additional premium may be required to maintain the
minimum required Specified Amount.
o Payments in addition to planned premiums may be made,
within limits.
----------------------------------------------------------------
------------------------------------------------------------------
DEDUCTIONS BEFORE ALLOCATING PREMIUM
Premium Charges per premium payment:
o 3.75% for state and federal tax expenses.
o $2 for premium processing expenses.
------------------------------------------------------------------
-------------------------------------------------------------------------------
INVESTMENT OF PREMIUM
o You direct the allocation of the initial and any additional premium
among 25 Subaccounts of the Variable Account, the Fixed Account and
the Systematic Transfer Account. The Subaccounts invest in
corresponding Series Funds.
-------------------------------------------------------------------------------
4
<PAGE>
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DEDUCTIONS FROM ASSETS
o Monthly Deduction on the Monthly Deduction Date from Accumulation Value
(annual rate calculated as a percentage of Accumulation Value) for:
o 0.70% for mortality and expense risk charge duirng Policy Years 1 -
10; 0.55% after Policy Year 10.
o $7 administrative charge.
o A Cost of Insurance charge multiplied by the Net Amount at Risk.
o Rider Charges
o $10 transfer fee (first 12 transfers per Policy free).
o Investment advisory fees and fund expenses are deducted from the assets of
each Fund.
-----------------------------------------------------------------------------
--------------------------------------------------------------------------
ACCUMULATION VALUE
Accumulation Value is equal to the initial and any additional premium, as
adjusted each day the New York Stock Exchange is open to reflect
Subaccounts' investment experience, charges deducted and other Policy
transactions (such as transfers and partial withdrawals). o
Accumulation Value may vary daily. There is no minimum guaranteed
Accumulation Value. The Policy may lapse, even if there is no Policy
loan.
o Accumulation Value can be transferred among the Subaccounts and the
Fixed Account. Policy loans reduce the amount available for allocations
and transfers.
o Dollar cost averaging and asset rebalancing programs are available.
o Accumulation Value is the starting point for calculating certain values
under a Policy, such as the Cash Surrender Value and the Death Benefit.
--------------------------------------------------------------------------
<TABLE>
<CAPTION>
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ACCUMULATION VALUE BENEFITS DEATH BENEFIT
<S> <C>
o Received income tax free to
o After the first Policy Year (Date of Issue in Indiana), Beneficiary.
loans may be taken for amounts up to 100% of Cash Surrender o Available as lump sum or under a
Value less interest to the end of the year less one monthly variety of payment options.
deduction at a net annual interest rate charge of 2%. o Two Death Benefit Options are
Preferred loans are currently available beginning in the available:
10th year and later (with a net interest rate charge of 0%). - 1) Greater of (a) current Specified
o The Policy may be surrendered in full at any time for its Amount; or (b) Accumulation Value
Cash Surrender Value, or part of the Accumulation Value plus Corridor Amount; or
may be withdrawn (after the first Policy year). A - 2) Accumulation Value plus greater
surrender charge, based upon age, sex, classes, and of (a) Specified Amount, or (b)
the amount of time you have had your Policy, Corridor Amount.
may apply to any surrender or reduction in o Flexibility to change Death Benefit
Specified Amount for the first 12 Policy Option and Specified Amount.
years. Federal taxes and tax penalties may also apply. o Rider benefits are available.
o Fixed and variable payment options are available.
Proceeds paid are reduced by
any Policy loan balance and unpaid loan
interest.
- ---------------------------------------------------------------- -----------------------------------------
</TABLE>
In the ILLUSTRATIONS section of this prospectus are illustration tables
demonstrating how the Policy operates given the Policy's expenses and several
assumed rates of return. These tables may assist in comparing the Policy's Death
Benefits, Cash Surrender Values and Accumulation Values with those under other
variable life insurance policies. Please review these tables to better
understand the effect of expenses upon the Policy. You may also ask us to
provide a comparable illustration based upon specific factors you provide.
FOR MORE DETAILED INFORMATION ABOUT THE POLICY,
PLEASE READ THE REST OF THIS PROSPECTUS AND THE POLICY.
5
<PAGE>
- -----------------------------------------------------------
ABOUT US
We are United of Omaha Life Insurance Company, a stock life insurance
company organized under the laws of the State of Nebraska in 1926. We are a
wholly owned subsidiary of Mutual of Omaha Insurance Company. The Mutual of
Omaha family of companies provide life, health, disability, home and auto
insurance, mutual funds, trust services, and investment sales and brokerage
services. The Mutual of Omaha Companies have a proud tradition of supporting
environmental education, made popular through its long-running Mutual of Omaha's
Wild Kingdom television program, and continued through its Wildlife Heritage
Trust. United of Omaha is principally engaged in the business of issuing group
and individual life insurance and annuity policies, and group accident and
health insurance in all States of the United States (except New York), and in
the District of Columbia. As of December 31, 1997, United of Omaha had assets of
over $9.2 billion.
We may from time to time publish (in advertisements, sales literature and
reports to Owners) the ratings and other information assigned to us by one or
more independent rating organizations such as A.M. Best Company, Moody's,
Standard & Poor's, and Duff & Phelps. The purpose of the ratings is to reflect
our financial strength and/or claims-paying ability, and the ratings should not
be considered as bearing on the investment performance of assets held in the
Variable Account or the degree of risk associated with an investment in the
Variable Account.
- -----------------------------------------------------------
INVESTMENT OPTIONS
THE INVESTMENT RESULTS OF EACH INVESTMENT OPTION, WHOSE
INVESTMENT OBJECTIVES ARE DESCRIBED BELOW, ARE LIKELY TO
DIFFER SIGNIFICANTLY. YOU SHOULD CONSIDER CAREFULLY, AND ON
A CONTINUING BASIS, WHICH PORTFOLIO OR COMBINATION OF
INVESTMENT OPTIONS BEST SUITS YOU LONG-TERM INVESTMENT
OBJECTIVES.
We recognize you have very personal goals and investment strategies. The
Policy allows you to choose from a wide array of investment options - each
chosen for its potential to meet specific investment objectives. You may
allocate all or a part of your Policy premium to one or a combination of the
variable investment options or the fixed investment options (allocations to the
Systematic Transfer Account are limited to initial purchase payment and
rollovers only). Allocations must be in whole percentages and total 100%.
o VARIABLE INVESTMENT OPTIONS
THE SERIES FUND PORTFOLIOS, WHILE THEY MAY HAVE THE SAME OR
SIMILAR NAMES OF RETAIL MUTUAL FUNDS, ARE NOT THE SAME AS
THOSE FUNDS. BY LAW, THE POLICY CANNOT OFFER THOSE RETAIL
MUTUAL FUNDS, SO IT OFFERS INVESTMENT PORTFOLIOS WHOSE NAMES
AND CHARACTERISTICS MAY BE SIMILAR TO THEM BUT WHOSE
PERFORMANCE IS NOT NECESSARILY RELATED TO THE RETAIL FUNDS.
FOR DETAILED INFORMATION ABOUT ANY PORTFOLIO, INCLUDING ITS
PERFORMANCE HISTORY, REFER TO THE SERIES FUND PROSPECTUS FOR
THAT PORTFOLIO.
With the Policy's variable investment options, you bear the investment
risk, not us. This means you, not we, control the amount of money you invest in
each of the variable investment portfolios, and you, not we, bear the risk those
portfolios will perform better or worse than you expect.
The Variable Account, United of Omaha Separate Account B, provides you
with variable investment options in the form of Series Fund portfolios to fund
the benefits provided by your Policy. Each Series Fund is an open-end investment
management company. When you allocate Policy funds to a Series Fund portfolio,
those funds are placed in a Variable Account Subaccount corresponding to that
portfolio, and the Subaccount in turn invests in the Series Fund portfolio in
the amount of your allocation. Each portfolio operates as a separate investment
fund, and the income or losses of one portfolio generally have no effect on the
investment performance of any other portfolio. Complete descriptions of each
portfolio's investment objectives and restrictions and other material
information related to an investment in the portfolio are contained in the
prospectuses for each of the Series Funds which accompany this Prospectus.
The Variable Account is registered with the SEC as a unit investment trust.
However, the SEC does not supervise the management or the investment practices
or policies of the Variable Account or United of Omaha. The Variable Account was
established as a separate investment account of United of Omaha under Nebraska
law on August 27, 1996. Under Nebraska law, we own Variable Account assets, but
they are held separately from our other assets and are not charged with any
liability or credited with any gain of other separate investment accounts or
other business unrelated to the Variable Account. These assets are held by us
for our variable life insurance policies. Any and all distributions made by the
Series Funds with respect to the shares held by the Variable Account will be
reinvested in additional shares at net asset value. Because we do not manage the
investments of the portfolios, we do not guarantee the Variable Account's
performance. We are, however, responsible for meeting the obligations of the
Policy to you.
6
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<TABLE>
<CAPTION>
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Variable Investment Options
Asset under United of Omaha Separate Account B Objective
Category* (Series Fund-Portfolio)
Investments
<S> <C> <C>
- ------------------- ---------------------------------------------------------------- --------------------------------------------
MFS Variable Insurance Trust -
MFS Emerging Growth Portfolio (5) Long-term capital appreciation.
Aggressive
Growth
Common stocks of small and medium-sized
companies with growth potential. May make
limited investments in lower rated bonds or
comparable unrated securities.
Alger American Fund -
Alger American Small Capitalization Portfolio (1) Long-term capital appreciation
Common stocks of companies with total market
capitalization of less than $1 billion.
Such securities may have limited marketability
and be subject to more abrupt or erratic
market movements than the general equity
market.
- ------------------- -------------------------------------------------------------------------------------------------------------
Pioneer Variable Contracts Trust - Long-term capital appreciation
Real Estate Pioneer Real Estate Growth Portfolio (8) with current income.
Real estate investment trusts (REITs) and
other real estate industry companies.
- ------------------- -------------------------------------------------------------------------------------------------------------
T. Rowe Price International Series, Inc. -
T. Rowe Price International Stock Portfolio (10) Long-term capital appreciation.
International
Common stock of foreign companies.
Scudder Variable Life Investment Fund -
Scudder VLIF International Portfolio (9) Long-term capital appreciation.
Common stock of foreign companies, diversified
among several countries and industries.
Scudder Variable Life Investment Fund - Long-term capital appreciation
Scudder VLIF Global Discovery Portfolio (9) with current income.
Common stocks of small foreign and domestic
companies, including to a limited extent in
lower rated bonds or comparable unrated
securities.
Morgan Stanley Universal Funds, Inc. -
Morgan Stanley Emerging Markets Equity Portfolio (6) Long-term capital appreciation.
Securities of "emerging" foreign countries
(countries whose economies are developing
strongly and where equity markets are becoming
sophisticated). Such investments may not be
feasible or may involve unacceptable political
risks in some countries, and may involve
greater risk than securities in more developed
countries and markets.
- ------------------- -------------------------------------------------------------------------------------------------------------
MFS Variable Insurance Trust - High current income
Bond - MFS High Income Portfolio (5) and capital appreciation.
High Yield
Diversified bond portfolio, some of which may
involve equity features, including lower-rated
bonds or comparable unrated securities.
- ------------------- -------------------------------------------------------------------------------------------------------------
T. Rowe Price Equity Series, Inc. -
T. Rowe Price New American Growth Portfolio (11) Long-term capital appreciation.
Common stocks of companies in the service
sector of the economy.
MFS Variable Insurance Trust -
MFS Research Portfolio (5)
- ------------------- ---------------------------------------------------------------- --------------------------------------------
Long-term capital appreciation.
Common stocks or securities convertible into
common stocks of companies expected to possess
better than average prospects for long-term
growth. May invest to a limited extent in
lower-rated securities or comparable unrated
securities.
Fidelity Variable Insurance Products Fund II -
Fidelity VIP II Contrafund Portfolio (3) Long-term capital appreciation.
Securities of companies, foreign and domestic,
that are currently undervalued, unpopular or
overlooked, but analysts believe show
potential for growth. May use techniques to
hedge risk.
Alger American Fund -
Alger American Growth Portfolio (1) Long-term capital appreciation.
Common stocks of companies with total market
capitalization of $1 billion or more.
Pioneer Variable Contracts Trust -
Pioneer Capital Growth Portfolio (8) Long-term capital appreciation.
Securities of companies, foreign and domestic,
that are currently undervalued, unpopular or
overlooked, but analysts believe show
potential for growth.
7
<PAGE>
MFS Variable Insurance Trust -
MFS Value Series Portfolio (5) Long-term capital appreciation.
Common stocks of foreign and domestic
companies. May make limited investments in
lower rated bonds or comparable unrated
securities.
- ------------------- -------------------------------------------------------------------------------------------------------------
Fidelity Variable Insurance Products Fund II - Long-term capital appreciation
Fidelity VIP II Index 500 Portfolio (3) with current income.
Growth &
Income
Common stocks of companies that comprise the
Standard & Poor's 500 index.
Scudder Variable Life Investment Fund - Long-term capital appreciation
Scudder VLIF Growth & Income Portfolio (9) with current income.
Common and preferred stocks, and securities
convertible into common stocks, of large
established companies.
- ------------------- -------------------------------------------------------------------------------------------------------------
T. Rowe Price Equity Series, Inc. -
T. Rowe Price Equity Income Portfolio (11) Dividend income and capital appreciation.
Equity
Income
Common stocks of established companies that
pay dividends.
Fidelity Variable Insurance Products Fund - Dividend income and capital appreciation
Fidelity VIP Equity Income Portfolio (3) surpassing the S&P 500 average.
Securities of established companies that
produce income and capital appreciation.
- ------------------- ---------------------------------------------------------------- --------------------------------------------
T. Rowe Price Equity Series, Inc. - (11)
T. Rowe Price Personal Strategy Balanced Portfolio Dividend income and capital appreciation.
Balanced
Diversified portfolio of stocks, bond and
money market securities. Bond holdings are
primarily investment grade, but can include
more volatile unrated bonds.
Fidelity Variable Insurance Products Fund II -
Fidelity VIP II Asset Manager Growth Portfolio (3,4) Long term capital appreciation.
Diversified portfolio of domestic and foreign
stocks, bonds, money market securities, and
derivative transactions.
- ------------------- -------------------------------------------------------------------------------------------------------------
MFS Variable Insurance Trust - Capital appreciation and growth with
Bond - MFS World Government Portfolio (5) moderate current income.
International
Foreign and U.S. government bonds.
Insurance Management Series -
Federated Fund for U.S. Government Securities II Portfolio (2) Current income.
- ------------------- ---------------------------------------------------------------- --------------------------------------------
Bond -
Domestic
U.S. Government bonds.
T. Rowe Price Fixed Income Series, Inc. - High level of current income consistent
T. Rowe Price Limited Term Bond Portfolio (11) with modest price fluctuations.
Short- and intermediate-term investment grade
debt securities.
- ------------------- -------------------------------------------------------------------------------------------------------------
Above average return from a diversified
Morgan Stanley Universal Funds, Inc. - portfolio of fixed income securities and
Morgan Stanley Fixed Income Portfolio (7) derivatives.
Medium to high quality fixed income
investments of intermediate maturity.
- ------------------- -------------------------------------------------------------------------------------------------------------
Insurance Management Series - Current income consistent with the
Money Market Federated Prime Money Fund II Portfolio (2) stability of principal.
Money market instruments maturing in 13 months or less. This portfolio is not insured by the
U.S. government, and there is no guarantee it will be able to maintain a stable net asset
value per share.
- ------------------- -------------------------------------------------------------------------------------------------------------
</TABLE>
8
<PAGE>
Investment Advisers and Subadvisers of the Series Funds:
(1) Fred Alger Management, Inc.
(2) Federated Advisors.
(3) Fidelity Management & Research Company.
(4) Fidelity Investment Management and Research (U.K.) Inc., and Fidelity
Management and Research Far East Inc., regarding research and investment
recommendations with respect to companies based outside the United
States.
(5) Massachusetts Financial Services Company.
(6) Morgan Stanley Dean Witter Asset Management, Inc.
(7) Miller Anderson & Sherrerd, LLP.
(8) Pioneer Investment Management.
(9) Scudder Kemper Investments, Inc.
(10)Rowe Price-Fleming International, Inc., a joint venture between
T. Rowe Price Associates, Inc. and Robert Fleming Holdings Limited.
(11)T. Rowe Price Associates, Inc.
WE DO NOT ASSURE THAT ANY PORTFOLIO WILL ACHIEVE ITS STATED
OBJECTIVE. DETAILED INFORMATION, INCLUDING A DESCRIPTION OF
EACH PORTFOLIO'S INVESTMENT OBJECTIVE AND POLICIES, A
DESCRIPTION OF RISKS INVOLVED IN INVESTING IN EACH OF THE
PORTFOLIOS, AND EACH PORTFOLIO'S FEES AND EXPENSES, IS
CONTAINED IN THE PROSPECTUSES FOR THE SERIES FUNDS, CURRENT
COPIES OF WHICH ACCOMPANY THIS PROSPECTUS. NONE OF THESE
PORTFOLIOS IS INSURED OR GUARANTEED BY THE U.S. GOVERNMENT.
(*) Asset Category designations are our own to help you gain insight into each
portfolio's intended objectives, but do not assure any portfolio will perform
consistent with the categorization. INFORMATION CONTAINED IN THE SERIES FUNDS'
PROSPECTUSES SHOULD BE READ CAREFULLY BEFORE INVESTING IN ANY PORTFOLIO OF THE
VARIABLE ACCOUNT.
o Adding, Deleting, or Substituting Variable Investments
We do not control the Series Funds, so cannot guarantee that any of the
portfolios will always be available. We retain the right to change the Variable
Account and its investments. This means we may eliminate the shares of any
portfolio held in our Variable Account and to substitute shares of another
open-end management investment company for the shares of any portfolio, if the
shares of the portfolio are no longer available for investment or if, in our
judgment, investment in any portfolio would be inappropriate in view of the
purposes of the Variable Account. We will first notify you and receive the SEC's
and necessary State approval before making such a change.
New portfolios may be added, or existing portfolios eliminated, when, in our
sole discretion, conditions warrant such a change. If a portfolio is eliminated,
we will ask you to reallocate any amount allocated to the eliminated portfolio.
If you do not reallocate these amounts, we will automatically reinvest them in
the Money Market Portfolio.
If we make a portfolio substitution or change, we may change the Policy to
reflect the substitution or change. Our Variable Account may be (i) operated as
an investment management company or any other form permitted by law, (ii)
deregistered with the SEC if registration is no longer required or (iii)
combined with one or more other separate accounts. To the extent permitted by
law, we also may transfer Policy assets of the Variable Account to other
accounts.
o FIXED INVESTMENT OPTIONS
With fixed investment options, we bear the investment risk, unlike variable
investment options where you bear that risk. This means that we will guarantee
you will earn a minimum interest rate of at least 4.0% (0% in Maryland), and
each year may declare a higher current interest rate that we guarantee for at
least one year. We have full control over how assets allocated to fixed
investment options are invested, and we bear the risk those assets will perform
better or worse than the amount of interest we guarantee to pay you. The focus
of this Prospectus is to disclose the Variable Account aspects of the Policy.
For details regarding the fixed investment options, see the Policy.
PREMIUM ALLOCATED TO THE SYSTEMATIC TRANSFER ACCOUNT AND
PREMIUM ALLOCATED AND AMOUNTS TRANSFERRED TO THE FIXED
ACCOUNT BECAME PART OF THE GENERAL ACCOUNT ASSETS OF UNITED
OF OMAHA. INTERESTS IN THE GENERAL ACCOUNT HAVE NOT BEEN
REGISTERED WITH THE SEC AND ARE NOT SUBJECT TO THE SEC'S
REGULATION, NOR IS THE GENERAL ACCOUNT REGISTERED AS AN
INVESTMENT COMPANY WITH THE SEC. THEREFORE, SEC STAFF HAVE
NOT REVIEWED THE FIXED ACCOUNT DISCLOSURES IN THIS
PROSPECTUS.
o Systematic Transfer Account (not available in all States)
The Systematic Transfer Account is the fixed account option used if you
elect at the time of application to participate in the Systematic Transfer
Enrollment Program ("STEP program"). The STEP program is used to automatically
transfer a predetermined dollar amount on a monthly basis to any of the
Subaccounts you choose at the time of application. The allocation and the
predetermined dollar amount may not be changed. You must make a minimum
allocation of $5,000 to the Systematic Transfer Account in order to participate
in the STEP program. No additional funds (other than funds designated in the
application to be transferred into the Policy pursuant to an Internal Revenue
Code Section 1035 transfer) may be allocated to the Systematic Transfer Account
after the date of policy issue.
9
<PAGE>
o Fixed Account and Systematic Transfer Account
The Fixed Account and the Systematic Transfer Account includes all our
assets except those segregated in the Variable Account or in any other separate
investment account. You may allocate premium to the Fixed Account or transfer
amounts from the Variable Account to the Fixed Account. Instead of you bearing
the investment risk, as you do with investments allocated to the Variable
Account, we bear the full investment risk for investments in the Fixed Account.
We have sole discretion to invest the assets of our general account, including
the Fixed Account, subject to applicable law.
We guarantee that money invested in the Fixed Account and the Systematic
Transfer Account will earn an effective rate of at least 4.0% per year (0% in
Maryland), and may earn more than that. (After the expense charge is applied,
the net effective rate is 3.3% for Policy years 1-10, and 3.45% for Policy years
11 and subsequent (-0.7% and -0.55% respectively in Maryland.) Different amounts
of interest may be credited to the Systematic Transfer Account and the Fixed
Account. ONE TRANSFER OUT OF THE FIXED ACCOUNT IS ALLOWED EACH POLICY YEAR.
(This limit does not apply under the Dollar Cost Averaging or Asset Allocation
programs). The maximum amount that can be transferred out of the Fixed Account
during any Policy Year is 10% of Fixed Account value on the date of the
transfer. No charge is imposed on such transfers. Funds allocated to the
Systematic Transfer Account must be completely transferred to the Variable
Account or the Fixed Account within 12 months of deposit. Such transfers from
the Systematic Transfer Account do not count toward the 12 free transfers
between Variable Account Subaccounts or to the Fixed Account allowed each Policy
year. You may not transfer funds to the Systematic Transfer Account. We reserve
the right to modify transfer privileges at any time. Partial withdrawals from
the Fixed Account are limited to a pro rata amount (with withdrawals from the
Variable Account). Withdrawals and transfers from the Fixed Account and the
Systematic Transfer Account may be delayed for up to six months, and withdrawals
may be subject to a Withdrawal Charge. For purposes of crediting interest, the
most recent payment or transfer into the Fixed Account, plus interest allocable
to that payment or transfer, is considered to be withdrawn or transferred out
first; the next most recent payment plus interest is considered to be
transferred out next, and so on (a "last-in, first-out" procedure).
WE HAVE SOLE DISCRETION TO SET CURRENT INTEREST RATES OF
FIXED INVESTMENT OPTIONS. THE INTEREST RATE CREDITED TO EACH
DEPOSIT INTO THE SYSTEMATIC TRANSFER ACCOUNT IS FIXED ON THE
DATE OF EACH DEPOSIT. WE DO NOT GUARANTEE THE LEVEL OF
FUTURE CURRENT INTEREST RATES OF FIXED INVESTMENT OPTIONS,
EXCEPT THAT THEY WILL NOT BE LESS THAN AN EFFECTIVE RATE OF
4.5% (0% IN MD) PER YEAR COMPOUNDED ANNUALLY.
We guarantee that, upon Death or the Policy Maturity Date, the amount in
your Fixed Account or Systematic Transfer Account will be not be less than the
amount of Premium allocated or Accumulation Value transferred to the Fixed
Account or Systematic Transfer Account, plus interest at an effective rate of
4.0% per year (0% in Maryland), plus excess interest credited to amounts in the
Fixed Account or Systematic Transfer Account, less that part of the Monthly
Deduction allocable to the Fixed Account or Systematic Transfer Account and less
amounts deducted from the Fixed Account or Systematic Transfer Account in
connection with partial withdrawals (including any Surrender Charges) or
transfers to the Variable Account.
o TRANSFERS
The Policy is designed for long-term investment, not for active trading or
"market timing." Excessive transfers could harm other Owners by having a
detrimental effect on portfolio management. After the Right to Examine Your
Policy period and prior to the Policy Maturity Date, you may transfer Policy
value from one Subaccount to another, from the Variable Account to the Fixed
Account, or from the Fixed Account to any Subaccount, as often as you like,
subject to these rules:
Our Rules:
o We must receive notice of the transfer - either Written Notice or an
authorized Telephone Transaction.
o The transferred amount must be at least $500, or the entire Subaccount
value if it is less. (If the Subaccount value remaining after a transfer
will be less than $500, we will include that amount as part of the
transfer.)
o We reserve the right to limit transfers from the Variable Account to the
Fixed Account of amounts previously transferred from the Fixed Account.
o The first 12 transfers from Variable Account Subaccounts are free. The rest
cost $10 each. This fee is deducted from the amount transferred.
o A transfer from the Fixed Account:
- currently may be made only once each Policy Year;
- is free;
- does not count toward the 12 free transfer limit; and
- is limited during any Policy Year to 10% of the Fixed Account value
on the date of the transfer.
o We reserve the right to limit transfers, or to modify transfer privileges,
for any permissible reason.
o If the Accumulation Value in any Subaccount falls below $500, we may
transfer the remaining balance, without charge, to the Money Market
Subaccount.
10
<PAGE>
o Transfers made pursuant to participation in the Dollar Cost Averaging,
Asset Allocation or Rebalancing programs are not subject to the amount or
timing limitations of these rules, nor are they subject to a Transfer fee.
See sections describing those programs for the rules of each program.
Third-party Transfers. Where permitted and subject to our rules, we may
accept your authorization to have a third party exercise transfers on your
behalf. We can suspend or cancel our acceptance any time upon notice to you. An
example of a reason might be if the third party is practicing "market timing."
We can also limit the availability of Subaccounts and the Fixed Account for
transfers by the third party, upon notice to you. We would not impose such
restrictions where we have Written Notice that the third party has been duly
appointed by a court or by you to act on your behalf for all your financial
affairs.
o DOLLAR COST AVERAGING
Our Dollar Cost Averaging program allows you to automatically transfer, on a
periodic basis, a set amount or percentage from one Subaccount or the Fixed
Account to any Subaccount(s). You can begin Dollar Cost Averaging when you
purchase the Policy or later. You can increase or decrease the amount or
percentage of transfers or discontinue the program at any time. Rules of the
Dollar Cost Averaging program are:
Our Rules:
o The Dollar Cost Averaging program is free.
o We must receive notice of your election and any changed instruction -
either Written Notice or an authorized Telephone Transaction.
o Automatic transfers can occur monthly, quarterly, semi-annually, or
annually.
o Amount of each transfer must be at least $100, and must be $50 per
Subaccount.
o If transfers are made from the Fixed Account, the maximum periodic transfer
amount is 10% of that account's value at the time of the first Dollar Cost
Averaging transfer. There is no maximum transfer amount requirement out of
the Subaccounts of the Variable Account.
o Dollar Cost Averaging program transfers cannot begin before the end of a
Policy's free look (a/k/a "right to examine") period.
o You may specify that transfers will begin on the 1st through the 28th day
(or, if not a Valuation Date, the next following Valuation Date) following
the Policy's free look period. If you do not select a date, the program
will begin on the next Policy monthly anniversary following the date the
Policy's free look period ends.
o You can limit the number of transfers to be made, in which case the program
will end when that number has been made. Otherwise, the program will
terminate when the amount remaining in the applicable Subaccount or the
Fixed Account is less than $500.
DOLLAR COST AVERAGING AND THE STEP PROGRAM RESULT IN THE
PURCHASE OF MORE ACCUMULATION UNITS WHEN THE ACCUMULATION
UNIT VALUE IS LOW, AND FEWER UNITS WHEN THE ACCUMULATION
UNIT VALUE IS HIGH, REDUCING THE AVERAGE COST PER UNIT AND
HOPEFULLY THEREBY ACCUMULATING MORE UNITS. HOWEVER, THERE IS
NO GUARANTEE THAT THE PROGRAM WILL RESULT IN HIGHER POLICY
VALUE OR OTHERWISE BE SUCCESSFUL.
o SYSTEMATIC TRANSFER ENROLLMENT PROGRAM ("STEP program")
The STEP program allows you to automatically transfer funds on a monthly
basis from the Systematic Transfer Account to any other Policy investment
option. It allows you to use a dollar cost averaging concept for your initial
premium to move this payment from a fixed interest account into variable
investment options within a 12 month period. If you want to move Policy funds
from a fixed interest account into variable investment options over a longer
time period using the same concept, then you should use the Dollar Cost
Averaging program.
Our Rules:
o The STEP program is free.
o Can only be selected on the initial application. o Must be at least $5,000
in the Systematic Transfer Account to begin.
o Amount transferred each month must be at least an amount sufficient to
transfer the entire amount out of the Systematic Transfer Account in equal
payments within 12 months of deposit.
o Transfers must be at least $50 per Subaccount.
o Allocation and amount of each monthly transfer cannot be changed.
o No new premium (other than funds designated in the application to be
transferred into the Policy pursuant to an Internal Revenue Code Section
1035 transfer) may be allocated to this account after the Policy Issue
Date.
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<PAGE>
o Upon receipt of funds by Section 1035 transfer, the 12 month period
requirement is restarted and the minimum monthly transfer amount is
recalculated
o Cannot begin before the end of the Policy's free look (a/k/a "right to
examine") period.
o Transfers will begin on the 1st through the 28th day (or, if not a
Valuation Date, the next following Valuation Date), as specified by you,
following the free look period. If you do not select a start date, the STEP
program will begin on the next Policy monthly anniversary following the
date the Policy's free look period ends.
o No transfers may be made into the Systematic Transfer Account.
o All funds remaining in the Systematic Transfer Account on the date of the
last monthly transfer date will be transferred to the Subaccounts in a pro
rata amount consistent with your allocation instructions.
o The STEP program ends the earlier of the date when all amounts in the
Systematic Transfer Account have been transferred or the date of the last
monthly STEP program transfer.
o ASSET ALLOCATION PROGRAM
The Asset Allocation program allows you to allocate premium and Policy value
among the variable investment options and the Fixed Account. You can specify
your own desired allocation instructions, or you can choose to use one of the
five Asset Allocation Models outlined below.
Our Rules:
o The Asset Allocation program is free.
o You must request the Asset Allocation program and give us your allocation
instructions by Written Notice. Changed instructions, or a request to end
this program must also be by Written Notice.
o Transfers made pursuant to this program do not count in determining whether
a Transfer Fee applies.
<TABLE>
<CAPTION>
ASSET ALLOCATION MODES
ALLOCATIONS
Portfolio Principal Portfolio Income Capital Equity
(listed aggressive Conserver Protector Builder Accumulator Maximizer
to conservative) (conservative) (moderately (moderate) (moderately (aggressive)
conservative) aggressive)
% % % % %
- --------------------------------- ------------- ------------- ----------- -------------- ------------
<S> <C> <C> <C> <C> <C>
Alger American Small Capitalization 3 5 12 18
Pioneer Real Estate Growth 4 5 6
T.Rowe Price International 6 15 27 31
Scudder International 19
MFS High Income 4 5 5
T.Rowe Price New American Growth 6
MFS Capital Opportunities 3 8 12 16 10
Fidelity VIP II Index 500 5 10 10 13 13
T.Rowe Price Equity Income 10 15
Fidelity VIP Equity Income 8 15 16
MFS Global Government 4 5 5
T.Rowe Price Limited-Term Bond 43 31 20 12
MSDW Fixed Income Bond 3
Federated Prime Money Fund II 24 13 5
- --------------------------------------------------------------------------------------------------------
* We retain the right to change allocation model allocations or to substitute
portfolio options therein in future updated prospectuses. Amounts you allocate
to a model portfolio will be invested pursuant to the then current portfolio
allocations for that model.
- --------------------------------------------------------------------------------------------------------
</TABLE>
We use Ibbotson Associates to develop the Asset Allocation Model
allocations. They are an investment consulting firm specializing in applying
investment theories and empirical findings (such as historical return data
collected on the Subaccount portfolios) to quantify the benefits of
diversification for particular investment profiles.
o REBALANCING PROGRAM
The Rebalancing program allows you to rebalance your Policy Accumulation
Value among the variable investment options and the Fixed Account pursuant to
your initial allocation percentage instructions on a quarterly, semi-annual, or
annual basis.
12
<PAGE>
Rebalancing utilizes your allocation instructions at the end of
the STEP program period (so never rebalances any assets to the Systematic
Transfer Account), or you may change your rebalancing allocation instructions at
any time. Any change will not be effective until the next rebalancing occurs.
Our Rules:
o The Rebalancing program is free.
o You must request the Rebalancing program and give us your rebalancing
instructions by Written Notice. Changed instructions, or a request to end
this program must also be by Written Notice.
o You must have at least $10,000 of Policy Accumulation Value to begin the
Rebalancing program.
o You may have rebalancing occur quarterly, semi-annually or annually.
o Transfers made pursuant to this program do not count in determining whether
a Transfer Fee applies.
- -----------------------------------------------------------
IMPORTANT POLICY PROVISIONS
The Ultra Variable Life Policy is a Flexible Premium Variable Universal Life
Insurance Policy. The Policy provides a death benefit and, as a variable
insurance policy, allows you to invest Policy Accumulation Value in variable or
fixed investment options where any gain accumulates on a tax-deferred basis.
Some key rights and benefits under the Policy are summarized in this Prospectus;
however, you must refer to the Policy for the actual terms of the Policy. You
may obtain a copy of the Policy from us. The Policy remains in force until
surrendered for its Cash Surrender Value, or all proceeds have been paid under a
death benefit Payout Option, or it lapses because its Cash Surrender Value is
insufficient to continue to pay for the expenses to maintain its life insurance
protection.
o POLICY APPLICATION AND ISSUANCE
To purchase a Policy, you must submit an application with the minimum annual
premium and provide evidence of the proposed Insured's insurability. We will not
issue a Policy if the Insured is older than age 90. Before accepting an
application, we conduct underwriting to determine insurability. We reserve the
right to reject an application or premium for any reason. If your application is
in good order upon receipt, we will credit your initial premium to the Policy on
the date the Policy is issued. Premium is allocated to the Money Market
investment option until the end of the free look period, and only then to your
selected variable investment allocations. If a Policy is not issued, we will
return your premium. If we issue a Policy, it will be effective on the date of
issue.
REPLACING AN EXISTING LIFE
INSURANCE POLICY IS NOT ALWAYS
YOUR BEST CHOICE. EVALUATE ANY
REPLACEMENT CAREFULLY.
o Application in Good Order. All application questions must be answered, but
particularly note these requirements:
- - Your full name, social security number, and date of birth must be included.
- - Your premium allocations must be completed, be in whole percentages, and
total 100%.
- - Initial premium must meet minimum initial premium requirements.
- - Your signature and your agent's signature must be on the application.
- - City, state, and date application was signed must be completed.
- - You must provide all information required for us to underwrite your
application, and we must accept your application after underwriting.
o Premium Payments. Your premium checks should be made payable to "United of
Omaha Life Insurance Company" and sent to us. We may postpone crediting any
payment made by check to your Policy until it has been honored by our and
your bank. Payment by certified check, banker's draft, or cashier's check
will be promptly applied. You may change your premium allocation
instructions by sending us Written Notice or through an authorized Telephone
Transaction. The change will apply to payments received on or after the date
we receive your Notice or authorization.
Initial Premium Payment:
- - Enough to purchase $100,000 of insurance coverage, or a greater specified
amount.
Additional Premium Payments:
- - Can only be made until the Insured's age 90 (except as may be required in a
grace period).
- - If a payment increases the specified amount of coverage, it is subject to
the Insured's continued insurability and our underwriting requirements.
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<PAGE>
- - Must be at least enough to maintain the specified amount of coverage you
purchased.
- - Planned premiums may be paid annually, semiannually, or at other intervals
we offer. Beginning with the second Policy Year, you may change the planned
premium once each year, subject to our approval. The planned premium is
flexible.
- - If there is a Policy loan, you should identify any payment intended to
reduce a loan as a loan repayment, otherwise it will be added to the
Accumulation Value.
- - Are applied pursuant to your current investment allocation instructions,
unless you give us different Written Notice instructions at the time you
make an additional premium payment.
- - We reserve the right to limit premiums or refund any values in order to
qualify this Policy as life insurance under the Internal Revenue Code.
o ACCUMULATION VALUE
On the date of issue the Accumulation Value equals the initial net premium
less the Monthly Deduction for the first month. The net premium is the premium
less the premium charges for tax and premium processing expenses. On any Monthly
Deduction Date after the date of issue the Accumulation Value equals:
(a) the total of the values in each Subaccount; plus
(b) the accumulation value of the Fixed Account; plus
(c) the accumulation value of the loan Account; less
(d) the Monthly Deduction for the current month.
The value for each Subaccount equals:
(a) the current number of Accumulation Units; multiplied by
(b) the current unit value.
Each net premium allocated to the Variable Account is converted into
Accumulation Units. This is done by dividing the net premium by the Accumulation
Unit value for the Valuation Period during which the net premium is allocated to
the Variable Account. The initial Accumulation Unit value for each Subaccount
was set when the Subaccount was established. The unit value may increase or
decrease from one Valuation Date to the next.
The Accumulation Unit value for a Subaccount on any Valuation Date is
calculated as follows:
(a) the Net Asset Value Per Share of the Portfolio multiplied by the
number of shares held in the Subaccount, before the purchase or
redemption of any shares on that date; divided by
(b) the total number of Accumulation Units held in the Subaccount on
the Valuation Date, before the purchase or redemption of any
shares on that date.
The Accumulation Value of the Fixed Account on any Monthly Deduction Date
before deducting the Monthly Deduction equals:
(a) the value as of the last Monthly Deduction Date; plus
(b) any net premiums credited since the last Monthly Deduction Date;
plus
(c) any transfers from the Subaccounts to the Fixed Account since the
last Monthly Deduction Date; plus
(d) any transfers from the Loan Account to the Fixed Account since
the last Monthly Deduction Date; less
(e) any transfers from the Fixed Account to the Subaccounts since the
last Monthly Deduction Date; less
(f) any transfers from the Fixed Account to the Loan Account since
the last Monthly Deduction Date; less
(g) any partial withdrawals and surrender charge taken from the Fixed
Account since the last Monthly Deduction Date; plus
(h) interest credited on the balance.
The Cash Surrender Value is the Accumulation Value less any outstanding
Policy loans and unpaid loan interest and less any applicable Surrender Charge.
o LAPSE AND GRACE PERIOD
14
<PAGE>
o Lapse.
No Policy Loan exists: The Policy will lapse if, on a Monthly Deduction
Date, the Accumulation Value is not enough to cover the Monthly Deduction due
(subject to the No-Lapse Period provision), and a grace period expires without a
sufficient premium payment.
A Policy Loan exists: The Policy will lapse on any Monthly Deduction
Date when the Cash Surrender Value is not enough to cover the Monthly Deduction
and any loan interest due (subject to the No-Lapse Period provision), and a
grace period expires without a sufficient premium payment.
A LAPSE OF THE POLICY MAY RESULT IN ADVERSE TAX CONSEQUENCES.
o No-Lapse Guarantees.
The Policy will not lapse for either a minimum or a lifetime No-Lapse
Period, if you meet the monthly premium requirements and our rules, even if the
cash surrender value is insufficient to pay the monthly deduction:
- - The policy can never have been reinstated;
- - There can be no Additional Insured Term Insurance Rider covering the
Insured attached to the Policy;
- - For the minimum monthly no-lapse period, the minimum monthly premium
requirement must be met. For the lifetime monthly no-lapse period, the
lifetime monthly premium requirement must be met. The respective (minimum
or lifetime) monthly premium requirement is met on any Monthly Deduction
Date when the total premiums paid since the policy's date of issue, less
any partial withdrawals accumulated at 4% interest and less any outstanding
policy loan, equals or exceeds the respective monthly premium accumulated
at 4% interest. (The minimum and lifetime monthly premium requirements and
No-Lapse Periods are shown on the Policy's data pages.
o (Optional) Guaranteed Paid-Up Life Insurance (where a Policy Loan exists)
If you are age 75 or older and have had your policy for 15 years, you can
exercise a Policy guarantee that your Policy will never lapse and will provide
paid-up life insurance even though under usual circumstances the amount of
Policy loan in relation to Accumulation Value and Specified Amount (the amount
of insurance coverage) would cause the Policy to lapse. The cost of this
guarantee is 3% of the Accumulation Value on the date you elect it. Additional
requirements for this guarantee are:
- - The Policy loan balance must equal 96% of the Accumulation Value. Any loan
exceeding this amount must be repaid.
- - The Policy loan balance must exceed the Policy Specified Amount.
- - Policy loans taken in the last 36 months must be less than 30% of the
entire loan balance.
- - You cannot have any Additional Insured Term Riders attached to your Policy.
- - After the guarantee is in effect, we will not accept any additional
premium, nor will we allow any changes in the Policy Specified Amount or
death benefit payment option.
- - All amounts not allocated to the Loan Account must be allocated to the
Fixed Account.
The Amount of Paid-Up Life Insurance provided by this guarantee equals the
Accumulation Value on the date you elect this guarantee, less the 3% deduction,
with the resulting difference multiplied by 105%.
The Amount of Death Benefit provided by this guarantee equals the greatest
of:
(a) The amount of paid-up life insurance less the loan balance on the
Insured's date of death;
(b) The Accumulation Value on the date of death multiplied by the sum of 100%
plus the applicable corridor percentage shown in the Policy for the
Insured's attained age, less the loan balance on the date of death; or
(c) The loan balance on the date of death multiplied by the sum of 100% plus
the applicable corridor percentage shown in the Policy for the Insured's
attained age, less the loan balance on the date of death.
The corridor percentage will not be less than 1%.
o Grace Period. We allow you a 61 day grace period to make a premium payment
sufficient to cover the Monthly Deduction and any loan interest due.
- - The grace period begins the day we mail notice to you of the insufficiency.
- - If the necessary additional premium payment is not received, the Policy
terminates as of the first day of the grace period.
- - Payment received during a grace period is first applied to repay Policy
debt before the remaining amount is applied as additional premium to keep
the Policy in force.
- - Insurance coverage continues during the grace period, but the Policy is
deemed to have no Accumulation Value for purposes of Policy loans,
surrender and withdrawals.
- - If the Insured dies during the grace period, the Death Benefit proceeds
payable during the grace period equal the amount of Death Benefit in effect
immediately prior to the date the grace period began less any due and
unpaid Monthly Deduction and unpaid loan interest.
15
<PAGE>
o MISSTATEMENT OF AGE OR SEX
If the Insured's age or sex is misstated, all Policy payments and benefits
will be those which the premiums paid would have purchased at the correct age
and sex.
o SUICIDE
We will not pay the Death Benefit if the Insured's death results from
suicide, while sane or insane, within two years (one year in Colorado and North
Dakota) from the date of issue (and, in Missouri, the insured intended suicide
at the time coverage was applied for. Instead we will pay the sum of the
premiums paid since issue less any loans and unpaid loan interest and less any
partial withdrawals.
We will not pay that portion of the Death Benefit resulting from an increase
in the specified amount of coverage if the Insured's death results from suicide,
while sane or insane, within two years (one year in Colorado and North Dakota)
from the effective date of the increase. Instead we will pay the sum of the
premiums paid for the increase.
o INCONTESTABILITY
We will not contest the validity of the Policy after it has been in force
during the lifetime of the Insured for two years from the date of issue.
We will not contest the validity of an increase in the specified amount of
coverage after the Policy has been in force during the lifetime of the Insured
for two years from the effective date of the increase. Any contest of an
increase in the specified amount of coverage will be based on the application
for that increase.
<TABLE>
<CAPTION>
o TELEPHONE TRANSACTIONS
<S> <C>
Transactions Permitted Our Rules:
o Transfers. o Prior Written Notice authorization to us.
o Partial Withdrawals of $10,000 or o Must be received by close of the New York Stock Exchange
less by the Owner (may be ("NYSE")(usually 3 p.m. Central Time); if later, the
restricted in community transaction will be processed the next day the NYSE is
property states). open.
o Premium Allocations. o Will be recorded for your protection.
o For security, you must provide
your social security number and/or
other identification information.
o May be discontinued at any time as to some or all Owners.
We are not liable for following authorized Telephone Transaction
instructions we reasonably believe to be genuine.
</TABLE>
o REINSTATEMENT
If the Policy lapses because a grace period ended without a sufficient
payment being made, you may reinstate it within five years of the date of lapse
and prior to the maturity date. To reinstate, we must receive:
- - written application signed by you and the Insured;
- - evidence of the Insured's insurability satisfactory to us;
- - enough payment to continue this Policy in force for three months;
- - re-establishment of Surrender Charges, if any, measured from the original
date of issue to the date of reinstatement.
- - The effective date of reinstatement will be the date we approve the
application for reinstatement.
The specified amount of coverage of the reinstated Policy may not exceed
the specified amount of coverage at the time of lapse. The Accumulation Value on
the effective date of reinstatement will equal the three month's premium (as
required for reinstatement) plus any applicable surrender charge measured from
the original date of issue to the date of reinstatement, and less the Monthly
Deduction for the current month.
o MATURITY DATE
The Policy's maturity date is the Policy Anniversary next following the
Insured's 100th birthday. On the maturity date, we will pay you the Policy's
Accumulation Value, less any loan and unpaid loan interest, if (a) the Insured
is then living; (b) this Policy is in force; and (c) coverage beyond maturity is
not elected. The Policy may terminate prior to the maturity date if the premiums
paid are not enough to continue this Policy in force. If the Policy does
continue in force to the maturity date, it is possible there will be little or
no Cash Surrender Value at that time. Policy values will be affected by the
investment experience of the Variable Account and to the extent interest credits
and current cost of insurance charges are more favorable than guaranteed credits
and charges.
16
<PAGE>
o COVERAGE BEYOND MATURITY
Prior to thirty days before the maturity date of the Policy, you may elect
to continue the Policy in force beyond the maturity date. The election must be
made by written request. The following will apply:
- - We will maintain your allocation of Accumulation Value to the investment
options according to your instructions;
- - The cost of insurance charge will be zero;
- - The risk charge will be zero;
- - The expense charge will be zero;
- - The corridor percentage will be fixed at 101%;
- - The Death Benefit optionwill be fixed at option 1;
- - Any riders attached to the Policy that are then in force will terminate;
- - The Insured's date of death will be considered this Policy's maturity date.
- - All other rights and benefits as described in the Policy will be available
during the Insured's lifetime.
The tax consequences associated with extending coverage beyond maturity are
unclear. A tax advisor should be consulted before making such an election.
THE TAX CONSEQUENCES OF
CONTINUING A POLICY
BEYOND THE INSURED'S AGE
100 ARE UNCLEAR. PLEASE
CONSULT A TAX ADVISOR.
o DELAY OF PAYMENTS
We will usually pay any amounts from the Variable Account requested as a
Policy loan, partial withdrawal or Cash Surrender within 7 days after we receive
your Written Notice. We can postpone such payments or any transfers of amounts
between Subaccounts or into the Fixed Account or the Loan Account if: (i) the
New York Stock Exchange ("NYSE") is closed for other than customary weekend and
holiday closings; (ii) trading on the NYSE is restricted; (iii) an emergency
exists as determined by the SEC, as a result of which it is not reasonably
practical to dispose of securities, or not reasonably practical to determine the
value of the Net Assets of the Variable Account; or (iv) the SEC permits delay
for the protection of security holders. The applicable rules of the Securities
and Exchange Commission will govern as to whether the conditions in (iii) or
(iv) exist.
We may defer payment of Policy loans, partial withdrawals or a Cash
Surrender from the Fixed Account for up to six months from the date we receive
your written request.
o MINOR OWNER OR BENEFICIARY
A minor may not own the Policy solely in the minor's name and cannot receive
payments directly as a Policy Beneficiary. Contrary to common belief, in most
states parental status does not automatically give parents the power to provide
an adequate release to us to make Beneficiary payments to the parent for the
minor's benefit. A minor can "own" a Policy through the Trustee of a Trust
established for the minor's benefit, or through the minor's named and court
appointed guardian who own the Policy in their capacity as Trustee or Guardian.
Where a minor is a named Beneficiary, we are able to pay the minor's beneficiary
share to a minor's Trustee or Guardian. Some states allow us to make such
payments up to a limited amount directly to parents. Parents seeking to have a
minor's interest made payable to them for the minor's benefit are encouraged to
check with their local court to determine the process to be appointed as the
minor's guardian; it is often a very simple process. If there is no adult
representative able to give us an adequate release for payment of the minor's
Beneficiary interest, we retain the minor's interest on deposit until the minor
attains the age of majority.
- -----------------------------------------------------------
EXPENSES
The charges and fees described below compensate us for our expenses in
distributing the Policy, bearing mortality and expense risks under the Policy,
and administering the investment options and the Policy. Except where stated
otherwise, charges and fees shown are the maximum we will charge, and some
actual expenses may be less.
Each Series Fund also deducts expenses from each Portfolio; those expenses
are described in each Series Fund prospectus.
17
<PAGE>
o DEDUCTIONS FROM PREMIUM
o Tax Charge - 3.75% of each premium payment.
Many states and municipalities impose a premium tax, ranging from 0.75% to
5.0%. We also incur a federal income tax liability under Internal Revenue Code
Section 848 (a Deferred Acquisition Cost tax) upon Policy premium collected. We
deduct 3.75% of each Policy premium payment we receive to cover these expenses.
(In Oregon, this deduction does not include state and municipality premium tax
expenses.)
o Premium Processing Charge - $2 per payment
We deduct $2 from each Policy premium payment we receive to cover our
premium processing expenses.
o MONTHLY DEDUCTION
We make a Monthly Deduction from the entire Accumulation Value on each
monthly anniversary of the Policy Date of Issue (the " Monthly Deduction Date"),
consisting of the Cost of Insurance Charge, the Cost of Riders Charge, the Risk
Charge, and the Administrative Charge.
Charges based on the Accumulation Value are calculated before monthly
charges are deducted, but reflecting charges deducted from Subaccount assets.
The Monthly Deduction is deducted pro rata from the Accumulation Value in the
Subaccounts, the Fixed Account and the Systematic Transfer Account. There is no
Monthly Deduction after the Policy Anniversary next following the Insured's
100th birthday if coverage beyond maturity is elected.
o Cost of Insurance Charge
The cost of insurance charge covers our cost to provide insurance protection
under the Policy. Currently, the amount of this charge is based on the issue
age, sex (except in Montana), risk and rate class of the Insured, the current
specified amount of insurance coverage, and the length of time the Policy has
been in force We may use current cost of insurance charges less than those shown
in the Policy, and reserve the right to change them. Changes will be by class
and based on changes in future expectations of factors such as investment
earnings, mortality, persistency, and expenses.
The guaranteed cost of insurance each month equals:
- - The net amount at risk for the month; multiplied by
- - The guaranteed cost of insurance charge per $1,000 of specified amount of
insurance coverage; divided by
- - $1,000.
The net amount at risk in any month equals:
- - The death benefit; less
- - The Accumulation Value on the Monthly Deduction Date after deducting
the Rider Charge, if any, the Risk Charge for the current month, and
the Administrative Charge.
o Risk Charge. - Years 1-10: 0.70% of Accumulation Value; Years 11+: 0.55%.
The Risk Charge compensates us for the mortality risks we assume - that
Insureds may live for shorter periods of time than we estimate, or the
Accumulation Value is not enough to keep the Policy in force during the No-Lapse
Period. In Policy Years 1 through 10, this Risk Charge is equivalent to an
annual charge of 0.70% of the Accumulation Value. In Policy Years 11 and later,
this Risk Charge is equivalent to an annual charge of 0.55% of the Accumulation
Value. The charge is deducted as 0.05833% of the Accumulation Value, deducted on
each Monthly Deduction Date, for the first 10 Policy Years, and 0.04583% of the
Accumulation Value, deducted on each Monthly Deduction Date, for Policy Years 11
and thereafter. If this charge exceeds our actual costs to cover death benefits
and expenses, the excess goes to our general account. Conversely, if this charge
is not enough, we bear the additional expense, not you.
o Administrative Charge. - $7.
The Administrative Charge compensates us for our costs in issuing and
administering the Policy and operating the Variable Account.
o Cost of Riders.
Additional Insured Rider. This rider provides term insurance, for the
insured only, at a cost equal to the amount of insurance coverage provided by
the rider (not to exceed two times the base Policy's specified amount of
coverage), multiplied by the rider's cost of insurance charge for each $1,000 of
benefit amount, divided by 1,000. This charge is based on the Additional
Insured's issue age, duration, sex (except in Montana) and risk and rate class.
18
<PAGE>
Accidental Death Benefit Rider. The cost is a fixed rate determined by
the Insured's attained age and sex (just age in Montana) per each $1,000 of
rider coverage elected, multiplied by the rider benefit amount, divided by
$1,000. The rider benefit amount cannot exceed 1/2 of the base Policy's
specified amount of coverage.
Disability Rider. The cost is a fixed rate determined by the Insured's
attained age and sex (just age in Montana) per each $1.00 of rider monthly
deduction amount elected, multiplied by the amount of the monthly deduction
amount.
Paid-Up Life Insurance Rider. This optional rider guarantees to keep
your policy in force as paid-up life insurance if a there is a Policy loan and
certain conditions are met. Its cost is 3% of your Accumulation Value on the
date you exercise the rider benefit.
Waiver of Surrender Charge Rider. No cost.
Accelerated Death Benefit Rider. The charge is 4% (8% in Vermont and
Oklahoma) of the death benefits otherwise payable at the time the election is
made to receive the accelerated benefits provided by this rider, up to a maximum
of $500,000.
o TRANSFER CHARGE - $10 (first 12 are free).
A transfer fee of $10 may be imposed for any transfer in excess of 12 per
Policy Year. The transfer fee is deducted from the amount transferred. The first
12 transfers each Policy Year are free; transfers from the Systematic Transfer
Account do not count toward these 12 and are also free.
o GUARANTEED PAID-UP LIFE INSURANCE CHARGE - 3% of Accumulation Value
This guarantee that your policy will never lapse and will provide paid-up
life insurance protection even though under usual circumstances the Policy would
lapse costs 3% of the Accumulation Value of your Policy on the date you elect
this guarantee.
o SURRENDER CHARGE (ALSO APPLIES TO PARTIAL WITHDRAWALS AND DECREASES IN
SPECIFIED AMOUNT)
Upon a total surrender or partial withdrawal from your Policy, or upon a
requested reduction in the Policy's Specified Amount, we may deduct a Surrender
Charge from the amount requested to be surrendered. If the Policy's current
Specified Amount is decreased, we may deduct a Surrender Charge from the
Accumulation Value based on the amount of the decrease. The Surrender charge
varies by issue age, sex (except in Montana), risk and rate class, the length of
time your Policy has been in force and the Specified Amount. For example, a male
age 35 at issue, in the nontobacco risk class and the preferred rate class, for
surrender charge is $13.00 for each $1,000.00 of specified amount in the first
five years, declining to $1.00 per $1,000.00 in the twelfth year and zero
thereafter. The length of the Surrender Charge period varies depending upon the
Policy Owner's issue age: the period is 12 years through age 52, 11 years at age
53, 10 years at age 54, and 9 years at age 55 and thereafter.
The Surrender Charge will not cover our cost of distributing the Policies.
Any deficiency is met from our general funds, including amounts derived from the
Risk Charge and Administrative Charge (described above).
o Surrender Charge Waivers
We will waive the Surrender Charge upon partial withdrawals and surrenders
in the following situations. Each waiver may not be available in all states.
Nursing Home Waiver. Any withdrawal made pursuant to your confinement, upon
the recommendation of a licensed physician, to the following facilities for 30
or more consecutive days: (a) a hospital licensed or recognized as a general
hospital by the state in which it is located; (b) a hospital recognized as a
general hospital by the Joint Commission on the Accreditation of Hospitals; (c)
a Medicare certified hospital; (d) a state licensed nursing home with a
registered nurse on duty 24 hours a day; and (e) a Medicare certified long term
care facility. This waiver only applies to partial withdrawals and surrenders
requested no later than 91 days of the last day of confinement to such facility.
Proof of confinement must be provided. The Nursing Home Waiver is not available
if any Owner is confined to a nursing home or hospital facility on the Date of
Issue (except in Pennsylvania).
Disability Waiver. Any withdrawal where you are physically disabled. We may
require proof of such disability, including written confirmation of receipt and
approval of any claim for Social Security Disability Benefits. Proof of
continued disability may be required through the date of any partial withdrawal
or surrender. We reserve the right to have any Owner claiming such disability
examined by a licensed physician.
19
<PAGE>
The Disability Waiver is not available if any Owner is receiving Social
Security Disability Benefits on the Date of Issue (except in Pennsylvania) or is
age 65 or older.
Terminal Illness Waiver. Any withdrawal where you are diagnosed with a
terminal illness. A terminal illness is a medical condition that, with a
reasonable degree of medical certainty, will result in your death within 12
months or less. We may require proof of such illness including written
confirmation from a licensed physician. We reserve the right to have you
examined by a licensed physician.
The Terminal Illness Waiver is not available if you are diagnosed with a
terminal illness prior to or on the Date of Issue (except in Pennsylvania).
Unemployment Waiver. Any withdrawal in the event you become unemployed. The
Unemployment Waiver is available upon submission of a determination letter from
a state Department of Labor indicating you received unemployment benefits for at
least 60 consecutive days prior to the election of such waiver. The Unemployment
Waiver may be exercised only once and is not available if you are receiving
unemployment benefits on the Date of Issue (except in Pennsylvania).
Transplant Waiver. Any withdrawal if you undergo transplant surgery as an
organ donor or recipient for the following body organs: heart, liver, lung,
kidney, pancreas; or as a recipient of a bone marrow transplant. Within 91 days
of surgery, you must submit a letter from a licensed physician (who is not the
Owner of this policy) stating that you underwent transplant surgery for any of
these organs. We reserve the right to have you examined by a physician of our
choice and at our expense. This waiver may be exercised only once per transplant
surgery.
Residence Damage Waiver. Any withdrawal if your primary residence suffers
physical damage in the amount of $50,000 or more. To claim this waiver, send us
a certified copy of a licensed appraiser's report stating the amount of the
damage. This certified copy must be submitted with 91 days of the date of the
appraiser's report. We reserve the right to obtain a second opinion by having
the affected residence inspected by a licensed appraiser of our choice and at
our expense, and to rely upon our appraiser's opinion. This waiver may be
exercised only once per occurrence.
Death of Spouse or Minor Dependent Waiver. Withdrawals of the following
percentage of Accumulation Value made within six months of your spouse's or
minor dependent(s)' death: death of spouse, 50%; death of minor dependent(s),
25%. We must receive proof of death. This waiver may be exercised once for a
spouse and once for each minor dependent, subject to no more than 50% of the
Accumulation Value being withdrawn pursuant to this waiver each year. Subsequent
withdrawals, or withdrawals above the waiver limit, are subject to the Surrender
Charge.
SERIES FUND CHARGES
Each Series Fund Portfolio is responsible for its own expenses. The net
assets of each Portfolio reflects deductions for investment advisory fees and
other expenses. These charges are disclosed in each Series Fund's prospectus
which accompany this Prospectus. Here is a table of Series Fund annual expenses:
20
<PAGE>
<TABLE>
<CAPTION>
Series Fund Annual Expenses/1 Management Other Total Series
(as a percentage of average net assets) Fees Expenses Fund Annual
Portfolio Expenses
================================================ ----------------- ----------------- ------------------
<S> <C> <C> <C>
Alger American Growth 0.75% 0.04% 0.79%
Alger American Small Capitalization 0.85% 0.04% 0.89%
Federated Prime Money Fund II * 0.30% 0.50% 0.80%
Federated Fund for U.S. Government Securities II * 0.15% 0.65% 0.80%
Fidelity VIP II Asset Manager: Growth *** 0.65% 0.22% 0.87%
Fidelity VIP II Contrafund *** 0.61% 0.13% 0.74%
Fidelity VIP Equity Income *** 0.51% 0.07% 0.58%
Fidelity VIP II Index 500 ** 0.13% 0.15% 0.28%
MFS Emerging Growth 0.75% 0.25% 1.00%
MFS High Income Fund 0.75% 0.25% 1.00%
MFS Research 0.75% 0.25% 1.00%
MFS Value Series 0.75% 0.25% 1.00%
MFS World Government 0.75% 0.25% 1.00%
Morgan Stanley Emerging Markets Equity ** 0.00% 1.75% 1.75%
Morgan Stanley Fixed Income ** 0.00% 0.70% 0.70%
Pioneer Capital Growth 0.65% 0.14% 1.79%
Pioneer Real Estate ** .88% 0.37% 1.25%
Scudder Global Discovery **, ***** 0.67% 1.08% 1.75%
Scudder Growth & Income ***, ***** 0.48% 0.22% 0.80%
Scudder International 0.86% 0.17% 1.00%
T. Rowe Price Equity Income **** 0.00% 0.85% 0.85%
T. Rowe Price International **** 0.00% 1.05% 1.05%
T. Rowe Price Limited-Term Bond **** 0.00% 0.70% 0.70%
T. Rowe Price New America Growth **** 0.00% 0.85% 0.85%
T. Rowe Price Personal Strategy Balanced **** 0.00% 0.90% 0.90%
- ------------------------------------------------ ----------------- ----------------- ---------------
========================================================================================================
</TABLE>
* Both Federated Prime Money Fund II and Federated Fund for U.S. Government
Securities II currently bundle their fees and expenses and limit the total
charge. Absent any fee waiver or expense reimbursement, the total fees and
expenses for each fund would have been 1.00% and 1.25% respectively.
** Without fee waiver or expense reimbursement limits the following funds would
have had the charges set forth below:
Management Other Total
Fees Expenses Expenses
-----------------------------------------
Fidelity VIP II Index 500 0.28% 0.15% 0.43%
Morgan Stanley Emerging Markets Equity 1.25% 2.87% 4.12%
Morgan Stanley Fixed Income 0.40% 1.31% 1.71%
Pioneer Real Estate 0.88% 0.48% 1.36%
Scudder Global Discovery 0.98% 2.00%***** 2.98%
*** These funds have voluntarily agreed to limit their total annual expenses to
the limits shown below:
Fidelity VIP II Asset Manager: Growth and Fidelity VIP II Contrafund - 1.00%
Fidelity VIP Equity Income and Scudder Growth & Income - 1.50%
**** T. Rowe Price Funds do not itemize management fees and other expenses.
***** Includes .25% 12b-1 fee assessed for payment of distribution
administration expenses.
================================================================================
- --------
/1 The fee and expense data regarding each Series Fund, which are fees and
expenses for 1997, was provided to United of Omaha by the Series Fund. The
Series Funds are not affiliated with United of Omaha.
21
<PAGE>
- -----------------------------------------------------------
POLICY DISTRIBUTIONS
The principle purpose of the Policy is to provide a death benefit upon the
Insured's death, but before then you may also borrow against the Policy's Cash
Surrender Value, take a partial withdrawal of its Accumulation Value, or
surrender it for its Cash Surrender Value. Tax penalties and Surrender Charges
may apply to amounts taken out of your Policy before death benefits are paid or
it matures.
o POLICY LOANS
<TABLE>
<CAPTION>
o POLICY LOANS
<S> <C>
AMOUNT YOU CAN BORROW LOAN INTEREST RATE
- -------------------------------------------------------------- ----------------------------------------------
Standard Policy Loan. After the first Policy Year (from the Standard Policy Loan. Net annual loan
Date of Issue in Indiana), you may borrow up to 100% of the interest rate of 2%: we charge 5.7% interest
Cash Surrender Value, less loan interest to the end of the in advance (6% effective annual rate), but
Policy Year, and less one Monthly Deduction amount. we also credit 4% interest to any amounts
in the Loan Account.
- -------------------------------------------------------------- ------------------------------------------
A Preferred Policy Loan is available beginning in the Preferred Policy Loan. Net annual loan interest
10th Policy Year. Any loan outstanding at the beginning rate of 0%: we charge 5.7% interest in advance
of the 10th Policy Year will become a Preferred (6% effective annual rate), but we also credit
Policy Loan from that point forward. 6% interest to any amounts in the Loan Account.
- ---------------------------------------------------------------------------------------------------------
Tax law is unclear whether a Preferred Loan will be respected for
tax purposes. A Tax advisor should be consulted before effecting
a Preferred Policy Loan
- ---------------------------------------------------------------------------------------------------------
</TABLE>
Our Rules
o The Policy must be assigned to us as sole security for the loan.
o We will transfer all loan amounts from the Fixed Account, the Systematic
Transfer Account and the Subaccounts to the Loan Account. The amounts will
be transferred on a pro rata basis.
o Loan interest is due on each Policy Anniversary. If the interest is not paid
when due, we will transfer an amount equal to the unpaid loan interest from
the Fixed Account, the Systematic Transfer Account and the Subaccounts, to
the Loan Account on a pro rata basis.
o All or part of a loan may be repaid at any time while the Policy is in
force. We will deduct the amount of a loan repayment from the Loan Account
and allocate that amount pursuant to your current allocation instructions.
o The death benefit will be reduced by the amount of any loan outstanding and
unpaid loan interest on the date of the Insured's death. We may defer making
a loan for six months unless the loan is to pay premiums to us.
o SURRENDER
While the Insured is alive, you may terminate this Policy for its Cash
Surrender Value. For amounts allocated to the Fixed Account and the Systematic
Transfer Account, the Cash Surrender Value is equal to or greater than the
minimum Cash Surrender Values required by the State in which this Policy was
delivered. The value is based on the Commissioners 1980 Standard Mortality
Table, the Insured's age at last birthday, with interest at 4%. Following a
surrender, all your rights in the Policy end.
o The Policy must be returned to us to receive the Cash Surrender Value.
o The maximum applicable Surrender Charge is described in your Policy and the
Expenses section of this Prospectus.
o Surrenders are taxable, and a 10% federal tax penalty may apply.
o We may defer payment from the Fixed Account or the Systematic Transfer
Account for up to six months.
o PARTIAL WITHDRAWALS
After the first Policy Year, you may withdraw part of the Accumulation
Value. The amount requested and any Surrender Charge will be deducted from the
Accumulation Value on the date we receive your Written Notice or, for amounts of
$10,000 or less, telephonic notice. Amounts withdrawn, except for "Free"
Withdrawals described below, may be subject to a Surrender Charge as defined in
the Policy and the Expenses section of this propsectus.
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<PAGE>
If Death Benefit Option 1 is in effect, the current specified amount of
coverage will be reduced by the amount of the withdrawal, and the Accumulation
Value will be reduced by the amount of the withdrawal and the surrender charge
applicable to the decrease in the current specified amount of coverage. We will
send you an amendment shoiwng the current specified amount of coverage after the
withdrawal.
If Death Benefit Option 2 is in effect, the Accumulation Value will be
reduced by the amount of the withdrawal.
Our Rules
o Partial withdrawals are made from the most recent premium plus interest
allocable to that premium first, the next most recent premium plus interest
next, and so on (a "last-in, first-out" procedure).
o The minimum partial withdrawal amount is $250; the maximum is an amount such
that the remaining Cash Surrender Value is not less than $500 and the
specified amount of coverage at least $100,000 in Policy Years 1-5, and at
least $50,000 thereafter.
o Partial withdrawals result in cancellation of Accumulation Units from each
applicable Subaccount. Unless you instruct us otherwise, we will deduct
amount from the Subaccounts, the Fixed Account and the Systematic Transfer
Account on a pro rata basis. No more than a pro rata amount may be withdrawn
from the Fixed Account and the Systematic Transfer Account for a partial
withdrawal.
o Withdrawals from the Systematic Transfer Account will not affect the minimum
monthly transfer amount from that Account, so will cause the total amount to
be transferred to be completed in less time than originally anticipated.
o We reserve the right to defer withdrawals from the Fixed Account and the
Systematic Transfer Account for up to six months from the date we receive
your Written Notice.
o Partial withdrawals may change the minimum and lifetime monthly premium
requirements applicable to the No-Lapse Period provision. Partial
withdrawals may be taxable and subject to a 10% federal tax penalty.
o DEATH BENEFIT
We will pay a death benefit after we receive necessary documentation of the
Insured's death, or as soon thereafter as we have sufficient information about
the Beneficiary to make the payment. You have a choice to receive benefits under
one of two Death Benefit Options. (Option 1 is in effect unless you elect Option
2.) The Death Benefit equals the selected Death Benefit Option less any Policy
loan. Death Benefits may then be paid pursuant to a Payment Option (including a
lump sum payment) to the extent allowed by applicable law and any settlement
agreement in effect at the Insured's death. (See the Payment of Proceeds
section, below.)
Change in Specified Amount of Insurance Coverage
After the first Policy Year, you may change the current specified amount of
insurance coverage once each year. Any change will take effect on the Monthly
Deduction Date following the date we approve the change. We will send you an
amendment showing the current specified amount of coverage after the change.
Our Rules
o An increase in the specified amount of coverage requires a new application
and evidence of insurability satisfactory to us.
o No increase in the specified amount is allowed after the Insured's 90th
birthday.
o A decrease in the specified amount is subject to a Surrender Charge
on the amount of the decrease.
o A decrease is only allowed to the extent the specified amount of coverage
remains $100,000 during Policy Years 1-5; $50,000 thereafter.
o A change in the current specified amount of coverage will change the minimum
monthly and lifetime monthly premium requirements applicable to the No-Lapse
Period provision.
Death Benefits Options
Death Benefit Option 1: The death benefit is the greater of:
(a) the specified amount of coverage on the date of death; or
(b) the Policy's Accumulation Value on the date of death plus the corridor
amount.
Death Benefit Option 2: The death benefit is the Policy's Accumulation
Value on the date of death plus the greater of:
(a) the specified amount of coverage on the date of death; or
(b) the corridor amount.
The corridor amount equals the Accumulation Value on the date of death
multiplied by the corridor percentage from the table shown below for the
Insured's attained age.
23
<PAGE>
Attained Corridor Attained Corridor Attained Corridor
Age Percentage Age Percentage Age Percentage
- -------- ---------- -------- ----------- ------ ----------
0-40 150% 54 57% 68 17%
41 143% 55 50% 69 16%
42 136% 56 46% 70 15%
43 129% 57 42% 71 13%
44 122% 58 38% 72 11%
45 115% 59 34% 73 9%
46 109% 60 30% 74 7%
47 103% 61 28% 75-90 5%
48 97% 62 26% 91 4%
49 91% 63 24% 92 3%
50 85% 64 22% 93 2%
51 78% 65 20% 94 1%
52 71% 66 19% 95-100 0%
53 64% 67 18% 100+ 1%
After the first Policy Year, you may change the Death Benefit Option once each
year. Changes in the death benefit option may change the specified amount of
insurance coverage. We will change the current specified amount to maintain the
level of death benefit in effect before the Death Benefit Option change. Any
resulting decrease in specified amount is subject to a Surrender Charge.
Our Rules
o A change in Death Benefit Option takes effect on the Monthly Deduction Date
after we receive your written request to change.
o After each change in Death Benefit Options, we will send you an amendment
showing the Option in effect and the current specified amount of coverage.
o A change in the current specified amount of coverage resulting from a Death
Benefit Option change will change the minimum monthly and lifetime monthly
premium requirements applicable to the No-Lapse Period provision.
o PAYMENT OF PROCEEDS
You may elect (or the Beneficiary may elect if you do not) to have proceeds
applied to be paid under any combination of the fixed and variable payout
options shown in this Policy. (In Maryland only fixed payout options are
available.) If another option is not chosen within 60 days of the date we
receive due proof of death, we will make payment in a lump sum.
Our Rules
o Payees must be individuals who receive payments in their own behalf unless
otherwise agreed to by us.
o Any option chosen will be effective when we acknowledge it
o We may require proof of your age or survival or the age or survival of the
Payee.
o We reserve the right to pay the Proceeds in one sum when it is less than
$2,000, or when the option of payment chosen would result in periodic
payments of less than $20.
o When the last Payee dies, we will pay to the estate of that Payee any
amount on deposit, or the then present value of any remaining guaranteed
payments under a fixed option.
Fixed Proceeds Payments: Fixed payments are available under all six
Payout Options below. The Proceeds will be transferred to our general
account, and the Payments will be fixed in amount by the provisions selected
and the age and sex (if consideration of sex is allowed) of the Payee. The
guaranteed effective annual interest rate used in the Payout Options is 3%.
We may, at our sole discretion, declare additional interest to be paid or
credited annually for Payout Options 1, 2, 3, or 6. The guaranteed amounts
are based on the 1983a Mortality Table, and 3% guaranteed interest rate.
Current amounts may be obtained from us.
Variable Proceeds Payments: Only Payout Options 2, 4, and 6 are
available for variable payments. The dollar amount of the first monthly
payment will be determined by applying the Proceeds allocated to variable
Subaccounts to the Variable Payout Options table shown in the Policy
applicable to the Payout Option chosen. The tables are determined from the
1983a Mortality Table with an assumed investment rate of 4%. If more than
one Subaccount has been selected, the accumulation value of each Subaccount
is applied separately to the applicable table to determine the amount of the
first payment attributable to that particular Subaccount.
24
<PAGE>
All variable payments other than the first will vary in amount according
to the investment performance of the applicable Subaccounts. The amount of
each subsequent payment equals the number of Variable Payment Units for each
Subaccount as determined for the first payment, multiplied by the value of a
Variable Payment Unit for that Subaccount 10 days prior to the date the
variable payment is due. This amount may increase or decrease from month to
month.
If the net investment return of a Subaccount for a payment period is
equal to the pro-rated portion of the 4% annual assumed investment rate, the
variable payment attributable to that Subaccount for that period will equal
the payment for the prior period. To the extent that such net investment
return exceeds an annualized rate of 4% for a payment period, the payment
for that period will be greater than the payment for the prior period and to
the extent that such return for a period falls short of an annualized rate
of 4%, the payment for that period will be less than the payment for the
prior period. A charge equal on an annual basis to 1.20% of the daily net
asset value of the Variable Account is deducted to compensate us for the
administrative costs associated with the variable payment options.
o Transfers between fixed and variable investment options
4 TRANSFERS ARE ALLOWED
EACH POLICY YEAR.
The Payee may exchange the value of a designated number of Variable Payment
Units of a particular Subaccount into other Variable Payment Units, the value of
which would be such that the dollar amount of a payment made on the date of the
exchange would be unaffected by the fact of the exchange.
Transfers may be made between Subaccounts and from a Subaccount to the Fixed
Account. No exchanges may be made from the Fixed Account to the variable
Subaccounts. Transfers will be made using the variable payment unit values for
the Valuation Period during which any request is received by us.
o Proceeds Payment Options
THE LONGER THE GUARANTEED OR
PROJECTED PROCEEDS PAYMENT
OPTION PERIOD, THE LOWER THE
AMOUNT OF EACH PAYMENT.
NOTE: UNLESS YOU ELECT A PAYMENT OPTION WITH A GUARANTEED PERIOD OR OPTION
1, IT IS POSSIBLE ONLY ONE PAYMENT WOULD BE MADE UNDER THIS PAYMENT OPTION IF
THE PAYEE DIED BEFORE THE DUE DATE OF THE SECOND ANNUITY PAYMENT, ONLY TWO
ANNUITY PAYMENTS WOULD BE MADE IF THE PAYEE DIED BEFORE THE DUE DATE OF THE
THIRD ANNUITY PAYMENT, ETC. If variable payments are being made under Option 2
or 6 and do not involve life contingencies, then the Payee may elect to receive
the commuted value of any unpaid payments.
1) Proceeds Held on Deposit at Interest. While Proceeds remain on deposit, we
annually credit interest to the Proceeds. The interest may be paid to the
Payee or added to the amount on deposit.
2) Income of a Specified Amount. Proceeds are paid in monthly installments of a
specified amount over at least a 5 year period until Proceeds, with
interest, have been fully paid.
3) Income for a Specified Period. Periodic payments of Proceeds are paid for
the number of years chosen. If no other frequency is selected, payments will
be made monthly. Monthly incomes for each $1,000 of Proceeds, which include
interest, are shown in a table in the Policy.
4) Lifetime Income. Proceeds are paid as monthly income for as long as the
Payee lives. The amount of the monthly income annuity payment will be the
amount computed using either the Lifetime Monthly Income Table set forth in
the Policy (based on the 1983a Mortality Table and interest at 3%, adjusted
to age last birthday) or, if more favorable to the Payee, our then current
lifetime monthly income rates for payment of Proceeds. If a variable Payout
Option is chosen, all variable proceeds payments, other than the first
variable payment, will vary in amount according to the investment
performance of the applicable variable investment options.
Guarantees available:
Guaranteed Period - An amount of monthly income annuity payments is
determined that we guarantee to pay for a specified number of years, and
thereafter during the Payee's life.
Guaranteed Amount - An amount of monthly income annuity payment is
determined that we guarantee to pay until the sum of payments equals
the proceeds placed under the Option and as long after that as the
Payee lives.
5) Lump Sum. Proceeds are paid in one sum.
6) Alternative Schedule. We may be able to accommodate making proceeds payments
under other options, including joint and survivor periods. Contact us for
more information.
- -----------------------------------------------------------
TAX MATTERS
This discussion of federal income tax considerations relating to the Policy
is based upon our understanding of laws as they now exist and are currently
interpreted by the Internal Revenue Service ("IRS").
25
<PAGE>
o LIFE INSURANCE QUALIFICATION
TAX LAWS AFFECTING THE POLICY
ARE COMPLEX. TAX RESULTS MAY
VARY AMONG INDIVIDUAL USES OF
A POLICY. YOU ARE ENCOURAGED
TO SEEK INDEPENDENT TAX ADVICE
IN PURCHASING OR MAKING
ELECTIONS UNDER THE POLICY.
The Internal Revenue Code of 1986, as amended ("Code") defines a life
insurance contract for Federal income tax purposes. This definition can be met
if a life insurance contract satisfies either one of two tests set forth in that
section. The Code and proposed regulations do not directly address the manner in
which these tests should be applied to certain features of the Policy. Thus,
there is some uncertainty about the application of Section 7702 to the Policy.
Nevertheless, we believe the Policy qualifies as a life insurance contract
for federal tax purposes, so that:
o the death benefit should be fully excludable from the Beneficiary's gross
income; and
o you should not be considered in constructive receipt of the cash surrender
value, including any increases, unless and until it is distributed from the
Policy.
We reserve the right to make such changes in the Policy as we deem necessary
to assure it qualifies as a life insurance contract under the Code and continues
to provide the tax benefits of such qualification.
Modified Endowment Contracts. The Code establishes a class of life insurance
contracts designated as modified endowment contracts. Code rules governing
whether a Policy will be treated as a modified endowment contract are extremely
complex. In general, a Policy is a modified endowment contract if the
accumulated premium payments made at any time during the first seven Policy
years exceed the sum of the net level premium payments which would have been
paid on or before such time if the Policy provided for paid-up future benefits
after the payment of seven level annual premiums. A Policy may also become a
modified endowment contract after a material change. The determination of
whether a Policy is a modified endowment contract after a material change
generally depends upon the relationship of the Policy's death benefit and
Accumulation Value at the time of such change and the additional premium
payments made in the seven years following the material change. A Policy may
also become a modified endowment contract if the death benefit is reduced.
THIS POLICY'S FLEXIBILITY AND HOW YOU TAILOR IT TO MEET YOUR
NEEDS COULD CAUSE IT TO BE A MODIFIED ENDOWMENT CONTRACT. WE
RECOMMEND YOU CONSULT WITH A TAX ADVISER TO DETERMINE IF
DESIRED POLICY TRANSACTIONS MAY CAUSE SUCH TREATMENT. WHEN A
PREMIUM PAYMENT IS CREDITED WHICH WE BELIEVE CAUSES THE
POLICY TO BECOME A MODIFIED ENDOWMENT CONTRACT, WE WILL
NOTIFY YOU AND OFFER YOU THE OPPORTUNITY TO REQUEST A REFUND
OF THAT PREMIUM IN ORDER TO AVOID SUCH TREATMENT. YOU HAVE
30 DAYS AFTER RECEIVING SUCH A NOTICE TO REQUEST THE REFUND.
A Policy issued in exchange for a modified endowment contract is subject to
tax treatment as a modified endowment contract. However, we believe that a
Policy issued in exchange for a life insurance policy that is not a modified
endowment contract will generally not be treated as a modified endowment
contract if the death benefit of the Policy is greater than or equal to the
death benefit of the policy being exchanged. The payment of any premiums at the
time of or after the exchange may, however, cause the Policy to become a
modified endowment contract. You may, of course, choose to not make additional
payments in order to prevent a Policy from being treated as a modified endowment
contract.
o TAX TREATMENT OF LOANS and OTHER DISTRIBUTIONS
"Investment in the Policy" means:
o the aggregate amount of any premium payments or other consideration
paid for the Policy, minus
o the aggregate amount received under the Policy which is excluded from
gross income of the Owner (except that the amount of any loan from,
or secured by, a Policy that is a modified endowment contract, to the
extent such amount is excluded from gross income, will be
disregarded), plus
o the amount of any loan from, or secured by, a Policy that is a
modified endowment contract to the extent that such amount is
included in the Owner's gross income.
Depending on the circumstances, the exchange of a Policy, a change in the
Policy's death benefit Option, a policy loan, a withdrawal, a surrender, a
change in Ownership, or an assignment of the Policy may have federal income tax
consequences. In addition, federal, state and local transfer, and other tax
consequences of Ownership or receipt of distributions from a Policy depends on
the circumstances of each Owner or Beneficiary.
The tax consequences of distributions from, and loans taken from or secured
by, a Policy depend on whether the Policy is classified as a modified endowment
contract. Upon a surrender or lapse of the Policy or when benefits are paid at
the Policy's maturity date, if the amount received plus any loan amount exceeds
the total investment in the Policy, the excess will generally be treated as
ordinary income subject to tax, regardless of whether a Policy is or is not a
modified endowment contract.
26
<PAGE>
Distributions from Policies Classified as Modified Endowment Contracts are
subject to the following tax rules:
(1) All distributions, including upon surrender and partial withdrawal, are
treated as ordinary income subject to tax up to the amount equal to the excess
(if any) of the Accumulation Value immediately before the distribution over the
investment in the Policy (described below) at such time.
(2) Loans from or secured by the Policy are treated as distributions and
taxed accordingly.
(3) A 10% additional income tax is imposed on the portion of any
distribution from, or loan taken from or secured by, the Policy that is
included in income except where the distribution or loan is made on or
after the Owner attains age 59 1/2, is attributable to the Owner's becoming
disabled, or is part of a series of substantially equal periodic payments
for the life (or life expectancy) of the Owner or the joint lives (or joint
life expectancies) of the Owner and the Owner's beneficiary.
Distributions from Policies Not Classified as Modified Endowment Contracts
are generally treated as first recovering the "investment in the Policy" and
then, only after the return of all such "investment in the Policy," as
distributing taxable income. An exception to this general rule occurs in the
case of a decrease in the Policy's death benefit or any other change that
reduces benefits under the Policy in the first 9 years after the Policy is
issued and that results in a cash distribution to the Owner in order for the
Policy to continue complying with the Code's definition of life insurance. Such
a cash distribution will be taxed in whole or in part as ordinary income (to the
extent of any gain in the Policy) under rules prescribed in Section 7702 of the
Code.
Loans from, or secured by, a Policy that is not a modified endowment
contract are not treated as distributions. However, it is possible that loans in
effect beginning in the tenth Policy Year could be treated as distributions
rather than loans.
Neither distributions (including distributions upon surrender) nor loans
from, or secured by, a Policy that is not a modified endowment contract are
subject to the 10% additional income tax rule. If a Policy which is not a
modified endowment contract becomes a modified endowment contract, then any
distributions made from the Policy within two years prior to the change in such
status will become taxable in accordance with the modified endowment contract
rules discussed above.
o OTHER POLICY OWNER TAX MATTERS
Interest Paid on Policy Loans generally is not tax deductible.
Aggregation of Modified Endowment Contracts. Pre-death distribution
(including a loan, partial withdrawal, collateral assignment or full surrender)
from a Policy that is treated as a modified endowment contract may require a
special aggregation to determine the amount of income on the Policy. If we or
any of our affiliates issue to the same Policy Owner more than one modified
endowment contract within a calendar year, then for purposes of measuring the
income on the Policy with respect to a distribution from any of those policies,
the income for all those policies will be aggregated and attributed to that
distribution.
Federal and state estate, inheritance and other tax consequences of
ownership or receipt of proceeds under the Policy depend upon your or the
beneficiary's individual circumstances.
The Policy may continue after the Insured attains age 100. The tax
consequences associated with continuing a Policy beyond age 100 are unclear. A
tax advisor should be consulted on this issue.
Diversification Requirements. Code Section 817(h) requires investments of
the Variable Account to be "adequately diversified" in accordance with Treasury
Regulations for the Policy to qualify as a life insurance contract under the
Code. Our failure to comply with the diversification requirements could subject
you to immediate taxation on the incremental increases in Accumulation Value of
the Policy plus the cost of insurance protection for the year. However, we
believe the Policy complies fully with such requirements.
Owner control. The Treasury Department stated that it anticipates the
issuance of regulations or rulings prescribing the circumstances in which your
control of the investments of the Variable Account may cause you, rather than
us, to be treated as the owner of the assets in the Variable Account. To date,
no such regulations or guidance has been issued. If you are considered the owner
of the assets of the Variable Account, income and gains from the Account would
be included in your gross income.
The ownership rights under the Policy are similar to, but different in
certain respects from, those described by the IRS in rulings in which it
determined that the owners were not owners of separate account assets. For
example, you have additional flexibility in allocating Policy Premium and
Accumulation Values. These differences could result in you being treated as the
owner of a pro rata share of the assets of the Variable Account. In addition, we
do not know what standards will be set forth in the regulations or rulings which
the Treasury may issue. We therefore reserve the right to modify the Policy as
necessary to attempt to prevent you from being considered the owner of the
assets of the Variable Account.
Tax-advantaged arrangements. The Policy may be used in various arrangements,
including non-qualified deferred compensation or salary continuance plans, split
dollar insurance plans, executive bonus plans, tax exempt and nonexempt welfare
benefit plans, retiree medical benefit plans and others. The tax consequences of
such plans may vary depending on the particular facts and circumstances of each
individual arrangement. Therefore, if you are contemplating the use of the
Policy in any arrangement the value of which depends in part on its tax
consequences, you should be sure to consult a qualified tax advisor regarding
the tax attributes of the particular arrangement and the suitability of this
product for the arrangement. Moreover, in recent years, Congress has adopted new
rules relating to corporate owned life insurance. Any business contemplating the
purchase of a new life insurance contract or a change in an existing contract
should consult a tax advisor.
27
<PAGE>
- -----------------------------------------------------------
MISCELLANEOUS
o OUR MANAGEMENT
Directors*
Foggie, Samuel L. Banking and Finance Industry Executive
Hallett, Carol B. President, Air Transport Association of America
Heller, Jeffrey M. President & CEO, Electronic Data Systems
Osborne, Thomas W. University of Nebraska Foundation
Plunkett III, Hugh V. Attorney (Plunkett, Schwartz & Petersen)
Sampson, Richard J. Retired Group Insurance Executive of our Company
Straus, Oscar S. Investments; President, The Daniel and Florence
Guggenheim Foundation
Sturgeon, John A. President, Chief Operating Officer of our Company
Wayne, Michael A. Foundation and Cancer Institute Executive
Weekly, John W. Chairman of the Board and Chief Executive Officer of
our Company
Senior Officers*
John W. Weekly Chairman of the Board, Chief Executive Officer
John A. Sturgeon President, Chief Operating Officer
G. Ronald Ames Executive Vice President (Small Group and Information
Services)
Robert B. Bogart Executive Vice President (Human Resources)
Stephen R. Booma Executive Vice President (Managed Care)
Cecil D. Bykerk Executive Vice President (Chief Actuary)
James L. Hanson Executive Vice President (Information Services)
Kimberly S. Harm Executive Vice President (Customer Services)
Lawrence F. Harr Executive Vice President (Executive Counsel)
Randall C. Horn Executive Vice President (Group Insurance)
M. Jane Huerter Executive Vice President (Corporate Secretary; Corporate
Administration)
John L. Maginn Executive Vice President (Treasurer; Chief Investment
Officer)
William C. Mattox Executive Vice President (Federal Government Affairs)
Thomas J. McCusker Executive Vice President (General Counsel)
Tommie D. Thompson Executive Vice President (Corporate Comptroller)
*Business address for all directors and officers is Mutual of Omaha Plaza,
Omaha, Nebraska 68175.
o DISTRIBUTION OF THE POLICIES
Mutual of Omaha Investor Services, Inc. ("MOIS"), Mutual of Omaha Plaza,
Omaha, Nebraska 68175, is the principal underwriter of the Policy. Like us, MOIS
is an affiliate of Mutual of Omaha Insurance Company. MOIS is registered as a
broker-dealer with the SEC and is a member of the National Association of
Securities Dealers, Inc. ("NASD"). MOIS contracts with one or more registered
broker-dealers ("Distributors") to offer and sell the Policy. All persons
selling the Policy will be registered representatives of the Distributors, and
will also be licensed as insurance agents to sell variable life insurance.
Commissions paid to Distributors may be up to 8 1/4% of the Premium paid. We
may also pay other distribution expenses such as production incentive bonuses,
including non-cash awards. These distribution expenses do not result in any
additional charges under the Policies that are not described under the "Charges
and Fees" section of this prospectus.
o VOTING RIGHTS
As required by law, we will vote Series Fund shares held by the Variable
Account at regular and special shareholder meetings of the Series Funds pursuant
to instructions received from persons having voting interests in the portfolios.
If, however, applicable law or regulation or interpretation of them is amended,
and as a result we may vote Series Fund shares in our own right, we may do so.
28
<PAGE>
The Series Funds may not hold routine annual Shareholder meetings.
As a Policy Owner, you have a voting interest in the Portfolios you are
invested in. The number of votes that you may instruct for a particular
Subaccount is determined by dividing your Accumulation Value in the Subaccount
by the net asset value per share of the corresponding Series Fund Portfolio.
Fractional shares are counted. You will receive proxy material, reports, and
other materials relating to the appropriate Portfolio in which you have voting
interests.
o YEAR 2000 ISSUES
Like all financial services providers, we use systems affected by Year 2000
transition issues and rely upon service providers, including investment
managers, whose own systems may also be affected. We are implementing a Year
2000 transition plan, and are confirming that our service providers are also
doing so. The resources that are being devoted to this effort are substantial.
It is difficult to predict with precision whether the amount of resources
ultimately devoted, or the outcome of these efforts, will have any negative
impact on us. However, as of the date of this prospectus, we do not believe Year
2000 transition implementation will harm purchasers of Policies, or our Policy
administration efforts.
o STATE REGULATION
We are subject to the insurance laws and regulations of all jurisdictions
where we are authorized to do business. The Policy has been approved by the
Insurance Department of the State of Nebraska and other jurisdictions.
We submit annual statements of our operations, including financial
statements, to the insurance departments of the various jurisdictions in which
we do business, for the purpose of determining solvency and compliance with
local insurance laws and regulations.
o LEGAL PROCEEDINGS
As of the date of this Prospectus, there are no legal proceedings affecting
the Variable Account, or that is material in relation to our total assets.
o INDEPENDENT AUDITORS
Our Financial Statements for the two years ended December 31, 1998, and of
United of Omaha Separate Account B for the year ended December 31, 1998 and for
the period from August 13, 1997 (inception) to December 31, 1997 included in
this Registration Statement have been audited by Deloitte & Touche LLP,
independent auditors, Omaha, Nebraska, as stated in their reports appearing
herein. The financial statements of United of Omaha Life Insurance Company
should be considered only as bearing on the ability of United of Omaha to meet
its obligations under the Policies. They should not be considered as bearing on
the investment performance of the assets held in the Variable Account.
o REPORTS TO YOU
We will send you a statement at least annually showing your Policy's death
benefit, Accumulation Value and any outstanding Policy loan balance. We will
also confirm Policy loans, Subaccount transfers, lapses, surrenders and other
Policy transactions as they occur. If you have Accumulation Value in the
Variable Account you will receive such additional periodic reports as may be
required by the SEC.
DO YOU HAVE QUESTIONS?
If you have questions about your Policy or this prospectus,
you may contact your agent or broker who gave this
prospectus to you, or you may contact us at: United of Omaha,
Variable Product Service, P.O. Box 8430, Omaha, Nebraska
68108-0430. Telephone 1-800-238-9354.
29
<PAGE>
- -----------------------------------------------------------
ILLUSTRATIONS
DEATH BENEFITS, CASH SURRENDER VALUE AND ACCUMULATED PREMIUMS
The tables in this Section illustrate how the Policy operates: how the Death
Benefit, Cash Surrender Value, and Accumulation Value could vary over an
extended period of time assuming hypothetical gross rates of return (i.e.
investment income and capital gains and losses, realized or unrealized) for the
Variable Account equal to constant after-tax annual rates of 0%, 6%, and 12%.
The tables are illustrated for this Policy based on Specified Amount of life
insurance coverage of $250,000 and $500,000 for a male age 35, 45 and 55. The
Illustrations are for preferred and non-preferred rate classes. The tables
reflect the 0.70% risk charge for Policy Years 1-10 (0.55% in years 11+)
deducted from Variable Account assets, the monthly $7 administrative charge, the
$2.00 premium processing charge, the deduction of 3.75% of premium payments for
state (where permitted) and federal taxes and the current cost of insurance
charge. The tables also include Accumulation Values, Cash Surrender Values and
Death Benefit amounts that reflect a 0.70% risk charge for Policy Years 1-10
(0.55% in Policy Years 11+), the maximum risk charge the company is
contractually entitled to assess under the Policy as well as a cost of insurance
charge based upon the guaranteed cost of insurance charge. These tables may
assist in comparison of Death Benefits, Cash Surrender Values and Accumulation
Values with those under other variable life insurance policies that may be
issued by us or other companies.
These tables assume no riders are attached to the base policy illustrated.
Death Benefits, Cash Surrender Values, and Accumulation Values for a Policy
would be different from the amounts shown if the actual gross rates of return
averaged 0%, 6% or 12%, but varied above and below that average for the period,
if the initial premium was paid in another amount, if additional payments were
made, or if any Policy loan or partial withdrawal was made during the period of
time illustrated. They would also be different depending on the allocation of
Accumulation Value among the Variable Account's Subaccounts, if the actual gross
rates of return averaged 0%, 6% or 12%, but varied above and below that average
for the period.
The amounts for the Death Benefit, Cash Surrender Value, and Accumulation
Value shown in the tables reflect the fact that a risk charge, administrative
charge, and a charge for the cost of insurance are deducted from the
Accumulation Value on each Monthly Deduction Date. The Cash Surrender Values
shown in the tables reflect the fact that a Surrender Charge is deducted from
the Accumulation Value upon surrender or lapse during the first 9-12 Policy
years, depending on issue age. The amounts shown in the tables also take into
account an average daily charge equal to an annual charge 0.93% of the average
daily net assets of the Series Funds for the investment advisory fees and
operating expenses incurred by the Series Funds The gross annual investment
return rates of 0%, 6%, and 12% on the Fund's assets are equal to net annual
investment return rates of -0.93%, 5.07%, 11.07%, respectively.
The hypothetical rates of return shown in the tables do not reflect any tax
charges attributable to the Variable Account, since no such charges are
currently made. If any such charges are imposed in the future, the gross annual
rate of return would have to exceed the rates shown by an amount sufficient to
cover the tax charges, in order to produce the Death Benefits, Cash Surrender
Values and Accumulation Values illustrated.
The second column of each table shows the amount which would accumulate if
an amount equal to the annual premium required to keep the Policy in force were
invested to earn interest, after taxes, of 5% per year, compounded annually.
Upon request, we will provide a comparable illustration based upon the
proposed Insured's actual age, sex and underwriting classification, the
specified amount, the proposed amount and frequency of premium payments and any
available riders requested.
30
<PAGE>
<TABLE>
<CAPTION>
United of Omaha Life Insurance Company
Flexible Premium Variable Life Insurance
HYPOTHETICAL ILLUSTRATION
ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0% (-0.93NET)
Male issue age 45
Preferred Nontobacco Class
Initial Specified Amount $250,000
Annual Planned Premium $3,120
Current Charges * Guaranteed Charges **
----------------------------- -----------------------------------
Premiums
End of Accumulated Accumu- Cash Accumu- Cash
Contract at 5% Interest lation Surrender Death lation Surrender Death
Year Per Year Value Value Benefit Value Value Benefit
<S> <C> <C> <C> <C> <C> <C> <C>
1 3,276 2,281 0 250,000 2,022 0 250,000
2 6,716 4,482 0 250,000 3,951 0 250,000
3 10,328 6,604 604 250,000 5,782 0 250,000
4 14,120 8,642 2,642 250,000 7,512 1,512 250,000
5 18,102 10,593 4,593 250,000 9,135 3,135 250,000
6 22,283 12,461 7,211 250,000 10,642 5,392 250,000
7 26,673 14,230 9,730 250,000 12,022 7,522 250,000
8 31,283 15,890 12,140 250,000 13,260 9,510 250,000
9 36,123 17,433 14,433 250,000 14,341 11,341 250,000
10 41,205 18,848 16,598 250,000 15,251 13,001 250,000
11 46,541 20,638 19,138 250,000 16,001 14,501 250,000
12 52,145 22,325 21,575 250,000 16,551 15,801 250,000
13 58,028 23,928 23,928 250,000 16,893 16,893 250,000
14 64,205 25,421 25,421 250,000 17,004 17,004 250,000
15 70,691 26,795 26,795 250,000 16,859 16,859 250,000
16 77,502 28,041 28,041 250,000 16,427 16,427 250,000
17 84,653 29,147 29,147 250,000 15,676 15,676 250,000
18 92,162 30,065 30,065 250,000 14,555 14,555 250,000
19 100,046 30,807 30,807 250,000 13,010 13,010 250,000
20 108,324 31,358 31,358 250,000 10,987 10,987 250,000
25 156,354 31,158 31,158 250,000 0 0 250,000
35 295,889 5,171 5,171 250,000 0 0 250,000
</TABLE>
* These values reflect investment results using current cost of insurance rates
and expense charges.
** These values reflect investment results using guaranteed cost of insurance
rates and expense charges.
The hypothetical investment results shown above and elsewhere in this prospectus
are illustrative only and should not be deemed a representation of past or
future investment results. Actual investment results may be more or less than
those shown and will depend on a number of different factors, including the
investment allocations by the owner and different investment rates of return for
the Portfolios. The Death Benefit, Accumulation Value and Cash Surrender Value
for a Policy would be different from those shown if the actual investment rates
of return averaged the rates shown above over a period of years, but fluctuated
above or below those averages from individual Policy years. Theses values would
also be different if any Policy loan or partial withdrawal were made during the
period. No representation can be made that these assumed investment rates of
return can be achieved for any one year or sustained over any period of time.
31
<PAGE>
<TABLE>
<CAPTION>
United of Omaha Life Insurance Company
Flexible Premium Variable Life Insurance
HYPOTHETICAL ILLUSTRATION
ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6% (5.07% NET)
Male issue age 45 Preferred Nontobacco Class
Initial Specified Amount $250,000
Annual Planned Premium $3,120
Current Charges * Guaranteed Charges **
--------------------------- ------------------------------------
Premiums
End of Accumulated Accumu- Cash Accumu- Cash
Contract at 5% Interest lation Surrender Death lation Surrender Death
Year Per Year Value Value Benefit Value Value Benefit
<S> <C> <C> <C> <C> <C> <C> <C>
1 3,276 2,438 0 250,000 2,171 0 250,000
2 6,716 4,939 0 250,000 4,374 0 250,000
3 10,328 7,503 1,503 250,000 6,606 606 250,000
4 14,120 10,130 4,130 250,000 8,863 2,863 250,000
5 18,102 12,818 6,818 250,000 11,141 5,141 250,000
6 22,283 15,572 10,322 250,000 13,428 8,178 250,000
7 26,673 18,379 13,879 250,000 15,714 11,214 250,000
8 31,283 21,232 17,482 250,000 17,985 14,235 250,000
9 36,123 24,123 21,123 250,000 20,222 17,222 250,000
10 41,205 27,044 24,794 250,000 22,411 20,161 250,000
11 46,541 30,509 29,009 250,000 24,573 23,073 250,000
12 52,145 34,063 33,313 250,000 26,658 25,908 250,000
13 58,028 37,726 37,726 250,000 28,655 28,655 250,000
14 64,205 41,480 41,480 250,000 30,539 30,539 250,000
15 70,691 45,322 45,322 250,000 32,281 32,281 250,000
16 77,502 49,249 49,249 250,000 33,848 33,848 250,000
17 84,653 53,257 53,257 250,000 35,203 35,203 250,000
18 92,162 57,309 57,309 250,000 36,292 36,292 250,000
19 100,046 61,421 61,421 250,000 37,054 37,054 250,000
20 108,324 65,587 65,587 250,000 37,429 37,429 250,000
25 156,354 87,489 87,489 250,000 30,905 30,905 250,000
35 295,889 135,917 135,917 250,000 0 0 250,000
</TABLE>
* These values reflect investment results using current cost of insurance rates
and expense charges.
** These values reflect investment results using guaranteed cost of insurance
rates and expense charges.
The hypothetical investment results shown above and elsewhere in this prospectus
are illustrative only and should not be deemed a representation of past or
future investment results. Actual investment results may be more or less than
those shown and will depend on a number of different factors, including the
investment allocations by the owner and different investment rates of return for
the Portfolios. The Death Benefit, Accumulation Value and Cash Surrender Value
for a Policy would be different from those shown if the actual investment rates
of return averaged the rates shown above over a period of years, but fluctuated
above or below those averages from individual Policy years. Theses values would
also be different if any Policy loan or partial withdrawal were made during the
period. No representation can be made that these assumed investment rates of
return can be achieved for any one year or sustained over any period of time.
32
<PAGE>
<TABLE>
<CAPTION>
United of Omaha Life Insurance Company
Flexible Premium Variable Life Insurance
HYPOTHETICAL ILLUSTRATION
ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12% (11.07% NET)
Male issue age 45 Preferred Nontobacco Class
Initial Specified Amount $250,000
Annual Planned Premium $3,120
Current Charges * Guaranteed Charges **
----------------------------- -----------------------------------
Premiums
End of Accumulated Accumu- Cash Accumu- Cash
Contract at 5% Interest lation Surrender Death lation Surrender Death
Year Per Year Value Value Benefit Value Value Benefit
<S> <C> <C> <C> <C> <C> <C> <C>
1 3,276 2,595 0 250,000 2,321 0 250,000
2 6,716 5,415 0 250,000 4,817 0 250,000
3 10,328 8,479 2,479 250,000 7,503 1,503 250,000
4 14,120 11,811 5,811 250,000 10,395 4,395 250,000
5 18,102 15,434 9,434 250,000 13,507 7,507 250,000
6 22,283 19,383 14,133 250,000 16,856 11,606 250,000
7 26,673 23,677 19,177 250,000 20,453 15,953 250,000
8 31,283 28,343 24,593 250,000 24,314 20,564 250,000
9 36,123 33,413 30,413 250,000 28,453 25,453 250,000
10 41,205 38,924 36,674 250,000 32,890 30,640 250,000
11 46,541 45,447 43,947 250,000 37,704 36,204 250,000
12 52,145 52,602 51,852 250,000 42,881 42,131 250,000
13 58,028 60,476 60,476 250,000 48,459 48,459 250,000
14 64,205 69,128 69,128 250,000 54,475 54,475 250,000
15 70,691 78,643 78,643 250,000 60,968 60,968 250,000
16 77,502 89,116 89,116 250,000 67,984 67,984 250,000
17 84,653 100,653 100,653 250,000 75,579 75,579 250,000
18 92,162 113,354 113,354 250,000 83,806 83,806 250,000
19 100,046 127,376 127,376 250,000 92,734 92,734 250,000
20 108,324 142,881 142,881 250,000 102,454 102,454 250,000
25 156,354 250,171 250,171 290,198 167,969 167,969 250,000
35 295,889 717,756 717,756 753,644 479,028 479,028 502,979
</TABLE>
* These values reflect investment results using current cost of insurance rates
and expense charges.
** These values reflect investment results using guaranteed cost of insurance
rates and expense charges.
The hypothetical investment results shown above and elsewhere in this prospectus
are illustrative only and should not be deemed a representation of past or
future investment results. Actual investment results may be more or less than
those shown and will depend on a number of different factors, including the
investment allocations by the owner and different investment rates of return for
the Portfolios. The Death Benefit, Accumulation Value and Cash Surrender Value
for a Policy would be different from those shown if the actual investment rates
of return averaged the rates shown above over a period of years, but fluctuated
above or below those averages from individual Policy years. Theses values would
also be different if any Policy loan or partial withdrawal were made during the
period. No representation can be made that these assumed investment rates of
return can be achieved for any one year or sustained over any period of time.
33
<PAGE>
<TABLE>
<CAPTION>
United of Omaha Life Insurance Company
Flexible Premium Variable Life Insurance
HYPOTHETICAL ILLUSTRATION
ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0% (-0.93% NET)
Male issue age 55 Preferred Nontobacco Class
Initial Specified Amount $250,000
Annual Planned Premium $5,220
Current Charges * Guaranteed Charges **
----------------------------- -----------------------------------
Premiums
End of Accumulated Accumu- Cash Accumu- Cash
Contract at 5% Interest lation Surrender Death lation Surrender Death
Year Per Year Value Value Benefit Value Value Benefit
<S> <C> <C> <C> <C> <C> <C> <C>
1 5,481 3,688 0 250,000 2,852 0 250,000
2 11,236 7,216 0 250,000 5,478 0 250,000
3 17,279 10,601 351 250,000 7,871 0 250,000
4 23,624 13,816 3,566 250,000 10,014 0 250,000
5 30,286 16,852 6,602 250,000 11,883 1,633 250,000
6 37,281 19,697 11,697 250,000 13,455 5,455 250,000
7 44,626 22,338 16,338 250,000 14,700 8,700 250,000
8 52,339 24,724 20,724 250,000 15,575 11,575 250,000
9 60,437 26,863 24,863 250,000 16,033 14,033 250,000
10 68,939 28,734 28,734 250,000 16,029 16,029 250,000
11 77,867 31,057 31,057 250,000 15,546 15,546 250,000
12 87,242 33,192 33,192 250,000 14,507 14,507 250,000
13 97,085 35,188 35,188 250,000 12,863 12,863 250,000
14 107,420 36,994 36,994 250,000 10,546 10,546 250,000
15 118,272 38,597 38,597 250,000 7,460 7,460 250,000
16 129,667 39,981 39,981 250,000 3,476 3,476 250,000
17 141,631 41,047 41,047 250,000 0 0 250,000
18 154,194 41,752 41,752 250,000 0 0 250,000
19 167,384 42,048 42,048 250,000 0 0 250,000
20 181,234 41,894 41,894 250,000 0 0 250,000
25 261,592 34,674 34,674 250,000 0 0 250,000
35 495,046 0 0 0 0 0 0
</TABLE>
* These values reflect investment results using current cost of insurance rates
and expense charges.
** These values reflect investment results using guaranteed cost of insurance
rates and expense charges.
The hypothetical investment results shown above and elsewhere in this prospectus
are illustrative only and should not be deemed a representation of past or
future investment results. Actual investment results may be more or less than
those shown and will depend on a number of different factors, including the
investment allocations by the owner and different investment rates of return for
the Portfolios. The Death Benefit, Accumulation Value and Cash Surrender Value
for a Policy would be different from those shown if the actual investment rates
of return averaged the rates shown above over a period of years, but fluctuated
above or below those averages from individual Policy years. Theses values would
also be different if any Policy loan or partial withdrawal were made during the
period. No representation can be made that these assumed investment rates of
return can be achieved for any one year or sustained over any period of time.
34
<PAGE>
<TABLE>
<CAPTION>
United of Omaha Life Insurance Company
Flexible Premium Variable Life Insurance
HYPOTHETICAL ILLUSTRATION
ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6% (5.07% NET)
Male issue age 55 Preferred Nontobacco Class
Initial Specified Amount $250,000
Annual Planned Premium $5,220
Current Charges * Guaranteed Charges **
----------------------------- -----------------------------------
Premiums
End of Accumulated Accumu- Cash Accumu- Cash
Contract at 5% Interest lation Surrender Death lation Surrender Death
Year Per Year Value Value Benefit Value Value Benefit
<S> <C> <C> <C> <C> <C> <C> <C>
1 5,481 3,947 0 250,000 3,085 0 250,000
2 11,236 7,964 0 250,000 6,120 0 250,000
3 17,279 12,070 1,820 250,000 9,096 0 250,000
4 23,624 16,243 5,993 250,000 11,992 1,742 250,000
5 30,286 20,473 10,223 250,000 14,778 4,528 250,000
6 37,281 24,752 16,752 250,000 17,426 9,426 250,000
7 44,626 29,071 23,071 250,000 19,900 13,900 250,000
8 52,339 33,383 29,383 250,000 22,149 18,149 250,000
9 60,437 37,696 35,696 250,000 24,117 22,117 250,000
10 68,939 41,994 41,994 250,000 25,749 25,749 250,000
11 77,867 47,002 47,002 250,000 27,030 27,030 250,000
12 87,242 52,118 52,118 250,000 27,861 27,861 250,000
13 97,085 57,401 57,401 250,000 28,173 28,173 250,000
14 107,420 62,815 62,815 250,000 27,880 27,880 250,000
15 118,272 68,365 68,365 250,000 26,867 26,867 250,000
16 129,667 74,050 74,050 250,000 24,976 24,976 250,000
17 141,631 79,806 79,806 250,000 22,006 22,006 250,000
18 154,194 85,616 85,616 250,000 17,694 17,694 250,000
19 167,384 91,465 91,465 250,000 11,728 11,728 250,000
20 181,234 97,348 97,348 250,000 3,754 3,754 250,000
25 261,592 128,870 128,870 250,000 0 0 250,000
35 495,046 209,785 209,785 250,000 0 0 0
</TABLE>
* These values reflect investment results using current cost of insurance rates
and expense charges.
** These values reflect investment results using guaranteed cost of insurance
rates and expense charges.
The hypothetical investment results shown above and elsewhere in this prospectus
are illustrative only and should not be deemed a representation of past or
future investment results. Actual investment results may be more or less than
those shown and will depend on a number of different factors, including the
investment allocations by the owner and different investment rates of return for
the Portfolios. The Death Benefit, Accumulation Value and Cash Surrender Value
for a Policy would be different from those shown if the actual investment rates
of return averaged the rates shown above over a period of years, but fluctuated
above or below those averages from individual Policy years. Theses values would
also be different if any Policy loan or partial withdrawal were made during the
period. No representation can be made that these assumed investment rates of
return can be achieved for any one year or sustained over any period of time.
35
<PAGE>
<TABLE>
<CAPTION>
United of Omaha Life Insurance Company
Flexible Premium Variable Life Insurance
HYPOTHETICAL ILLUSTRATION
ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12% (11.07% NET)
Male issue age 55 Preferred Nontobacco Class
Initial Specified Amount $250,000
Annual Planned Premium $5,220
Current Charges * Guaranteed Charges **
----------------------------- -----------------------------------
Premiums
End of Accumulated Accumu- Cash Accumu- Cash
Contract at 5% Interest lation Surrender Death lation Surrender Death
Year Per Year Value Value Benefit Value Value Benefit
<S> <C> <C> <C> <C> <C> <C> <C>
1 5,481 4,207 0 250,000 3,318 0 250,000
2 11,236 8,745 0 250,000 6,793 0 250,000
3 17,279 13,667 3,417 250,000 10,435 185 250,000
4 23,624 18,986 8,736 250,000 14,245 3,995 250,000
5 30,286 24,738 14,488 250,000 18,221 7,971 250,000
6 37,281 30,960 22,960 250,000 22,361 14,361 250,000
7 44,626 37,696 31,696 250,000 26,661 20,661 250,000
8 52,339 44,959 40,959 250,000 31,104 27,104 250,000
9 60,437 52,825 50,825 250,000 35,676 33,676 250,000
10 68,939 61,356 61,356 250,000 40,364 40,364 250,000
11 77,867 71,353 71,353 250,000 45,233 45,233 250,000
12 87,242 82,354 82,354 250,000 50,228 50,228 250,000
13 97,085 94,533 94,533 250,000 55,355 55,355 250,000
14 107,420 108,002 108,002 250,000 60,614 60,614 250,000
15 118,272 122,928 122,928 250,000 65,995 65,995 250,000
16 129,667 139,503 139,503 250,000 71,474 71,474 250,000
17 141,631 157,909 157,909 250,000 77,015 77,015 250,000
18 154,194 178,410 178,410 250,000 82,565 82,565 250,000
19 167,384 201,328 201,328 250,000 88,073 88,073 250,000
20 181,234 227,057 227,057 250,000 93,507 93,507 250,000
25 261,592 404,297 404,297 424,512 119,586 119,586 250,000
35 495,046 1,150,764 1,150,764 1,208,302 150,413 150,413 250,000
</TABLE>
* These values reflect investment results using current cost of insurance rates
and expense charges.
** These values reflect investment results using guaranteed cost of insurance
rates and expense charges.
The hypothetical investment results shown above and elsewhere in this prospectus
are illustrative only and should not be deemed a representation of past or
future investment results. Actual investment results may be more or less than
those shown and will depend on a number of different factors, including the
investment allocations by the owner and different investment rates of return for
the Portfolios. The Death Benefit, Accumulation Value and Cash Surrender Value
for a Policy would be different from those shown if the actual investment rates
of return averaged the rates shown above over a period of years, but fluctuated
above or below those averages from individual Policy years. Theses values would
also be different if any Policy loan or partial withdrawal were made during the
period. No representation can be made that these assumed investment rates of
return can be achieved for any one year or sustained over any period of time.
36
<PAGE>
<TABLE>
C
United of Omaha Life Insurance Company
Flexible Premium Variable Life Insurance
HYPOTHETICAL ILLUSTRATION
ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0% (-0.93% NET)
Female issue age 45 Preferred Nontobacco Class
Initial Specified Amount $250,000
Annual Planned Premium $2,500
Current Charges * Guaranteed Charges **
----------------------------- -----------------------------------
Premiums
End of Accumulated Accumu- Cash Accumu- Cash
Contract at 5% Interest lation Surrender Death lation Surrender Death
Year Per Year Value Value Benefit Value Value Benefit
<S> <C> <C> <C> <C> <C> <C> <C>
1 2,625 1,748 0 250,000 1,522 0 250,000
2 5,381 3,436 0 250,000 2,972 0 250,000
3 8,275 5,060 60 250,000 4,348 0 250,000
4 11,314 6,621 1,621 250,000 5,648 648 250,000
5 14,505 8,115 3,115 250,000 6,866 1,866 250,000
6 17,855 9,547 5,297 250,000 7,998 3,748 250,000
7 21,373 10,903 7,153 250,000 9,038 5,288 250,000
8 25,066 12,177 9,177 250,000 9,975 6,975 250,000
9 28,945 13,366 10,866 250,000 10,802 8,302 250,000
10 33,017 14,463 12,713 250,000 11,519 9,769 250,000
11 37,293 15,894 14,644 250,000 12,139 10,889 250,000
12 41,782 17,253 16,753 250,000 12,646 12,146 250,000
13 46,497 18,541 18,541 250,000 13,043 13,043 250,000
14 51,446 19,754 19,754 250,000 13,332 13,332 250,000
15 56,644 20,888 20,888 250,000 13,499 13,499 250,000
16 62,101 21,939 21,939 250,000 13,525 13,525 250,000
17 67,831 22,885 22,885 250,000 13,376 13,376 250,000
18 73,848 23,715 23,715 250,000 13,013 13,013 250,000
19 80,165 24,418 24,418 250,000 12,385 12,385 250,000
20 86,798 24,983 24,983 250,000 11,459 11,459 250,000
25 125,284 25,825 25,825 250,000 1,649 1,649 250,000
35 237,091 10,137 10,137 250,000 0 0 250,000
</TABLE>
* These values reflect investment results using current cost of insurance rates
and expense charges.
** These values reflect investment results using guaranteed cost of insurance
rates and expense charges.
The hypothetical investment results shown above and elsewhere in this prospectus
are illustrative only and should not be deemed a representation of past or
future investment results. Actual investment results may be more or less than
those shown and will depend on a number of different factors, including the
investment allocations by the owner and different investment rates of return for
the Portfolios. The Death Benefit, Accumulation Value and Cash Surrender Value
for a Policy would be different from those shown if the actual investment rates
of return averaged the rates shown above over a period of years, but fluctuated
above or below those averages from individual Policy years. Theses values would
also be different if any Policy loan or partial withdrawal were made during the
period. No representation can be made that these assumed investment rates of
return can be achieved for any one year or sustained over any period of time.
37
<PAGE>
<TABLE>
C
United of Omaha Life Insurance Company
Flexible Premium Variable Life Insurance
HYPOTHETICAL ILLUSTRATION
ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6% (5.07% NET)
Female issue age 45 Preferred Nontobacco Class
Initial Specified Amount $250,000
Annual Planned Premium $2,500
Current Charges * Guaranteed Charges **
----------------------------- -----------------------------------
Premiums
End of Accumulated Accumu- Cash Accumu- Cash
Contract at 5% Interest lation Surrender Death lation Surrender Death
Year Per Year Value Value Benefit Value Value Benefit
<S> <C> <C> <C> <C> <C> <C> <C>
1 2,625 1,872 0 250,000 1,638 0 250,000
2 5,381 3,791 0 250,000 3,299 0 250,000
3 8,275 5,759 759 250,000 4,981 0 250,000
4 11,314 7,773 2,773 250,000 6,681 1,681 250,000
5 14,505 9,835 4,835 250,000 8,395 3,395 250,000
6 17,855 11,948 7,698 250,000 10,117 5,867 250,000
7 21,373 14,101 10,351 250,000 11,842 8,092 250,000
8 25,066 16,290 13,290 250,000 13,557 10,557 250,000
9 28,945 18,513 16,013 250,000 15,255 12,755 250,000
10 33,017 20,763 19,013 250,000 16,933 15,183 250,000
11 37,293 23,479 22,229 250,000 18,615 17,365 250,000
12 41,782 26,271 25,771 250,000 20,275 19,775 250,000
13 46,497 29,143 29,143 250,000 21,916 21,916 250,000
14 51,446 32,095 32,095 250,000 23,539 23,539 250,000
15 56,644 35,126 35,126 250,000 25,131 25,131 250,000
16 62,101 38,237 38,237 250,000 26,670 26,670 250,000
17 67,831 41,413 41,413 250,000 28,124 28,124 250,000
18 73,848 44,647 44,647 250,000 29,449 29,449 250,000
19 80,165 47,931 47,931 250,000 30,595 30,595 250,000
20 86,798 51,262 51,262 250,000 31,520 31,520 250,000
25 125,284 68,867 68,867 250,000 31,840 31,840 250,000
35 237,091 106,430 106,430 250,000 0 0 250,000
</TABLE>
* These values reflect investment results using current cost of insurance rates
and expense charges.
** These values reflect investment results using guaranteed cost of insurance
rates and expense charges.
The hypothetical investment results shown above and elsewhere in this prospectus
are illustrative only and should not be deemed a representation of past or
future investment results. Actual investment results may be more or less than
those shown and will depend on a number of different factors, including the
investment allocations by the owner and different investment rates of return for
the Portfolios. The Death Benefit, Accumulation Value and Cash Surrender Value
for a Policy would be different from those shown if the actual investment rates
of return averaged the rates shown above over a period of years, but fluctuated
above or below those averages from individual Policy years. Theses values would
also be different if any Policy loan or partial withdrawal were made during the
period. No representation can be made that these assumed investment rates of
return can be achieved for any one year or sustained over any period of time.
38
<PAGE>
<TABLE>
<CAPTION>
United of Omaha Life Insurance Company
Flexible Premium Variable Life Insurance
HYPOTHETICAL ILLUSTRATION
ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12% (11.07% NET)
Female issue age 45 Preferred Nontobacco Class
Initial Specified Amount $250,000
Annual Planned Premium $2,500
Current Charges * Guaranteed Charges **
----------------------------- -----------------------------------
Premiums
End of Accumulated Accumu- Cash Accumu- Cash
Contract at 5% Interest lation Surrender Death lation Surrender Death
Year Per Year Value Value Benefit Value Value Benefit
<S> <C> <C> <C> <C> <C> <C> <C>
1 2,625 1,996 0 250,000 1,755 0 250,000
2 5,381 4,163 0 250,000 3,641 0 250,000
3 8,275 6,517 1,517 250,000 5,669 669 250,000
4 11,314 9,076 4,076 250,000 7,853 2,853 250,000
5 14,505 11,858 6,858 250,000 10,202 5,202 250,000
6 17,855 14,891 10,641 250,000 12,728 8,478 250,000
7 21,373 18,188 14,438 250,000 15,444 11,694 250,000
8 25,066 21,770 18,770 250,000 18,361 15,361 250,000
9 28,945 25,665 23,165 250,000 21,492 18,992 250,000
10 33,017 29,900 28,150 250,000 24,862 23,112 250,000
11 37,293 34,961 33,711 250,000 28,537 27,287 250,000
12 41,782 40,515 40,015 250,000 32,516 32,016 250,000
13 46,497 46,616 46,616 250,000 36,840 36,840 250,000
14 51,446 53,322 53,322 250,000 41,550 41,550 250,000
15 56,644 60,697 60,697 250,000 46,683 46,683 250,000
16 62,101 68,813 68,813 250,000 52,272 52,272 250,000
17 67,831 77,738 77,738 250,000 58,348 58,348 250,000
18 73,848 87,558 87,558 250,000 64,942 64,942 250,000
19 80,165 98,370 98,370 250,000 72,086 72,086 250,000
20 86,798 110,290 110,290 250,000 79,835 79,835 250,000
25 125,284 192,004 192,004 250,000 131,039 131,039 250,000
35 237,091 554,625 554,625 582,357 367,786 367,786 386,175
</TABLE>
* These values reflect investment results using current cost of insurance rates
and expense charges.
** These values reflect investment results using guaranteed cost of insurance
rates and expense charges.
The hypothetical investment results shown above and elsewhere in this prospectus
are illustrative only and should not be deemed a representation of past or
future investment results. Actual investment results may be more or less than
those shown and will depend on a number of different factors, including the
investment allocations by the owner and different investment rates of return for
the Portfolios. The Death Benefit, Accumulation Value and Cash Surrender Value
for a Policy would be different from those shown if the actual investment rates
of return averaged the rates shown above over a period of years, but fluctuated
above or below those averages from individual Policy years. Theses values would
also be different if any Policy loan or partial withdrawal were made during the
period. No representation can be made that these assumed investment rates of
return can be achieved for any one year or sustained over any period of time.
39
<PAGE>
<TABLE>
<CAPTION>
United of Omaha Life Insurance Company
Flexible Premium Variable Life Insurance
HYPOTHETICAL ILLUSTRATION
ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0% (-0.93% NET)
Male issue age 45 Nonpreferred Nontobacco Class
Initial Specified Amount $250,000
Annual Planned Premium $3,120
Current Charges * Guaranteed Charges **
----------------------------- -----------------------------------
Premiums
End of Accumulated Accumu- Cash Accumu- Cash
Contract at 5% Interest lation Surrender Death lation Surrender Death
Year Per Year Value Value Benefit Value Value Benefit
<S> <C> <C> <C> <C> <C> <C> <C>
1 3,276 2,202 0 250,000 2,022 0 250,000
2 6,716 4,322 0 250,000 3,951 0 250,000
3 10,328 6,355 355 250,000 5,782 0 250,000
4 14,120 8,300 2,300 250,000 7,512 1,512 250,000
5 18,102 10,153 4,153 250,000 9,135 3,135 250,000
6 22,283 11,906 6,656 250,000 10,642 5,392 250,000
7 26,673 13,549 9,049 250,000 12,022 7,522 250,000
8 31,283 15,072 11,322 250,000 13,260 9,510 250,000
9 36,123 16,468 13,468 250,000 14,341 11,341 250,000
10 41,205 17,719 15,469 250,000 15,251 13,001 250,000
11 46,541 19,240 17,740 250,000 16,001 14,501 250,000
12 52,145 20,639 19,889 250,000 16,551 15,801 250,000
13 58,028 21,915 21,915 250,000 16,893 16,893 250,000
14 64,205 23,059 23,059 250,000 17,004 17,004 250,000
15 70,691 24,058 24,058 250,000 16,859 16,859 250,000
16 77,502 24,902 24,902 250,000 16,427 16,427 250,000
17 84,653 25,548 25,548 250,000 15,676 15,676 250,000
18 92,162 25,968 25,968 250,000 14,555 14,555 250,000
19 100,046 26,133 26,133 250,000 13,010 13,010 250,000
20 108,324 26,016 26,016 250,000 10,987 10,987 250,000
25 156,354 21,449 21,449 250,000 0 0 250,000
35 295,889 0 0 250,000 0 0 250,000
</TABLE>
* These values reflect investment results using current cost of insurance rates
and expense charges.
** These values reflect investment results using guaranteed cost of insurance
rates and expense charges.
The hypothetical investment results shown above and elsewhere in this prospectus
are illustrative only and should not be deemed a representation of past or
future investment results. Actual investment results may be more or less than
those shown and will depend on a number of different factors, including the
investment allocations by the owner and different investment rates of return for
the Portfolios. The Death Benefit, Accumulation Value and Cash Surrender Value
for a Policy would be different from those shown if the actual investment rates
of return averaged the rates shown above over a period of years, but fluctuated
above or below those averages from individual Policy years. Theses values would
also be different if any Policy loan or partial withdrawal were made during the
period. No representation can be made that these assumed investment rates of
return can be achieved for any one year or sustained over any period of time.
40
<PAGE>
<TABLE>
<CAPTION>
United of Omaha Life Insurance Company
Flexible Premium Variable Life Insurance
HYPOTHETICAL ILLUSTRATION
ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6% (5.07% NET)
Male issue age 45 Nonpreferred Nontobacco Class
Initial Specified Amount $250,000
Annual Planned Premium $3,120
Current Charges * Guaranteed Charges **
----------------------------- -----------------------------------
Premiums
End of Accumulated Accumu- Cash Accumu- Cash
Contract at 5% Interest lation Surrender Death lation Surrender Death
Year Per Year Value Value Benefit Value Value Benefit
<S> <C> <C> <C> <C> <C> <C> <C>
1 3,276 2,357 0 250,000 2,171 0 250,000
2 6,716 4,768 0 250,000 4,374 0 250,000
3 10,328 7,232 1,232 250,000 6,606 606 250,000
4 14,120 9,747 3,747 250,000 8,863 2,863 250,000
5 18,102 12,311 6,311 250,000 11,141 5,141 250,000
6 22,283 14,919 9,669 250,000 13,428 8,178 250,000
7 26,673 17,560 13,060 250,000 15,714 11,214 250,000
8 31,283 20,227 16,477 250,000 17,985 14,235 250,000
9 36,123 22,911 19,911 250,000 20,222 17,222 250,000
10 41,205 25,599 23,349 250,000 22,411 20,161 250,000
11 46,541 28,714 27,214 250,000 24,573 23,073 250,000
12 52,145 31,880 31,130 250,000 26,658 25,908 250,000
13 58,028 35,099 35,099 250,000 28,655 28,655 250,000
14 64,205 38,364 38,364 250,000 30,539 30,539 250,000
15 70,691 41,669 41,669 250,000 32,281 32,281 250,000
16 77,502 45,006 45,006 250,000 33,848 33,848 250,000
17 84,653 48,341 48,341 250,000 35,203 35,203 250,000
18 92,162 51,650 51,650 250,000 36,292 36,292 250,000
19 100,046 54,913 54,913 250,000 37,054 37,054 250,000
20 108,324 58,107 58,107 250,000 37,429 37,429 250,000
25 156,354 73,434 73,434 250,000 30,905 30,905 250,000
35 295,889 89,180 89,180 250,000 0 0 250,000
</TABLE>
* These values reflect investment results using current cost of insurance rates
and expense charges.
** These values reflect investment results using guaranteed cost of insurance
rates and expense charges.
The hypothetical investment results shown above and elsewhere in this prospectus
are illustrative only and should not be deemed a representation of past or
future investment results. Actual investment results may be more or less than
those shown and will depend on a number of different factors, including the
investment allocations by the owner and different investment rates of return for
the Portfolios. The Death Benefit, Accumulation Value and Cash Surrender Value
for a Policy would be different from those shown if the actual investment rates
of return averaged the rates shown above over a period of years, but fluctuated
above or below those averages from individual Policy years. Theses values would
also be different if any Policy loan or partial withdrawal were made during the
period. No representation can be made that these assumed investment rates of
return can be achieved for any one year or sustained over any period of time.
41
<PAGE>
<TABLE>
<CAPTION>
United of Omaha Life Insurance Company
Flexible Premium Variable Life Insurance
HYPOTHETICAL ILLUSTRATION
ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12% (11.07% NET)
Male issue age 45 Nonpreferred Nontobacco Class
Initial Specified Amount $250,000
Annual Planned Premium $3,120
Current Charges * Guaranteed Charges **
----------------------------- -----------------------------------
Premiums
End of Accumulated Accumu- Cash Accumu- Cash
Contract at 5% Interest lation Surrender Death lation Surrender Death
Year Per Year Value Value Benefit Value Value Benefit
<S> <C> <C> <C> <C> <C> <C> <C>
1 3,276 2,512 0 250,000 2,321 0 250,000
2 6,716 5,234 0 250,000 4,817 0 250,000
3 10,328 8,184 2,184 250,000 7,503 1,503 250,000
4 14,120 11,383 5,383 250,000 10,395 4,395 250,000
5 18,102 14,852 8,852 250,000 13,507 7,507 250,000
6 22,283 18,614 13,364 250,000 16,856 11,606 250,000
7 26,673 22,689 18,189 250,000 20,453 15,953 250,000
8 31,283 27,101 23,351 250,000 24,314 20,564 250,000
9 36,123 31,880 28,880 250,000 28,453 25,453 250,000
10 41,205 37,052 34,802 250,000 32,890 30,640 250,000
11 46,541 43,100 41,600 250,000 37,704 36,204 250,000
12 52,145 49,713 48,963 250,000 42,881 42,131 250,000
13 58,028 56,956 56,956 250,000 48,459 48,459 250,000
14 64,205 64,895 64,895 250,000 54,475 54,475 250,000
15 70,691 73,605 73,605 250,000 60,968 60,968 250,000
16 77,502 83,173 83,173 250,000 67,984 67,984 250,000
17 84,653 93,675 93,675 250,000 75,579 75,579 250,000
18 92,162 105,215 105,215 250,000 83,806 83,806 250,000
19 100,046 117,916 117,916 250,000 92,734 92,734 250,000
20 108,324 131,927 131,927 250,000 102,454 102,454 250,000
25 156,354 229,428 229,428 266,136 167,969 167,969 250,000
35 295,889 658,691 658,691 691,625 479,028 479,028 502,979
</TABLE>
* These values reflect investment results using current cost of insurance rates
and expense charges.
** These values reflect investment results using guaranteed cost of insurance
rates and expense charges.
The hypothetical investment results shown above and elsewhere in this prospectus
are illustrative only and should not be deemed a representation of past or
future investment results. Actual investment results may be more or less than
those shown and will depend on a number of different factors, including the
investment allocations by the owner and different investment rates of return for
the Portfolios. The Death Benefit, Accumulation Value and Cash Surrender Value
for a Policy would be different from those shown if the actual investment rates
of return averaged the rates shown above over a period of years, but fluctuated
above or below those averages from individual Policy years. Theses values would
also be different if any Policy loan or partial withdrawal were made during the
period. No representation can be made that these assumed investment rates of
return can be achieved for any one year or sustained over any period of time.
42
<PAGE>
-----------------------------------------------------------
FINANCIAL STATEMENTS
<PAGE>
[To be included by a subsequent Amendment to the Registration before this
Amended Registration becomes effective.]
43
<PAGE>
4
II-
PART II - OTHER INFORMATION
UNDERTAKING TO FILE REPORTS
Subject to the terms and conditions of Section 15(d) of the Securities
Exchange Act of 1934, the undersigned Registrant hereby undertakes to file with
the Securities and Exchange Commission such supplementary and periodic
information, documents, and reports as may be prescribed by any rule or
regulation of the Commission heretofore or hereafter duly adopted pursuant to
authority conferred in that section.
RULE 484 UNDERTAKING
By a Resolution adopted May 21, 1996, United's Board of Directors provides
for indemnification of a director, officer or employee to the full extent of the
law. Generally, the Nebraska Business Corporation Act permits indemnification
against expenses, judgments, fines and amounts paid in settlement actually and
reasonably incurred if the indemnitee acted in good faith and in a manner
reasonably believed to be in or not opposed to the best interests of the
corporation. However, no indemnification shall be made in any type of action by
or in the right of United if the proposed indemnitee is adjudged to be liable
for negligence or misconduct in the performance of his or her duty to United,
unless a court determines otherwise.
Insofar as indemnification for liability arising under the Securities Act of
1933 may be permitted to directors, officers and controlling persons of United
pursuant to the foregoing provisions, or otherwise, United has been advised that
in the opinion of the Securities and Exchange Commission such indemnification
may be against public policy as expressed in the Act and may be, therefore,
unenforceable. In the event that a claim for indemnification against such
liabilities (other than payment by United of expenses incurred or paid by a
director, officer, or controlling person of United in the successful defense of
any action, suite or proceeding) is asserted by such director, officer or
controlling person in connection with the securities being registered, United
will, unless in the opinion of its counsel the matter has been settled by
controlling precedent, submit to a court of appropriate jurisdiction the
question whether such indemnification by it is against public policy as
expressed in the Act and will be governed by the final adjudication of such
issue.
REPRESENTATION PURSUANT TO SECTION 26(e)
United of Omaha Life Insurance Company represents that the fees and charges
under the Policy, in the aggregate, are reasonable in relation to the services
rendered, the expenses expected to be incurred, and the risks assumed by United
of Omaha Life Insurance Company.
CONTENTS OF REGISTRATION STATEMENT
This Registration Statement consists of the following papers and documents:
The facing sheet.
A reconciliation and tie of the information shown in the prospectus with the
items of Form N-8B-2.
The prospectus.
The undertaking to file reports.
The Rule 484 Undertaking.
The Section 26(e) Representation.
The signatures.
Written consents of the following persons:
Independent Auditors (included in Exhibit 7)
Kenneth W. Reitz, Esquire (included in Exhibit 2)
Robert E. Hupf, F.S.A., M.A.A.A. (included in Exhibit 6)
II-1
<PAGE>
The following exhibits:
EXHIBIT INDEX
Exhibit No. Description of Exhibit
- ---------- ----------------------------------
1.A. (1) Resolution of the Board of Directors of United of Omaha Life
Insurance Company establishing the Variable Account. *
(2) None.
(3)(a) Principal Underwriter Agreement by and between United of Omaha
Life Insurance Company, on its own behalf and on behalf of the
Variable Account, and Mutual of Omaha Investor Services. *
(b) Form of Broker/Dealer Supervision and Sales Agreement by and
between Mutual of Omaha Investor Services, Inc. and the Broker
/Dealer. **
(c) Commission Schedule for Policies. *****
(4) None.
(5)(a) Form of Policy for the ULTRALIFE flexible premium variable life
insurance policy. ****
(b)(1) Forms of Riders to the Policy. ****
(2) Optional Paid-Up Life Insurance Rider.
(c) Systematic Transfer Enrollment Program Endorsement to the
Policy *******
(6)(a) Articles of Incorporation of United of Omaha Life Insurance
Company. **
(b) Bylaws of United of Omaha Life Insurance Company. *
(7) None.
(8)(a) Participation Agreement by and between United of Omaha Life
Insurance Company and the Alger American Fund. **
(b) Participation Agreement by and between United of Omaha Life
Insurance Company and the Insurance Management Series. **
(c) Participation Agreement by and between United of Omaha Life
Insurance Company and the Fidelity VIP Fund and Fidelity VIP
Fund II. **
(d) Participation Agreement by and between United of Omaha Life
Insurance Company and MFS Variable Insurance Trust. **
(e) Participation Agreement by and between United of Omaha Life
Insurance Company and Pioneer Variable Contracts Trust. **
(f) Participation Agreement by and between United of Omaha Life
Insurance Company and the Scudder Variable Life Investment
Fund. **
(g) Participation Agreement by and between United of Omaha Life
Insurance Company and T. Rowe Price International Series, T.
Rowe Price Fixed Income Series, and T. Rowe Price Equity
Series. **
(h) Participation Agreement by and between United of Omaha Life
Insurance Company and Morgan Stanley Universal Fund,
et. al. ******
II-2
<PAGE>
(9) None.
(10) Form of Application for the United of Omaha Life Insurance
Company ULTRALIFE Flexible Premium Variable Life Insurance
Policy. *****
(11) Issuance, Transfer and Redemption Memorandum *****
2. Opinion and Consent of Counsel. #
3. Not Applicable.
4. Not Applicable.
5. Not Applicable.
6. Opinion and Consent of Actuary. #
7. Consent of Independent Auditor. #
8. None
9. Powers of Attorney.
* Incorporated by Reference to the Registration Statement for United of Omaha
Separate Account B filed on December 27, 1996 (File No. 333-18881).
** Incorporated by Reference to the Registration Statement for United of Omaha
Separate Account C filed on April 24, 1997 (File No. 33-89848).
**** Incorporated by Reference to the Registration Statement for United of Omaha
Separate Account B filed on September 15, 1997 (File No. 333-35587).
***** Incorporated by Reference to the Registration Statement for United of
Omaha Separate Account B filed on February 5, 1998 (File No. 333-35587).
****** Incorporated by Reference to the Registration Statement for United of
Omaha Separate Account C filed on April 16, 1998 (File No. 33-89848).
******* Incorporated by Reference to the Registration Statement for United of
Omaha Separate Account B filed on April 16, 1998 (File No. 333-18881).
# To be filed by a Post-Effective Amendment filed before the effective date of
this Amended Registration.
II-3
<PAGE>
SIGNATURES
As required by the Securities Act of 1933, the Registrant has caused this
Post-effective #2 Amended Registration Statement to be signed on its behalf, in
the City of Omaha and State of Nebraska, on February 12, 1999.
UNITED OF OMAHA SEPARATE ACCOUNT B
(Registrant)
UNITED OF OMAHA LIFE INSURANCE COMPANY
(Depositor)
/s/Kenneth W. Reitz
---------------------------
By: Kenneth W. Reitz
As required by the Securities Act of 1933, this Registration Statement has been
signed by the following persons in the capacities and on the duties indicated:
Signatures Title Date
- ------------ ------ ------
_____*____________________ Chairman of the Board, 2/12/99
John W. Weekly Chief Executive Officer
_____*____________________ Director, President, 2/12/99
John A. Sturgeon Chief Operating Officer
_____*____________________ General Comptroller 2/12/99
Tommie Thompson (Principal Financial Officer, and
Principal Accounting Officer)
_____*____________________ Director 2/12/99
Samuel L. Foggie
_____*___________________ Director 2/12/99
John D. Minton
_____*__________________ Director 2/12/99
Hugh V. Plunkett, III
_____*___________________ Director 2/12/99
Richard J. Sampson
_____*___________________ Director 2/12/99
Oscar S. Straus
________________________ Director
Michael A. Wayne
By: /s/ Kenneth W. Reitz Date: February 12, 1999
- ------------------------------
Kenneth W. Reitz
* Signed by Kenneth W. Reitz under Powers of Attorney effective indefinitely as
of January 1, 1999, filed as exhibits incorporated by reference in this
registration statement.
II-4
<PAGE>
Registration No. 333 -35587
811-08336
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------
UNITED OF OMAHA SEPARATE ACCOUNT B
OF
UNITED OF OMAHA LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
EXHIBITS
- --------------------------------------------------------------------------------
TO
THE POST-EFFECTIVE AMENDMENT NO. 2 TO THE
REGISTRATION STATEMENT ON FORM S-6
UNDER
THE SECURITIES ACT OF 1933
February 12, 1998
<PAGE>
EXHIBIT INDEX
1.A.(5)(b)(2) Optional Paid-Up Life Insurance Rider
9. Powers of Attorney
EXHIBIT 1.A.(5)(b)(2) Optional Paid-Up Life Insurance Rider
United of Omaha Life Insurance Company
OPTIONAL PAID-UP LIFE INSURANCE RIDER
This rider is part of the policy to which it is attached. It is subject to all
of the policy provisions which are not inconsistent with the rider provisions.
The effective date of this rider is the date of issue of the policy.
Benefit
If you exercise this rider, we will guarantee to keep this policy in force as
paid-up life insurance for the whole of life. This option is available after the
15th policy anniversary if the conditions listed below are met.
Conditions to Exercise This Rider
In order to exercise this rider, the following conditions must be met:
(a) The Insured has attained age 75 or older;
(b) The policy has a loan balance equal to 96% of the Accumulation Value. Any
loan in excess of this amount must be repaid;
(c) The loan balance is greater than the Specified Amount;
(d) The amount of new loans taken in the last 36 months is less than 30% of the
loan balance;
(e) No Additional Insured Term Riders are attached to the base policy at the
time you exercise this rider.
Cost of Paid-Up Life Insurance Guarantee
We will deduct 3% of the Accumulation Value on the date you exercise this rider.
This is the charge for the paid-up life insurance guarantee.
Amount of Paid-Up Life Insurance
The amount of paid-up life insurance will equal:
(a) the Accumulation Value on the date you exercise this rider; less (b) the 3%
deduction; multiplied by (c) 105%.
The death benefit will equal the greatest of:
(a) the amount of paid-up life insurance less the loan balance on
the date of death;
(b) the Accumulation Value on the date of death multiplied by the
sum of 100% plus the applicable corridor percentage shown in
the policy for the Insured's attained age, less the loan
balance on the date of death; or
(c) the loan balance on the date of death multiplied by the sum of
100% plus the applicable corridor percentage shown in the
policy for the Insured's attained age, less the loan balance
on the date of death.
The corridor percentage will not be less than 1%.
<PAGE>
Changes to Policy Provisions
After you exercise this rider, the following will apply:
(a) We will not accept any additional premium payments;
(b) Changes in Specified Amount or death benefit option will not be allowed; (c)
For variable life insurance policies, all amounts that are not allocated to
the Loan Account must be allocated to the Fixed Account.
All other policy provisions will remain in effect.
United of Omaha Life Insurance Company
/S/ M. Jane Huerter
---------------------
Corporate Secretary
EXHIBIT 9. Powers of Attorney
Power of Attorney
With Respect To
Companion Life Insurance Company
Variable Annuity and Variable Life Insurance Products
Fred C. Boddy Jr., whose signature appears below, constitutes and appoints
Thomas J. McCusker, Lawrence F. Harr or Kenneth W. Reitz, and any such person(s)
as Thomas J. McCusker may designate in writing directed to the Secretary of
Companion Life Insurance Company, and each of them, as his attorney-in-fact,
each with the power of substitution, for him in any and all capacities, to sign
any registration statements and amendments thereto and similar documents for
Companion Life Insurance Company variable annuity and variable life insurance
products, and to file the same, with exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission and necessary
regulatory authorities of any State, hereby ratifying and confirming all that
each of said attorneys-in-fact may do or cause to be done by virtue hereof.
This Power of Attorney is effective January 1, 1999 and remains in effect until
revoked or revised.
------------/S/--------------
Fred C. Boddy Jr.
Director, Vice President and Treasurer
<PAGE>
Power of Attorney
With Respect To
Companion Life Insurance Company
Variable Annuity and Variable Life Insurance Products
William G. Campbell, whose signature appears below, constitutes and appoints
Thomas J. McCusker, Lawrence F. Harr or Kenneth W. Reitz, and any such person(s)
as Thomas J. McCusker may designate in writing directed to the Secretary of
Companion Life Insurance Company, and each of them, as his attorney-in-fact,
each with the power of substitution, for him in any and all capacities, to sign
any registration statements and amendments thereto and similar documents for
Companion Life Insurance Company variable annuity and variable life insurance
products, and to file the same, with exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission and necessary
regulatory authorities of any State, hereby ratifying and confirming all that
each of said attorneys-in-fact may do or cause to be done by virtue hereof.
This Power of Attorney is effective January 1, 1999 and remains in effect until
revoked or revised.
------------/S/--------------
William G. Campbell
Director
<PAGE>
Power of Attorney
With Respect To
Companion Life Insurance Company
Variable Annuity and Variable Life Insurance Products
Samuel L. Foggie Sr., whose signature appears below, constitutes and appoints
Thomas J. McCusker, Lawrence F. Harr or Kenneth W. Reitz, and any such person(s)
as Thomas J. McCusker may designate in writing directed to the Secretary of
Companion Life Insurance Company, and each of them, as his attorney-in-fact,
each with the power of substitution, for him in any and all capacities, to sign
any registration statements and amendments thereto and similar documents for
Companion Life Insurance Company variable annuity and variable life insurance
products, and to file the same, with exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission and necessary
regulatory authorities of any State, hereby ratifying and confirming all that
each of said attorneys-in-fact may do or cause to be done by virtue hereof.
This Power of Attorney is effective January 1, 1999 and remains in effect until
revoked or revised.
------------/S/--------------
Samuel L. Foggie Sr.
Director
<PAGE>
Power of Attorney
With Respect To
Companion Life Insurance Company
Variable Annuity and Variable Life Insurance Products
James J. O'Neill, whose signature appears below, constitutes and appoints Thomas
J. McCusker, Lawrence F. Harr or Kenneth W. Reitz, and any such person(s) as
Thomas J. McCusker may designate in writing directed to the Secretary of
Companion Life Insurance Company, and each of them, as his attorney-in-fact,
each with the power of substitution, for him in any and all capacities, to sign
any registration statements and amendments thereto and similar documents for
Companion Life Insurance Company variable annuity and variable life insurance
products, and to file the same, with exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission and necessary
regulatory authorities of any State, hereby ratifying and confirming all that
each of said attorneys-in-fact may do or cause to be done by virtue hereof.
This Power of Attorney is effective January 1, 1999 and remains in effect until
revoked or revised.
------------/S/--------------
James J. O'Neill
Director
<PAGE>
Power of Attorney
With Respect To
Companion Life Insurance Company
Variable Annuity and Variable Life Insurance Products
Charles T. Locke III, whose signature appears below, constitutes and appoints
Thomas J. McCusker, Lawrence F. Harr or Kenneth W. Reitz, and any such person(s)
as Thomas J. McCusker may designate in writing directed to the Secretary of
Companion Life Insurance Company, and each of them, as his attorney-in-fact,
each with the power of substitution, for him in any and all capacities, to sign
any registration statements and amendments thereto and similar documents for
Companion Life Insurance Company variable annuity and variable life insurance
products, and to file the same, with exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission and necessary
regulatory authorities of any State, hereby ratifying and confirming all that
each of said attorneys-in-fact may do or cause to be done by virtue hereof.
This Power of Attorney is effective January 1, 1999 and remains in effect until
revoked or revised.
------------/S/--------------
Charles T. Locke III
Director
<PAGE>
Power of Attorney
With Respect To
Companion Life Insurance Company
Variable Annuity and Variable Life Insurance Products
John L. Maginn, whose signature appears below, constitutes and appoints Thomas
J. McCusker, Lawrence F. Harr or Kenneth W. Reitz, and any such person(s) as
Thomas J. McCusker may designate in writing directed to the Secretary of
Companion Life Insurance Company, and each of them, as his attorney-in-fact,
each with the power of substitution, for him in any and all capacities, to sign
any registration statements and amendments thereto and similar documents for
Companion Life Insurance Company variable annuity and variable life insurance
products, and to file the same, with exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission and necessary
regulatory authorities of any State, hereby ratifying and confirming all that
each of said attorneys-in-fact may do or cause to be done by virtue hereof.
This Power of Attorney is effective January 1, 1999 and remains in effect until
revoked or revised.
------------/S/--------------
John L. Maginn
Director
<PAGE>
Power of Attorney
With Respect To
Companion Life Insurance Company
Variable Annuity and Variable Life Insurance Products
Oscar S. Straus II, whose signature appears below, constitutes and appoints
Thomas J. McCusker, Lawrence F. Harr or Kenneth W. Reitz, and any such person(s)
as Thomas J. McCusker may designate in writing directed to the Secretary of
Companion Life Insurance Company, and each of them, as his attorney-in-fact,
each with the power of substitution, for him in any and all capacities, to sign
any registration statements and amendments thereto and similar documents for
Companion Life Insurance Company variable annuity and variable life insurance
products, and to file the same, with exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission and necessary
regulatory authorities of any State, hereby ratifying and confirming all that
each of said attorneys-in-fact may do or cause to be done by virtue hereof.
This Power of Attorney is effective January 1, 1999 and remains in effect until
revoked or revised.
------------/S/--------------
Oscar S. Straus II
Director
<PAGE>
Power of Attorney
With Respect To
Companion Life Insurance Company
Variable Annuity and Variable Life Insurance Products
John A. Sturgeon, whose signature appears below, constitutes and appoints Thomas
J. McCusker, Lawrence F. Harr or Kenneth W. Reitz, and any such person(s) as
Thomas J. McCusker may designate in writing directed to the Secretary of
Companion Life Insurance Company, and each of them, as his attorney-in-fact,
each with the power of substitution, for him in any and all capacities, to sign
any registration statements and amendments thereto and similar documents for
Companion Life Insurance Company variable annuity and variable life insurance
products, and to file the same, with exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission and necessary
regulatory authorities of any State, hereby ratifying and confirming all that
each of said attorneys-in-fact may do or cause to be done by virtue hereof.
This Power of Attorney is effective January 1, 1999 and remains in effect until
revoked or revised.
------------/S/--------------
John A. Sturgeon
Director
<PAGE>
Power of Attorney
With Respect To
Companion Life Insurance Company
Variable Annuity and Variable Life Insurance Products
John W. Weekly, whose signature appears below, constitutes and appoints Thomas
J. McCusker, Lawrence F. Harr or Kenneth W. Reitz, and any such person(s) as
Thomas J. McCusker may designate in writing directed to the Secretary of
Companion Life Insurance Company, and each of them, as his attorney-in-fact,
each with the power of substitution, for him in any and all capacities, to sign
any registration statements and amendments thereto and similar documents for
Companion Life Insurance Company variable annuity and variable life insurance
products, and to file the same, with exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission and necessary
regulatory authorities of any State, hereby ratifying and confirming all that
each of said attorneys-in-fact may do or cause to be done by virtue hereof.
This Power of Attorney is effective January 1, 1999 and remains in effect until
revoked or revised.
------------/S/--------------
John W. Weekly
Director
<PAGE>
Power of Attorney
With Respect To
Companion Life Insurance Company
Variable Annuity and Variable Life Insurance Products
Kimberly S. Harm, whose signature appears below, constitutes and appoints Thomas
J. McCusker, Lawrence F. Harr or Kenneth W. Reitz, and any such person(s) as
Thomas J. McCusker may designate in writing directed to the Secretary of
Companion Life Insurance Company, and each of them, as her attorney-in-fact,
each with the power of substitution, for her in any and all capacities, to sign
any registration statements and amendments thereto and similar documents for
Companion Life Insurance Company variable annuity and variable life insurance
products, and to file the same, with exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission and necessary
regulatory authorities of any State, hereby ratifying and confirming all that
each of said attorneys-in-fact may do or cause to be done by virtue hereof.
This Power of Attorney is effective January 1, 1999 and remains in effect until
revoked or revised.
------------/S/--------------
Kimberly S. Harm,
Director and President
<PAGE>
Power of Attorney
With Respect To
Companion Life Insurance Company
Variable Annuity and Variable Life Insurance Products
M. Jane Huerter, whose signature appears below, constitutes and appoints Thomas
J. McCusker, Lawrence F. Harr or Kenneth W. Reitz, and any such person(s) as
Thomas J. McCusker may designate in writing directed to the Secretary of
Companion Life Insurance Company, and each of them, as her attorney-in-fact,
each with the power of substitution, for her in any and all capacities, to sign
any registration statements and amendments thereto and similar documents for
Companion Life Insurance Company variable annuity and variable life insurance
products, and to file the same, with exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission and necessary
regulatory authorities of any State, hereby ratifying and confirming all that
each of said attorneys-in-fact may do or cause to be done by virtue hereof.
This Power of Attorney is effective January 1, 1999 and remains in effect until
revoked or revised.
------------/S/--------------
M. Jane Huerter
Director and Secretary
<PAGE>
Power of Attorney
With Respect To
United of Omaha Life Insurance Company
Variable Annuity and Variable Life Insurance Products
Tommie D. Thompson, whose signature appears below, constitutes and appoints
Thomas J. McCusker, Lawrence F. Harr or Kenneth W. Reitz, and any such person(s)
as Thomas J. McCusker may designate in writing directed to the Secretary of
United of Omaha Life Insurance Company, and each of them, as his
attorney-in-fact, each with the power of substitution, for him in any and all
capacities, to sign any registration statements and amendments thereto and
similar documents for United of Omaha Life Insurance Company variable annuity
and variable life insurance products, and to file the same, with exhibits
thereto and other documents in connection therewith, with the Securities and
Exchange Commission and necessary regulatory authorities of any State, hereby
ratifying and confirming all that each of said attorneys-in-fact may do or cause
to be done by virtue hereof.
This Power of Attorney is effective January 1, 1999 and remains in effect until
revoked or revised.
------------/S/--------------
Tommie D. Thompson
Executive Vice President and Comptroller
<PAGE>
Power of Attorney
With Respect To
United of Omaha Life Insurance Company
Variable Annuity and Variable Life Insurance Products
Samuel L. Foggie Sr., whose signature appears below, constitutes and appoints
Thomas J. McCusker, Lawrence F. Harr or Kenneth W. Reitz, and any such person(s)
as Thomas J. McCusker may designate in writing directed to the Secretary of
United of Omaha Life Insurance Company, and each of them, as his
attorney-in-fact, each with the power of substitution, for him in any and all
capacities, to sign any registration statements and amendments thereto and
similar documents for United of Omaha Life Insurance Company variable annuity
and variable life insurance products, and to file the same, with exhibits
thereto and other documents in connection therewith, with the Securities and
Exchange Commission and necessary regulatory authorities of any State, hereby
ratifying and confirming all that each of said attorneys-in-fact may do or cause
to be done by virtue hereof.
This Power of Attorney is effective January 1, 1999 and remains in effect until
revoked or revised.
------------/S/--------------
Samuel L. Foggie Sr.
Director
<PAGE>
Power of Attorney
With Respect To
United of Omaha Life Insurance Company
Variable Annuity and Variable Life Insurance Products
Carol B. Hallett, whose signature appears below, constitutes and appoints Thomas
J. McCusker, Lawrence F. Harr or Kenneth W. Reitz, and any such person(s) as
Thomas J. McCusker may designate in writing directed to the Secretary of United
of Omaha Life Insurance Company, and each of them, as her attorney-in-fact, each
with the power of substitution, for her in any and all capacities, to sign any
registration statements and amendments thereto and similar documents for United
of Omaha Life Insurance Company variable annuity and variable life insurance
products, and to file the same, with exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission and necessary
regulatory authorities of any State, hereby ratifying and confirming all that
each of said attorneys-in-fact may do or cause to be done by virtue hereof.
This Power of Attorney is effective January 1, 1999 and remains in effect until
revoked or revised.
------------/S/--------------
Carol B. Hallett
Director
<PAGE>
Power of Attorney
With Respect To
United of Omaha Life Insurance Company
Variable Annuity and Variable Life Insurance Products
Jeffrey M. Heller, whose signature appears below, constitutes and appoints
Thomas J. McCusker, Lawrence F. Harr or Kenneth W. Reitz, and any such person(s)
as Thomas J. McCusker may designate in writing directed to the Secretary of
United of Omaha Life Insurance Company, and each of them, as his
attorney-in-fact, each with the power of substitution, for him in any and all
capacities, to sign any registration statements and amendments thereto and
similar documents for United of Omaha Life Insurance Company variable annuity
and variable life insurance products, and to file the same, with exhibits
thereto and other documents in connection therewith, with the Securities and
Exchange Commission and necessary regulatory authorities of any State, hereby
ratifying and confirming all that each of said attorneys-in-fact may do or cause
to be done by virtue hereof.
This Power of Attorney is effective January 1, 1999 and remains in effect until
revoked or revised.
------------/S/--------------
Jeffrey M. Heller
Director
<PAGE>
Power of Attorney
With Respect To
United of Omaha Life Insurance Company
Variable Annuity and Variable Life Insurance Products
Thomas W. Osborne, whose signature appears below, constitutes and appoints
Thomas J. McCusker, Lawrence F. Harr or Kenneth W. Reitz, and any such person(s)
as Thomas J. McCusker may designate in writing directed to the Secretary of
United of Omaha Life Insurance Company, and each of them, as his
attorney-in-fact, each with the power of substitution, for him in any and all
capacities, to sign any registration statements and amendments thereto and
similar documents for United of Omaha Life Insurance Company variable annuity
and variable life insurance products, and to file the same, with exhibits
thereto and other documents in connection therewith, with the Securities and
Exchange Commission and necessary regulatory authorities of any State, hereby
ratifying and confirming all that each of said attorneys-in-fact may do or cause
to be done by virtue hereof.
This Power of Attorney is effective January 1, 1999 and remains in effect until
revoked or revised.
------------/S/--------------
Thomas W. Osborne
Director
<PAGE>
Power of Attorney
With Respect To
United of Omaha Life Insurance Company
Variable Annuity and Variable Life Insurance Products
Hugh V. Plunkett III, whose signature appears below, constitutes and appoints
Thomas J. McCusker, Lawrence F. Harr or Kenneth W. Reitz, and any such person(s)
as Thomas J. McCusker may designate in writing directed to the Secretary of
United of Omaha Life Insurance Company, and each of them, as his
attorney-in-fact, each with the power of substitution, for him in any and all
capacities, to sign any registration statements and amendments thereto and
similar documents for United of Omaha Life Insurance Company variable annuity
and variable life insurance products, and to file the same, with exhibits
thereto and other documents in connection therewith, with the Securities and
Exchange Commission and necessary regulatory authorities of any State, hereby
ratifying and confirming all that each of said attorneys-in-fact may do or cause
to be done by virtue hereof.
This Power of Attorney is effective January 1, 1999 and remains in effect until
revoked or revised.
------------/S/--------------
Hugh V. Plunkett III
Director
<PAGE>
Power of Attorney
With Respect To
United of Omaha Life Insurance Company
Variable Annuity and Variable Life Insurance Products
Richard J. Sampson, whose signature appears below, constitutes and appoints
Thomas J. McCusker, Lawrence F. Harr or Kenneth W. Reitz, and any such person(s)
as Thomas J. McCusker may designate in writing directed to the Secretary of
United of Omaha Life Insurance Company, and each of them, as his
attorney-in-fact, each with the power of substitution, for him in any and all
capacities, to sign any registration statements and amendments thereto and
similar documents for United of Omaha Life Insurance Company variable annuity
and variable life insurance products, and to file the same, with exhibits
thereto and other documents in connection therewith, with the Securities and
Exchange Commission and necessary regulatory authorities of any State, hereby
ratifying and confirming all that each of said attorneys-in-fact may do or cause
to be done by virtue hereof.
This Power of Attorney is effective January 1, 1999 and remains in effect until
revoked or revised.
------------/S/--------------
Richard J. Sampson
Director
<PAGE>
Power of Attorney
With Respect To
United of Omaha Life Insurance Company
Variable Annuity and Variable Life Insurance Products
Oscar S. Straus II, whose signature appears below, constitutes and appoints
Thomas J. McCusker, Lawrence F. Harr or Kenneth W. Reitz, and any such person(s)
as Thomas J. McCusker may designate in writing directed to the Secretary of
United of Omaha Life Insurance Company, and each of them, as his
attorney-in-fact, each with the power of substitution, for him in any and all
capacities, to sign any registration statements and amendments thereto and
similar documents for United of Omaha Life Insurance Company variable annuity
and variable life insurance products, and to file the same, with exhibits
thereto and other documents in connection therewith, with the Securities and
Exchange Commission and necessary regulatory authorities of any State, hereby
ratifying and confirming all that each of said attorneys-in-fact may do or cause
to be done by virtue hereof.
This Power of Attorney is effective January 1, 1999 and remains in effect until
revoked or revised.
------------/S/--------------
Oscar S. Straus II
Director
<PAGE>
Power of Attorney
With Respect To
United of Omaha Life Insurance Company
Variable Annuity and Variable Life Insurance Products
John A. Sturgeon, whose signature appears below, constitutes and appoints Thomas
J. McCusker, Lawrence F. Harr or Kenneth W. Reitz, and any such person(s) as
Thomas J. McCusker may designate in writing directed to the Secretary of United
of Omaha Life Insurance Company, and each of them, as his attorney-in-fact, each
with the power of substitution, for him in any and all capacities, to sign any
registration statements and amendments thereto and similar documents for United
of Omaha Life Insurance Company variable annuity and variable life insurance
products, and to file the same, with exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission and necessary
regulatory authorities of any State, hereby ratifying and confirming all that
each of said attorneys-in-fact may do or cause to be done by virtue hereof.
This Power of Attorney is effective January 1, 1999 and remains in effect until
revoked or revised.
------------/S/--------------
John A. Sturgeon
Director, President and Chief Operating
Officer
<PAGE>
Power of Attorney
With Respect To
United of Omaha Life Insurance Company
Variable Annuity and Variable Life Insurance Products
Michael A. Wayne, whose signature appears below, constitutes and appoints Thomas
J. McCusker, Lawrence F. Harr or Kenneth W. Reitz, and any such person(s) as
Thomas J. McCusker may designate in writing directed to the Secretary of United
of Omaha Life Insurance Company, and each of them, as his attorney-in-fact, each
with the power of substitution, for him in any and all capacities, to sign any
registration statements and amendments thereto and similar documents for United
of Omaha Life Insurance Company variable annuity and variable life insurance
products, and to file the same, with exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission and necessary
regulatory authorities of any State, hereby ratifying and confirming all that
each of said attorneys-in-fact may do or cause to be done by virtue hereof.
This Power of Attorney is effective January 1, 1999 and remains in effect until
revoked or revised.
------------/S/--------------
Michael A. Wayne
Director
<PAGE>
Power of Attorney
With Respect To
United of Omaha Life Insurance Company
Variable Annuity and Variable Life Insurance Products
John W. Weekly, whose signature appears below, constitutes and appoints Thomas
J. McCusker, Lawrence F. Harr or Kenneth W. Reitz, and any such person(s) as
Thomas J. McCusker may designate in writing directed to the Secretary of United
of Omaha Life Insurance Company, and each of them, as his attorney-in-fact, each
with the power of substitution, for him in any and all capacities, to sign any
registration statements and amendments thereto and similar documents for United
of Omaha Life Insurance Company variable annuity and variable life insurance
products, and to file the same, with exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission and necessary
regulatory authorities of any State, hereby ratifying and confirming all that
each of said attorneys-in-fact may do or cause to be done by virtue hereof.
This Power of Attorney is effective January 1, 1999 and remains in effect until
revoked or revised.
------------/S/--------------
John W. Weekly
Director
