AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 29, 2000
1933 Act REGISTRATION NO. 333-35587
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 4
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:
Michael E. Huss, 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 OF SECURITIES BEING REGISTERED)
It is proposed that this filing will become effective (check appropriate box):
[ ] Immediately upon filing pursuant to paragraph (b).
[ ] On (date) pursuant to paragraph (b).
[ ] 60 days after filing pursuant to paragraph (a)(1).
[x] On May 1, 2000 pursuant to paragraph (a)(i) of Rule 485.
If appropriate, check the following box:
[ ] This post-effective amendment designates a new effective date for
a previously filed post-effective amendment.
[ ] Check box if it is proposed that this filing will become
effective on (date) at (time) pursuant to Rule 487.
------
<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 Our 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
<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, Introduction and Summary, Important Policy
Provisions, Tax Matters, Policy Distributions
52 Tax Matters
53 Tax Matters
54 Inapplicable
55 Inapplicable
59 Financial Statements
<PAGE>
UNITED OF OMAHA
A MUTUAL OF OMAHA COMPANY LOGO
PROSPECTUS: May 1, 2000
ULTRA VARIABLE LIFE
Individual Flexible Premium
Variable Universal Life Insurance
This Prospectus describes ULTRA VARIABLE LIFE, a variable universal life
insurance policy offered by UNITED OF OMAHA LIFE INSURANCE COMPANY. The minimum
specified amount of insurance coverage is $100,000.
The Policy includes 30
variable options (where you
have the investment risk)
with investment portfolios
from:
<TABLE>
<CAPTION>
<S> <C>
The investment portfolios offered
through the Policy may have names that THE ALGER AMERICAN FUND
are nearly the same or similar to the DEUTSCHE ASSET MANAGEMENT VIT FUNDS
names of retail mutual funds. However, FEDERATED'S INSURANCE SERIES
these investment portfolios are not the FIDELITY'S VARIABLE INSURANCE PRODUCTS FUNDS
same as those retail mutual funds, even AND VARIABLE INSURANCE PRODUCTS FUND II
though they have similar names and may MFS VARIABLE INSURANCE TRUST
have similar characteristics and the MORGAN STANLEY DEAN WITTER UNIVERSAL FUNDS
same managers. The investment PIONEER VARIABLE CONTRACTS TRUST
performance of these investment SCUDDER VARIABLE LIFE INVESTMENT FUND
portfolios is not necessarily related to T. ROWE PRICE EQUITY SERIES, FIXED INCOME
the performance of the retail mutual SERIES AND INTERNATIONAL SERIES
funds. The investment portfolios are
described in separate prospectuses that And two fixed rate options (where we have the
accompany this Prospectus. investment risk).
</TABLE>
The variable options are not direct investments in mutual fund shares, but
are offered through Subaccounts of United of Omaha Separate Account B. THE VALUE
OF YOUR POLICY WILL GO UP OR DOWN BASED ON THE INVESTMENT PERFORMANCE OF THE
VARIABLE OPTIONS THAT YOU CHOOSE. THERE IS NO MINIMUM GUARANTEED CASH SURRENDER
VALUE FOR ANY AMOUNTS YOU ALLOCATE TO THE VARIABLE OPTIONS. THE AMOUNT OF THE
DEATH BENEFIT CAN ALSO VARY AS A RESULT OF INVESTMENT PERFORMANCE.
Please Read This Prospectus Carefully. It provides information
you should consider before investing in a Policy. Keep this
Prospectus and the other prospectuses for the investment
portfolios for future reference.
The Securities and Exchange Commission ("SEC") maintains an
internet web site (HTTP://WWW.SEC.GOV) that contains more
information about the Policy and us. You may also review and copy
our SEC registration of the Policy at the SEC's Public Reference
Room in Washington, D.C. (call the SEC at 1-800-SEC-0330 for
details and public hours).
THE SEC DOES NOT PASS UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS, AND HAS
NOT APPROVED OR DISAPPROVED THE POLICY. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
REMEMBER THAT THE POLICY AND THE INVESTMENT PORTFOLIOS:
o ARE SUBJECT TO RISK, INCLUDING POSSIBLE LOSS OF PRINCIPAL
o ARE NOT BANK DEPOSITS
o ARE NOT GOVERNMENT INSURED
o ARE NOT ENDORSED BY ANY BANK OR GOVERNMENT AGENCY
o MAY NOT ACHIEVE THEIR GOALS
UNITED OF OMAHA, Variable Product Services, P. O. Box 8430, Omaha, Nebraska
68103-0430 1-800-238-9354
<PAGE>
- -----------------------------------------------------------
CONTENTS
PAGE(S)
--------
DEFINITIONS
---------------------------------------------------------- --------
INTRODUCTION AND SUMMARY
Comparison to Other Policies and Investments
How the Policy Operates
---------------------------------------------------------- --------
ABOUT US
---------------------------------------------------------- --------
INVESTMENT OPTIONS
Variable Investment Options
Fixed Rate Options
Transfers
Dollar Cost Averaging
STEP Program
Asset Allocation Program
Rebalancing Program
---------------------------------------------------------- --------
IMPORTANT POLICY PROVISIONS
Policy Application and
Issuance Telephone Transactions
Accumulation Value Reinstatement
Lapse and Grace Period Maturity Date
Paid-Up Life Coverage Beyond
Insurance Maturity
Misstatement of Age or Delay of Payments
Sex Minor Owner or
Suicide Beneficiary
Incontestability
------------------------------ --------------------------- --------
EXPENSES
Deductions from Premium Surrender Charge
Monthly Deduction
Transfer Charge Paid-Up Life
Insurance Charge
Series Fund Charges
------------------------------ --------------------------- --------
POLICY DISTRIBUTIONS
Policy Loans Death Benefits
Surrender Payment of Proceeds
Partial Withdrawals
------------------------------ --------------------------- --------
TAX MATTERS
Life Insurance Other Policy Owner
Qualification Tax Matters
Tax Treatment of Loans
and Other Distributions
------------------------------ --------------------------- --------
MISCELLANEOUS
Our Management Legal Proceedings
Distribution of the Independent Auditors
Policies Reports to You
Voting Rights Do You Have Questions?
State Regulation
------------------------------ --------------------------- --------
ILLUSTRATIONS
---------------------------------------------------------- --------
FINANCIAL STATEMENTS
2
<PAGE>
- -----------------------------------------------------------
DEFINITIONS
ACCUMULATION VALUE is the dollar value of all amounts accumulated under the
Policy (in both the variable investment options and the fixed investment
options). The Policy sets forth the calculation of the value of Accumulation
Units.
ALLOCATION DATE is the first Business Day following the completion of your
"right to examine period" .
BENEFICIARY is the person(s) or other legal entity who receives the death
benefits of the Policy, if any, upon the insured's death.
BUSINESS DAY is each day that the New York Stock Exchange is open for trading.
CASH SURRENDER VALUE is the Accumulation Value, less any Policy loans, unpaid
loan interest, and any applicable surrender charge.
LOAN ACCOUNT is an account we maintain for your Policy if you have a Policy loan
outstanding. The Loan Account is credited with interest and is not affected by
the experience of the Variable Account. The Loan
Account is part of our general account.
MONTHLY DEDUCTION is a monthly charge which includes a mortality and expense
risk charge, an administrative charge, a charge for the cost of any riders in
effect for that month and a cost of insurance charge.
NET AMOUNT AT RISK means the death benefit less the Accumulation Value on a
Monthly Deduction date after deducting the rider charges, if any, the risk
charge for the current month, and the administrative charge. If the Policy's
death benefit option is option 2, the Net Amount at Risk is the specified amount
of insurance coverage.
NO LAPSE PERIOD is a period of time during which the Policy will not lapse as
long as specified premiums are paid and no withdrawals are taken or Policy loans
are outstanding.
OWNER is you --- the person(s) who may exercise all rights and privileges under
the Policy.
POLICY is the Ultra Variable Life Policy, a flexible premium variable universal
life policy offered by us through this Prospectus.
POLICY YEAR/MONTH/ANNIVERSARY are measured from respective anniversary dates of
the date of issue of the Policy.
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 investment portfolio of one of the Series Funds.
US, WE, OUR, UNITED OF OMAHA is United of Omaha Life Insurance Company.
VALUATION PERIOD is the period commencing at the close of business of the New
York Stock Exchange on each Business Day and ending at the close of business on
the next succeeding Business Day.
VARIABLE ACCOUNT is United of Omaha Separate Account B, a separate account
maintained by us.
WRITTEN NOTICE is written notice, signed by you, that gives us the information
we require and is received at United of Omaha, Variable Product Services, P.O.
Box 8430, Omaha, Nebraska 68103-0430.
- -----------------------------------------------------------
THIS PROSPECTUS MAY ONLY BE USED TO OFFER THE 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.
THIS PROSPECTUS GENERALLY DESCRIBES ONLY THE VARIABLE INVESTMENT
OPTIONS, EXCEPT WHEN THE FIXED RATE OPTIONS ARE SPECIFICALLY MENTIONED.
3
<PAGE>
- -----------------------------------------------------------
INTRODUCTION AND SUMMARY
THIS INTRODUCTION AND SUMMARY BRIEFLY NOTES SOME OF THE IMPORTANT THINGS
ABOUT THE POLICY, BUT IT IS NOT A COMPLETE DESCRIPTION OF THE POLICY. THE REST
OF THIS PROSPECTUS CONTAINS MORE COMPLETE INFORMATION, AND YOU SHOULD READ THE
ENTIRE PROSPECTUS CAREFULLY.
The ULTRA VARIABLE LIFE Policy described in this Prospectus is a variable
universal life insurance policy issued by United of Omaha Life Insurance
Company. The Policy pays a death benefit upon the insured's death, and a Cash
Surrender Value is available if you surrender the Policy. The insured person
cannot be over 90 when we issue the Policy. You have considerable flexibility
under the Policy; within certain limits, you can vary the amount and timing of
premium payments, change the death benefit, and transfer amounts among the
investment options. The minimum initial premium is the amount necessary to
purchase $100,000 of insurance coverage.
The Policy is a variable universal life Policy, which means that you can
allocate your premium to up to 30 different variable investment options, where
you can gain or lose money on your investment. You may also allocate your
premiums to up to two fixed rate options, where we guarantee you will earn a
fixed rate of interest. The death benefit can also vary up or down as a result
of that investment experience. However, the death benefit will not be less than
the current specified amount of insurance coverage less any outstanding Policy
loans and unpaid loan interest.
There is no guaranteed minimum Accumulation Value. Regardless of whether you
pay the planned premiums, the Policy could lapse if the Accumulation Value is
not sufficient to pay the Monthly Deduction. However, the Policy will not lapse
during the No-Lapse Period, if you pay the required premium.
The variable investment options are not direct investments in mutual funds,
but are Subaccounts of the Variable Account. Each Subaccount in turn invests in
a particular investment portfolio. You may transfer your Accumulation Value
among the Subaccounts and between the Subaccounts and the fixed rate options,
subject to certain restrictions (in particular, restrictions on transfers out of
the fixed rate options).
You can surrender the Policy completely, make a partial cash withdrawal, and
take out a Policy loan, subject to certain restrictions. However, surrenders,
withdrawals and loans may be taxable and subject to a penalty tax.
BUYING THE POLICY MIGHT NOT BE A GOOD WAY OF REPLACING EXISTING LIFE
INSURANCE, ESPECIALLY IF YOU ALREADY OWN A FLEXIBLE PREMIUM VARIABLE LIFE
INSURANCE POLICY.
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 gives you 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 vary as a result of the investment experience of the variable
investment options that you select. The Accumulation Value will always vary in
accordance with that investment experience.
A significant advantage of the Policy is that it provides the
ability to accumulate capital on a tax-deferred basis. The
purchase of a Policy to fund a tax-qualified retirement account
does not provide any additional tax deferred treatment of
earnings beyond the treatment provided by the tax-qualified
retirement plan itself. However, the Policy does provide benefits
such as lifetime income payments, family protection through death
benefits, guaranteed fees, and asset allocation models.
COMPARED TO MUTUAL FUNDS. The Policy is designed to provide life insurance
protection. Although the underlying investment portfolios operate like mutual
funds and have the same investment risks, in many ways the Policy differs from
mutual fund investments. The main differences are:
4
<PAGE>
o The Policy provides a death benefit based on the life of the insured.
o The Policy can lapse with no value if your Accumulation Value is not enough
to pay a Monthly Deduction unless the Policy is in a No-Lapse Period.
o Insurance-related charges not associated with mutual fund investments are
deducted from the values of the Policy.
o We, not you, own the shares of the underlying investment portfolios. You
have interests in our Subaccounts that invest in the investment portfolios
that you select.
o Premiums paid are held in the Federated Prime Money Fund II portfolio until
the end of any "right to examine period" required by state law plus five
Business Days.
o Federal income tax liability on any earnings is deferred until you receive a
distribution from the Policy.
o Transfers from one Subaccount to another are accomplished without tax
liability.
o Premature withdrawals may be subject to a 10% federal tax penalty. Policy
earnings that would be treated as capital gains in a mutual fund are treated
as ordinary income, although (a) such earnings are exempt from taxation if
received as a death benefit, and (b) taxation is deferred until such
earnings are distributed.
o The Policy might be a "modified endowment contract." If it is, then (a)
there will be a 10% penalty tax on withdrawals before age 59 1/2; (b)
withdrawals would be deemed to come from earnings first (taxable), then from
your investment; and (c) loans will be treated as withdrawals.
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 vary
by state, and are stated on the cover of your Policy.
<PAGE>
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 The minimum initial premium required is based on the initial specified
amount of insurance coverage (minimum amount of $100,000).
o Additional premium payments may be required pursuant to a planned
premium schedule. Payments in addition to planned premiums may be
made, within limits.
o Additional premiums may be required to prevent the Policy from
lapsing. Payment of the planned premiums may NOT be enough to keep the
Policy from lapsing, except in some circumstances during the No-Lapse
Period.
------------------------------------------------------------------
DEDUCTIONS BEFORE ALLOCATING PREMIUM
Premium Charges per premium payment:
o 3.75% of each premium for state and federal tax expenses (which may be
more or less than the actual amount of federal and state tax expense
that we will pay).
o $2 from each premium for premium processing expenses.
------------------------------------------------------------------
-------------------------------------------------------------------------------
INVESTMENT OF PREMIUM
o You direct the allocation of all net premiums among the 30 Subaccounts
of the Variable Account, the fixed account and the systematic transfer
account. Each Subaccount invests in a corresponding investment
portfolio.
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
CHARGES DEDUCTED FROM ASSETS
o We take a Monthly Deduction Amount out of your Accumulation Value (the
annual rates set forth below are calculated as a percentage of
Accumulation Value) composed of:
- 0.70% for mortality and expense risk charge during Policy Years 1 - 10;
0.25% after Policy Year 10. The mortality and risk charge after Policy
Year 10 will never exceed the guaranteed maximum charge of 0.55%.
- $7 administrative charge.
- A cost of insurance charge (based on the Net Amount at Risk).
- Rider charges (if any).
5
<PAGE>
o $10 fee for transfers among the Subaccounts and the fixed account (first
12 transfers per Policy Year are free). o Investment advisory fees and
operating expenses are deducted from the assets of each investment
portfolio.
-----------------------------------------------------------------------------
--------------------------------------------------------------------------
ACCUMULATION VALUE
Your Accumulation Value is equal to your net premiums, as adjusted up or
down each Business Day to reflect your Subaccounts' investment experience,
earnings on amounts you have invested in the fixed account and the
systematic transfer accounts, charges deducted, and other Policy
transactions (such as loans 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>
- ---------------------------------------------------------------- -----------------------------------------
<S> <C>
ACCUMULATION VALUE BENEFITS DEATH BENEFIT
o After the first Policy Year (at any time in Indiana), o Received income tax free to
you can take loans for amounts up to 100% of Cash Beneficiary.
Surrender Value (less loan interest to the end of the o Available as lump sum or under
Policy Year and a sufficient Monthly Deduction to keep a variety of payout options.
the Policy in force for at least one month) at a net o Two death benefit options are
annual interest rate charge of 2%. available:
o Preferred loans are available beginning in the 10th (1) greater of (a) current
Policy Year and later with a net interest rate charge of specified amount; or (b)
0%. All loans become preferred loans beginning in the Accumulation Value on the date of
10th Policy Year. death plus a corridor amount; or
o You can surrender the Policy in full at any time for (2) Accumulation Value plus the
its Cash Surrender Value, or withdraw part of the greater of (a) the current
Accumulation Value (after the first Policy Year). A specified amount, or (b) a corridor
surrender charge, based upon issue age, sex, risk class, amount.
and the amount of time you have had your Policy, may apply o Flexibility to change death
to any surrender or reduction in the specified amount of benefit option and specified amount
insurance coverage for the first 12 Policy Years. Federal of insurance coverage.
taxes and tax penalties may also apply. o Rider benefits are available.
o If the Policy is a modified endowment contract, then DEATH BENEFIT PROCEEDS PAID ARE REDUCED
Policy loans will be treated as withdrawals for tax BY ANY POLICY LOAN BALANCE AND UNPAID
purposes. LOAN INTEREST.
o Fixed and variable payout options are available.
</TABLE>
- --------------------------------------------------------------------------------
The ILLUSTRATIONS section at the end of this Prospectus has illustration tables
demonstrating how the Policy operates, given the Policy's expenses and several
assumed rates of return. These tables may assist you in comparing the Policy's
death benefits, Cash Surrender Values and Accumulation Values with those of
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 your specific situation.
For more detailed information about the Policy,
Please read the rest of this Prospectus and the Policy.
6
<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, trust services, and investment sales and brokerage services. The
Mutual of Omaha Companies have a proud tradition of supporting environmental
education, beginning with 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 (except New York), and the District of Columbia. As of December 31,
1999, United of Omaha had assets of over $10 billion.
We may from time to time publish (in advertisements, sales literature and
reports to Policy Owners) the ratings and other information assigned to us by
one or more independent rating organizations such as A.M. Best Company, Moody's
Investors Service, Inc., Standard & Poor's Rating Services, and Duff & Phelps
Credit Rating Company. The purpose of the ratings is to reflect our financial
strength and/or claims-paying ability. The ratings do not bear on the investment
performance of assets held in the Variable Account or on the safety or the
degree of risk associated with an investment in the Variable Account.
- -----------------------------------------------------------
INVESTMENT OPTIONS
The investment results of each investment portfolio, whose
investment objectives are described below, are likely to
differ significantly. You should consider carefully, and on
a continuing basis, which investment portfolios or
combination of investment portfolios and fixed rate options
best suits your 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 premiums to one or a combination of the variable
investment options or the fixed rate options (although allocations to the
systematic transfer account are limited to initial premium and rollovers only).
Allocations must be in whole percentages and total 100%.
You can choose among 30 variable investment options and two-fixed rate
options.
o VARIABLE INVESTMENT OPTIONS
The investment portfolios are not available for purchase
directly by the general public, and are not the same as
other mutual fund portfolios with very similar or nearly
identical names that are sold directly to the public.
However, the investment objectives and policies of certain
investment portfolios available under the Policy are very
similar to the investment objectives and policies of other
portfolios that are or may be managed by the same investment
adviser or manager. Nevertheless, the investment performance
and results of the investment portfolios available under the
Policy may be lower, or higher, than the investment results
of such other (publicly available) investment portfolios.
There can be no assurance, and no representation is made,
that the investment results of any of the investment
portfolios available under the Policy will be comparable to
the investment results of any other mutual fund portfolio,
even if the other portfolio has the same investment adviser
or manager and the same investment objectives and policies,
and a very similar name.
For detailed information about any investment portfolio,
including its performance history, refer to the prospectus
for that investment portfolio.
With the Policy's variable investment options, you bear the investment
risk, not us. You control the amount of money you invest in each of the
investment portfolios, and you bear the risk those portfolios will perform worse
than you expect.
The Variable Account, United of Omaha Separate Account B, provides you
with 30 variable investment options in the form of Series Fund investment
portfolios. 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 Subaccount of the Variable Account corresponding to that portfolio, and the
Subaccount in turn invests in the portfolio. The Accumulation Value of your
Policy depends directly on the investment performance of the portfolios that you
select.
7
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C> <C>
- ---------------- ---------------------------------------------------- ------------------------------------
Variable Investment Options
Asset Under United of Omaha Separate Account B Objective
Category * (Series Fund - Portfolio)
- ---------------- -----------------------------------------------------------------------------------------
Investments
- ---------------- ---------------------------------------------------- ------------------------------------
MFS Variable Insurance Trust -
MFS EMERGING GROWTH SERIES PORTFOLIO (5) Long-term capital appreciation.
AGGRESSIVE
GROWTH
- ------------------- ---------------------------------------------------- ------------------------------------
Common stock of emerging growth companies,
including companies located outside of the U.S.
which may be classified as emerging markets.
- ------------------- ---------------------------------------------------- ------------------------------------
Alger American Fund -
ALGER AMERICAN SMALL CAPITALIZATION PORTFOLIO (1) Long-term capital appreciation.
- ------------------- ---------------------------------------------------- ------------------------------------
Common stock of small capitalization companies.
- ------------------- -----------------------------------------------------------------------------------------
Deutsche Asset Management VIT Funds -
DEUTSCHE VIT SMALL CAP EQUITY INDEX VIT FUND Long-term capital appreciation.
PORTFOLIO (12)
- ------------------- -----------------------------------------------------------------------------------------
Common stock of small capitalization companies.
- ------------------- -----------------------------------------------------------------------------------------
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 non-U.S. companies.
- ------------------- -----------------------------------------------------------------------------------------
Scudder Variable Life Investment Fund -
SCUDDER VLIF INTERNATIONAL PORTFOLIO (9) Long-term capital appreciation.
- ------------------- ---------------------------------------------------- ------------------------------------
Common stock of non-U.S. companies.
- ------------------- -----------------------------------------------------------------------------------------
Scudder Variable Life Investment Fund - Long-term capital appreciation.
SCUDDER VLIF GLOBAL DISCOVERY PORTFOLIO (9)
- ------------------- -----------------------------------------------------------------------------------------
Common stock of small U.S. and non-U.S. companies.
- ------------------- -----------------------------------------------------------------------------------------
Morgan Stanley Dean Witter Universal Funds, Inc. -
MSDW EMERGING MARKETS EQUITY PORTFOLIO (6) Long-term capital appreciation.
- ------------------- ---------------------------------------------------- ------------------------------------
Equity securities of growth companies located in "emerging" foreign
countries (countries whose economies are less
economically mature than those of developed
nations).
- ------------------- -----------------------------------------------------------------------------------------
Deutsche Asset Management VIT Funds - Long-term capital appreciation
DEUTSCHE VIT EAFE EQUITY INDEX FUND PORTFOLIO(12)
- ------------------- -----------------------------------------------------------------------------------------
Common stock of non-U.S. companies.
- ------------------- -----------------------------------------------------------------------------------------
MFS Variable Insurance Trust - High current income.
BOND - MFS HIGH INCOME SERIES PORTFOLIO (5)
HIGH YIELD
- ------------------- ---------------------------------------------------- ------------------------------------
High yield, 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.
GROWTH
- ------------------- ---------------------------------------------------- ------------------------------------
Common stock of U.S. growth companies.
- ------------------- -----------------------------------------------------------------------------------------
8
<PAGE>
MFS Variable Insurance Trust -
MFS RESEARCH SERIES PORTFOLIO (5)
- ------------------- ---------------------------------------------------- ------------------------------------
<PAGE>
Long-term capital appreciation
and future income.
- ------------------- ---------------------------------------------------- ------------------------------------
Common stock or comparable securities of
companies expected to possess better-than-average
prospects for long-term growth.
- ------------------- -----------------------------------------------------------------------------------------
Fidelity Variable Insurance Products Fund II -
FIDELITY VIP II CONTRAFUND PORTFOLIO (3) Long-term capital appreciation.
- ------------------- ---------------------------------------------------- ------------------------------------
Common Stock of companies, foreign and domestic,
which the fund manager believes are currently
undervalued.
- ------------------- -----------------------------------------------------------------------------------------
Alger American Fund -
ALGER AMERICAN GROWTH PORTFOLIO (1) Long-term capital appreciation.
- ------------------- ---------------------------------------------------- ------------------------------------
Equity securities of companies with total market
capitalization of $1 billion or more.
- ------------------- -----------------------------------------------------------------------------------------
Pioneer Variable Contracts Trust -
PIONEER MIDCAP VALUE FUND PORTFOLIO (8) Long-term capital appreciation.
- ------------------- ---------------------------------------------------- ------------------------------------
Securities of mid-size companies, which the fund
manager believes are currently undervalued.
- ------------------- ---------------------------------------------------- ------------------------------------
MFS Variable Insurance Trust -
MFS CAPITAL OPPORTUNITIES SERIES PORTFOLIO (5) Capital appreciation.
- ------------------- ---------------------------------------------------- ------------------------------------
Common stock and related securities of foreign
and domestic companies.
- ------------------- ---------------------------------------------------- ------------------------------------
Pioneer Variable Contracts Trust - Capital appreciation.
PIONEER GROWTH SHARES PORTFOLIO(8)
- ------------------- ---------------------------------------------------- ------------------------------------
Common stock and equity securities of U.S. companies.
- ------------------- -----------------------------------------------------------------------------------------
Fidelity Variable Insurance Products Fund II - Capital appreciation
FIDELITY VIP II INDEX 500 PORTFOLIO (3) with current income.
GROWTH &
INCOME
- ------------------- ---------------------------------------------------- ------------------------------------
Common stock of companies that comprise the S & P
500 index.
- ------------------- -----------------------------------------------------------------------------------------
Scudder Variable Life Investment Fund - Long-term capital appreciation
SCUDDER VLIF GROWTH AND INCOME PORTFOLIO (9) with current income.
- ------------------- -----------------------------------------------------------------------------------------
Common and preferred stock, and securities
convertible into common stock, of companies that
offer the prospect for growth while paying
current dividends.
- ------------------- -----------------------------------------------------------------------------------------
Pioneer Variable Contracts Trust -
PIONEER FUND PORTFOLIO(8) Current income and capital
appreciation.
- ------------------- -----------------------------------------------------------------------------------------
Equity securities, primarily of U.S. companies.
- ------------------- -----------------------------------------------------------------------------------------
T. Rowe Price Equity Series, Inc. - Dividend income and long-term
T. ROWE PRICE EQUITY INCOME PORTFOLIO (11) capital appreciation.
EQUITY
INCOME
- ------------------- -----------------------------------------------------------------------------------------
Common stock of established companies that pay
dividends.
- ------------------- ---------------------------------------------------- ------------------------------------
Fidelity Variable Insurance Products Fund - Dividend income and capital
FIDELITY VIP EQUITY INCOME PORTFOLIO (3) appreciation surpassing the S&P
500 average.
- ------------------- ---------------------------------------------------- ------------------------------------
Securities of established companies that produce
income and capital appreciation.
- ------------------- -----------------------------------------------------------------------------------------
Pioneer Variable Contracts Trust - Current income and long-term
PIONEER EQUITY-INCOME PORTFOLIO (8) capital appreciation.
- ------------------- -----------------------------------------------------------------------------------------
Income producing equity securities of U.S. companies.
- ------------------- -----------------------------------------------------------------------------------------
T. Rowe Price Equity Series, Inc. - (11) Capital appreciation and income.
T. ROWE PRICE PERSONAL STRATEGY BALANCED PORTFOLIO
BALANCED
- ------------------- -----------------------------------------------------------------------------------------
Diversified portfolio of stock, bonds and money
market securities.
- ------------------- ---------------------------------------------------- ------------------------------------
Fidelity Variable Insurance Products Fund II - High total return.
FIDELITY VIP II ASSET MANAGER PORTFOLIO (3, 4)
- ------------------- -----------------------------------------------------------------------------------------
Diversified portfolio of domestic and foreign
stock, bonds, short-term and money market
securities.
- ------------------- -----------------------------------------------------------------------------------------
MFS Variable Insurance Trust - Income and capital appreciation.
BOND - MFS GLOBAL GOVERNMENTS SERIES PORTFOLIO (5)
INTERNATIONAL
- ------------------- -----------------------------------------------------------------------------------------
Foreign and U.S. government bonds or other debt securities.
- ------------------- -----------------------------------------------------------------------------------------
Federated Insurance Series - Current income.
FEDERATED FUND FOR U.S. GOVERNMENT SECURITIES II
PORTFOLIO (2)
9
<PAGE>
BOND -
DOMESTIC
- ------------------- -----------------------------------------------------------------------------------------
U.S. government securities.
- ------------------- ---------------------------------------------------- ------------------------------------
T. Rowe Price Fixed Income Series, Inc. - Current income.
T. ROWE PRICE LIMITED TERM BOND PORTFOLIO (11)
- ------------------- ---------------------------------------------------- ------------------------------------
Short- and intermediate-term investment grade
debt securities.
- ------------------- -----------------------------------------------------------------------------------------
Current income.
Morgan Stanley Dean Witter Universal Funds, Inc. -
MSDW FIXED INCOME PORTFOLIO (7)
- ------------------- -----------------------------------------------------------------------------------------
Diversified portfolio of fixed income securities.
- ------------------- ---------------------------------------------------- ------------------------------------
Federated Insurance Series - Current income.
MONEY MARKET FEDERATED PRIME MONEY FUND II PORTFOLIO (2)
- ------------------- -----------------------------------------------------------------------------------------
High quality fixed income securities maturing in
13 months or less.
- ------------------- -----------------------------------------------------------------------------------------
</TABLE>
(*) Asset category designations are our own to help you gain insight into each
portfolio's intended objectives, but do not assure that any portfolio will
perform consistent with the categorization. INFORMATION CONTAINED IN THE SERIES
FUNDS' PROSPECTUSES SHOULD BE READ CAREFULLY BEFORE INVESTING IN ANY SUBACCOUNT.
INVESTMENT ADVISERS OF THE SERIES FUNDS:
(1) Fred Alger Management, Inc.
(2) Federated Investment Management Company.
(3) Fidelity Management & Research Company.
(4) Fidelity 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 Investment Management, Inc.
(7) Miller Anderson & Sherrerd, LLP.
(8) Pioneer Investment Management, Inc.
(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.
(12) Bankers Trust Company.
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 are insured or guaranteed by the U.S. Government.
The investment advisers of the Series Funds and the investment portfolios
are described in greater detail in the prospectuses for the Series Funds.
Each investment portfolio is designed to provide an investment vehicle for
variable annuity and variable life insurance contracts issued by various
insurance companies. For more information about the risks associated with the
use of the same funding vehicle for both variable annuity and variable life
insurance contracts of various insurance companies, see the prospectuses of the
Series Funds which accompany this Prospectus.
We may receive revenues from the investment portfolios or their investment
advisers. These revenues may depend on the amount our Variable Account invests
in the Series Fund and/or any portfolio thereof.
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 the 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 business unrelated to the Variable
Account. 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. We are responsible to you for meeting the obligations of the
Policy, but we do not guarantee the investment performance of any of the
investment portfolios. We do not make any representations about their future
performance. THE INVESTMENT PORTFOLIOS MAY FAIL TO MEET THEIR OBJECTIVES, AND
THEY COULD GO DOWN IN VALUE. 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.
10
<PAGE>
o ADDING, DELETING, OR SUBSTITUTING VARIABLE OPTIONS
We do not control the Series Funds, so we cannot guarantee that any of the
investment portfolios will always be available. We retain the right to change
the investments of the Variable Account.
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 in the eliminated portfolio. If you do
not reallocate these amounts, we will automatically reinvest them in the
Federated Prime Money Fund II 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 assets of the Variable Account to other accounts.
11
<PAGE>
o FIXED RATE OPTIONS
The actual net effective minimum interest rate, after
deduction of the mortality and expense risk charge, is
guaranteed to yield 3.3% per year (compounded annually) for
the first 10 Policy Years and 3.45% per year thereafter
(except in Maryland, where the minimum net rates will yield
-0.7% per year for the first ten Policy Years and -0.55% per
year thereafter).
There are two fixed rate options: a systematic transfer account and a fixed
account. With fixed rate options, we bear the investment risk. This means we
guarantee that you will earn a minimum interest rate. This minimum interest rate
is guaranteed to yield 4.0% per year, compounded annually, in all states except
Maryland (the -minimum rate is guaranteed to yield 0.0% for policies issued in
Maryland). We may declare a higher current interest rate. Whatever interest rate
we declare will be guaranteed for at least one year. HOWEVER, YOU BEAR THE RISK
THAT WE WILL NOT CREDIT MORE INTEREST THAN WILL YIELD 4.0% PER YEAR (OR MORE
THAN 0.0% IN MARYLAND) FOR THE LIFE OF THE POLICY. We have full control over how
assets allocated to fixed rate options are invested, and we bear the risk that
those assets will perform better or worse than the amount of interest we have
declared. The focus of this Prospectus is to disclose the Variable Account
aspects of the Policy. For additional details regarding the fixed investment
options, see the Policy.
o SYSTEMATIC TRANSFER ACCOUNT (MAY NOT BE AVAILABLE IN ALL STATES)
The systematic transfer account is the fixed rate option used if you elect
to participate in the systematic transfer enrollment program ("STEP program")
when you buy the Policy. The STEP program is used to automatically transfer a
predetermined dollar amount on a monthly basis to any of the Subaccounts you
choose. You cannot transfer amounts from the STEP program to the fixed account.
The allocation and the predetermined dollar amount may not be changed once the
STEP program is elected. You must have a minimum of $5,000 in your systematic
transfer account in order to participate in the STEP program. No additional
funds may be allocated to a systematic transfer account after you purchase the
Policy (except for funds designated to be transferred into the Policy pursuant
to an Internal Revenue Code Section 1035 exchange).
Funds allocated to the systematic transfer account must be completely
transferred to the Variable Account in 12 months. Transfers from the systematic
transfer accounts do not count toward the 12 free transfers allowed each Policy
Year. You may not transfer funds into any systematic transfer account. The
systematic transfer account may not be used to practice "market timing", and we
may disallow transactions involving this account on that basis.
All amounts allocated to the fixed rate options become 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.
FIXED ACCOUNT AND SYSTEMATIC TRANSFER ACCOUNT
The fixed account and the systematic transfer account are part of our
general account assets. Our general account includes all our assets except those
segregated in the Variable Account or in any other separate investment account.
You may allocate premiums 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 rate options. We have sole
discretion to invest the assets of our general account, subject to applicable
law.
We have sole discretion to set current interest rates of
fixed rate options. We do not guarantee the level of future
interest rates of fixed rate options, except that they will
not be less than the guaranteed minimum interest rate.
WE HAVE COMPLETE DISCRETION TO DECLARE INTEREST IN EXCESS OF THE GUARANTEED
MINIMUM RATE, OR NOT TO DECLARE ANY EXCESS INTEREST. However, once declared, we
guarantee that any rate will last for at least one year. Different rates of
interest may be credited to the systematic transfer account and the fixed
account.
12
<PAGE>
We guarantee that, prior to the payment of the death benefit or at the
Policy maturity date, the amount in your fixed account or systematic transfer
account will be not be less than:
(i) the amount of premiums allocated or Accumulation Value transferred to the
fixed account or systematic transfer account, plus
(ii) interest at the guaranteed minimum interest rate, plus
(iii)excess interest (if any) credited to amounts in the fixed account or
systematic transfer account, less
(iv) that part of the Monthly Deduction allocated to the fixed account or
systematic transfer account, less
(v) any premium taxes or other taxes allocable to the fixed account or
systematic transfer account, and less
(vi) any 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 or to a loan account.
o TRANSFERS
The Policy is designed for long-term investment, not for active trading or
"market timing." Excessive transfers could harm other Policy Owners by having a
detrimental effect on portfolio management. After the "right to examine" period,
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:
TRANSFER 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 The first 12 transfers each Policy Year from Subaccounts are free. The rest
cost $10 each. We will allow no more than 24 transfers in any Policy Year.
This fee is deducted from the amount transferred.
o A transfer from the fixed account:
may be made only once each Policy Year;
- is free;
- may be delayed up to six months (30 days in West Virginia)
- 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 initial transfer during that year.
o We reserve the right to limit transfers, or to modify transfer privileges
and we reserve the right to change the transfer rules at any time.
o If the Accumulation Value in any Subaccount falls below $500, we may
transfer the remaining balance, without charge, to the Federated Prime Money
Fund II portfolio.
o Transfers made pursuant to participation in the dollar cost averaging, asset
allocation, STEP or rebalancing programs are not subject to the amount or
timing limitations of these rules, nor are they subject to a transfer
charge. See the sections of this Prospectus describing those programs for
the rules of each program.
o If you transfer amounts from the fixed account to the Variable Account, we
can restrict or limit any transfer of those amounts back to the fixed
account.
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 of this authorization any time.
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.
o DOLLAR COST AVERAGING
The dollar cost averaging and the STEP program are intended
to 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. However, there is no
guarantee that either program will result in higher
Accumulation Value or otherwise be successful.
Our dollar cost averaging program allows you to automatically transfer, on a
periodic basis, a set dollar 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:
13
<PAGE>
DOLLAR COST AVERAGING 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 There must be at least $5,000 of Accumulation Value in the Subaccount or
fixed account from which transfers are being made to begin dollar cost
averaging.
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 annual transfer
amount is 10% of that account's value at the time of the first dollar cost
averaging transfer during that year. There is no maximum transfer amount
limitation out of the Subaccounts
o Dollar cost averaging program transfers cannot begin before the end of a
Policy's "right to examine" period. You may specify that transfers be made
on the 1st through the 28th day of the month. Transfers will be made on the
date you specify (or if that is not a Business Day, then on the next
Business Day). If you do not select a date, the program will begin on the
next Policy Monthly Anniversary following the date the Policy's "right to
examine" 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.
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 Subaccount. It allows
you to use a dollar cost averaging concept to move your initial premium from a
fixed interest rate account into variable investment options within a 12-month
period. You cannot transfer funds from the STEP account into the fixed account.
If you want to move funds from a fixed interest rate account into variable
investment options over a longer time period using the same concept, then you
should use the dollar cost averaging program. (However, we anticipate crediting
a higher interest rate on amounts in the systematic transfer account than on
amounts in the regular fixed account.)
You cannot transfer
amounts from the STEP
account to the fixed
account.
STEP PROGRAM RULES:
o The STEP program is free.
o Can only be selected on the initial application.
o Must have at least $5,000 in the systematic transfer account to begin the
program.
o Amount transferred each month must be at least an amount sufficient to
transfer the entire amount out of the systematic transfer account in 12
equal monthly payments.
o Transfers must be at least $50 per Subaccount.
o No new premiums may be allocated to this account after you purchase the
Policy, except for funds designated in the application to be transferred
into the
o Policy pursuant to an Internal Revenue Code Section 1035
exchange.Upon receipt of funds by Section 1035 exchange, the 12 monthly
payment requirement is restarted and the minimum monthly transfer amount is
recalculated.
o Cannot begin before the end of the Policy's "right to examine" period.
o You may specify that transfers be made on the 1st through the 28th day of
the month. Transfers will be made on the date you specify (or if that is
not a Business Day, the transfer will be made on the next Business Day). 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 "right to
examine" 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 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.
14
<PAGE>
o ASSET ALLOCATION PROGRAM
The asset allocation program allows you to allocate premiums and Policy
value among designated Subaccounts 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. The fixed rate options are not included
in this program.
ASSET ALLOCATION PROGRAM RULES:
o The asset allocation program is free.
o You must request the asset allocation program in the Policy application or
by Written Notice or an authorized telephone transaction.
o Changed instructions, or a request to end this program, must also be by
Written Notice or an authorized telephone transaction.
o You must have at least $10,000 of Accumulation Value (other than amounts in
a loan account) to begin the asset allocation program.
o Transfers made pursuant to this program do not count in determining whether
a transfer fee applies.
o Asset allocation and STEP programs cannot run at the same time.
o The asset allocation program will automatically rebalance your Accumulation
Value in the Subaccounts to the model you select on an annual basis, unless
you designate semi-annual or quarterly rebalancing.
o The Series Funds that are included in a model may change from period to
period. Your election to use a model will remain in effect, without regard
to changes in the funds in that model, unless you provide us with changed
instructions.
The asset allocation program does not protect against a loss, and otherwise is
not guaranteed to achieve your goal.
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------
ASSET ALLOCATION MODELS
CURRENT ALLOCATIONS*
- ------------------------------------ ------------- ------------- ----------- -------------- ------------
Portfolio Principal Portfolio Income Capital Equity
Conserver Protector Builder Accumulator Maximizer
(conservative)(moderately (moderate) (moderately (aggressive)
conservative) aggressive)
% % % % %
- ------------------------------------ ------------- ------------- ----------- -------------- ------------
<S> <C> <C> <C> <C> <C>
MFS Emerging Growth Series 3 5
Alger American Small Capitalization 5 10
Deutsche Small Cap Equity Index 3 4 6 7
VIT Fund
Pioneer Real Estate Growth 4 5 6
T.Rowe Price International Stock 6 7 12
Scudder VLIF International 15
Deutsche EAFE Equity Index VIT Fund 5 7 9 9 10
MFS High Income Series 5 5 5
T.Rowe Price New American Growth 5 7 9
MFS Capital Opportunities Series 4 8 10 10 9
Fidelity VIP II Index 500 5 10 10 11 12
Fidelity VIP Equity Income 5 9 11
Pioneer Equity Income 7 10 10 8 6
MFS Global Governments Series 5 6 6
T.Rowe Price Limited Term Bond 43 32 20 15
MSDW Fixed Income 6
Federated Prime Money Fund II 20 13 5
</TABLE>
---------------------------------------------------------------------------
* WE RETAIN THE RIGHT TO CHANGE ALLOCATION MODEL ALLOCATIONS OR TO
SUBSTITUTE PORTFOLIO OPTIONS THEREIN IN FUTURE PROSPECTUSES. AMOUNTS YOU
ALLOCATE TO A MODEL PORTFOLIO WILL BE INVESTED PURSUANT TO THE THEN CURRENT
PORTFOLIO ALLOCATIONS FOR THAT MODEL.
---------------------------------------------------------------------------
We use Ibbotson Associates, Inc. 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 investment portfolios) to quantify the benefits of
diversification for particular investment profiles.
15
<PAGE>
o REBALANCING PROGRAM
The rebalancing program allows you to rebalance your Accumulation Value
among designated Subaccounts and the fixed account pursuant to your instructions
on a quarterly, semiannual, or annual basis. Rebalancing utilizes your
allocation instructions in effect at the end of the STEP program period (so it
never rebalances any assets to the systematic transfer account). You may change
your rebalancing allocation instructions at any time. Any change will be
effective when the next rebalancing occurs.
REBALANCING PROGRAM 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 (other than
amounts in a Loan account) to begin the rebalancing program.
o You may have rebalancing occur quarterly, semiannually or annually.
o Transfers made pursuant to this program do not count in determining whether
a transfer fee applies.
o If you elect the asset allocation program, your Accumulation Value in the
Subaccounts will automatically be rebalanced to the model you choose on an
annual basis, unless you elect semi-annual or quarterly rebalancing.
The rebalancing program does not protect against a loss and may not achieve your
goal.
16
<PAGE>
- -----------------------------------------------------------------------
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 your 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 Accumulation Value, or until all proceeds have been paid as
a death benefit, or until it lapses because premiums paid and its Accumulation
Value are insufficient to keep the Policy in force and the No-Lapse Period is
not in effect, or if a Policy loan exists, the Cash Surrender Value is equal to
or less than the amount of the loan.
o POLICY APPLICATION AND ISSUANCE
Replacing an existing life insurance policy is not always
your best choice. Evaluate any replacement carefully.
To purchase a Policy, you must submit an application with the minimum
initial premium and provide evidence of the proposed insured's insurability.
Before accepting an application, we conduct underwriting to determine
insurability. We reserve the right to reject any application or premium for any
reason. If your application is in good order upon receipt, we will credit your
initial premium on the date the Policy is issued. All premiums are allocated to
the Federated Prime Money Fund II portfolio until the end of the "right to
examine" period, and only then to your selected 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.
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.
- - The Beneficiary's full name, Social Security number, and other information
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 (including health and medical information about the insured,
and other information we deem relevant).
- - Your agent must be both properly licensed and appointed with us.
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 to
your Policy any payment made by check until your bank has honored the check.
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 any additional premiums received on or after the date we receive your
Written Notice or authorization.
INITIAL PREMIUM PAYMENT:
- - Must be enough to purchase $100,000 of insurance coverage, or a greater
specified amount.
- - The net premium is invested in the Federated Prime Money Fund II until the
end of the "right to examine" period.
ADDITIONAL PREMIUM PAYMENTS:
- - Additional premiums can only be made until the insured's age 100 (except as
may be required in a grace period).
- - If a premium increases the specified amount of coverage, it is subject to
the insured's continued insurability and our underwriting requirements.
- - 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. Because the Policy's Accumulation Value can fluctuate depending
upon the performance of your selected variable investment options, PAYMENT
OF THE PLANNED PREMIUMS DOES NOT GUARANTEE THAT YOUR POLICY WILL REMAIN IN
FORCE. YOUR POLICY CAN LAPSE EVEN IF YOU PAY ALL PLANNED PREMIUMS ON TIME.
However, there may be a "no lapse" guaranty, described below.
17
<PAGE>
- - If there is a Policy loan, you should identify any payment intended to
reduce a loan as a loan repayment, otherwise it will be treated as a
premium and added to the Accumulation Value.
- - Additional premiums are applied pursuant to your current investment
allocation instructions, unless you give us different instructions by
Written Notice or authorized telephone transaction at the time you make an
additional premium payment.
- - We reserve the right to limit premiums or refund any values so the Policy
qualifies 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 charge for taxes (3.75%) and premium processing expenses
($2.00). On the date of each Monthly Deduction after the date of issue, the
Accumulation Value equals:
As explained in the EXPENSES section below, once each month,
on the Date of a Monthly Deduction Amount, certain charges
are deducted from your Accumulation Value. These charges are
called the "Monthly Deduction."
(a) the total of the values in each Subaccount; plus
(b) the accumulation value of the fixed account; plus
(c) the accumulation value of any Loan Account; less
(d) the Monthly Deduction for the current month.
The value for each Subaccount equals:
(a) the current number of accumulation units for that Subaccount;
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 applicable Subaccount for the Valuation Period during which
the net premium is allocated to the Subaccount. 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 applicable investment
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 the date of each Monthly
Deduction, before deducting the Monthly Deduction, equals:
(a) the value as of the date of the last Monthly Deduction; plus
(b) any net premiums credited since the date of the last Monthly
Deduction; plus
(c) any transfers from the Subaccounts to the fixed account since the
date of the last Monthly Deduction ; plus
(d) any transfers from the Loan Account to the fixed account since
the date of the last Monthly Deduction ; less
(e) any transfers from the fixed account to the Subaccounts since the
date of the last Monthly Deduction ; less
(f) any transfers from the fixed account to the Loan Account since
the date of the last Monthly Deduction ; less
(g) any partial withdrawals and surrender charges taken from the
fixed account since the date of the last Monthly Deduction ; plus
(h) interest credited to the fixed account.
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
18
<PAGE>
o LAPSE
BECAUSE THE POLICY'S ACCUMULATION VALUE CAN FLUCTUATE DEPENDING UPON THE
PERFORMANCE OF YOUR SELECTED VARIABLE INVESTMENT OPTIONS, YOUR POLICY CAN LAPSE,
EVEN IF YOU PAY ALL PLANNED PREMIUMS ON TIME.
NO POLICY LOAN EXISTS: The Policy will lapse if, on the date of a
Monthly Deduction, the Accumulation Value is not enough to cover the Monthly
Deduction (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 the date of a Monthly
Deduction when the Cash Surrender Value is not enough to cover the Monthly
Deduction and any loan interest due , and a grace period expires without a
sufficient premium payment.
A lapse of the Policy may result in adverse tax consequences.
o NO-LAPSE GUARANTY
The Policy will not lapse during a No-Lapse Period, even if the Cash
Surrender Value is insufficient to pay the Monthly Deduction Amount, if you meet
the minimum monthly premium requirements AND the following rules:
- - The Policy has never been reinstated;
- - There is no additional insured term insurance rider covering the insured
attached to the Policy;
- - There is both a minimum no-lapse period and a lifetime no-lapse period, and
they have different minimum monthly premium requirements that must be met
in order for the no-lapse guaranty to apply. The respective (minimum or
lifetime) monthly premium requirement is met on the date of any Monthly
Deduction when the total premiums paid since the Policy's date of issue,
less any partial withdrawals, accumulated at 4% interest, less any
outstanding Policy loan, equals or exceeds the required 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.)
- - The No-Lapse guaranty will vary from state to state and the lifetime
No-Lapse guaranty is not available in all states).
o GRACE PERIOD
As explained above, the Policy can lapse, under certain circumstances, if
there is insufficient value to pay the Monthly Deduction. However, we allow you
a 61-day grace period to make a premium payment sufficient to cover the Monthly
Deduction and any loan interest due.
- - We will mail notice to you of the insufficiency within 30 days of the start
of the grace period.
- - 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
loans and interest on those loans 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 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.
o PAID-UP LIFE INSURANCE (WHERE A POLICY LOAN EXISTS)
You can use this rider provision, under certain circumstances, to keep the
Policy from lapsing when you have a large Policy loan (or loans) outstanding.
This rider may not be available in all states. If you are age 75 or older and
have had your Policy for 15 years, you can exercise the right to have a Policy
rider issued that provides that your Policy will never lapse and will provide
paid-up life insurance, even if the Policy would otherwise soon lapse. We will
deduct 3% of the Accumulation Value on the date you exercise this rider.
Additional requirements on the date you exercise this rider are: - The Policy
loan balance cannot exceed 96% of the Accumulation Value. Any loan exceeding
this amount must be repaid.
- - The Policy loan balance must exceed the specified amount of insurance
coverage.
- - Policy loans taken in the last 36 months must be less than 30% of the
entire amount of Policy loans outstanding.
- - Any additional insured term riders attached to your Policy must be removed.
19
<PAGE>
- - After the rider is in effect, we will not accept any additional premium,
nor will we allow any changes in the specified amount of insurance coverage
or death benefit option. In Maryland, the monthly deductions will be zero
after exercise of this rider.
- - 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 provision equals the
Accumulation Value on the date you elect this guarantee, less the 3% deduction,
with the resulting difference multiplied by 105%. On that date this amount will
become the specified amount of insurance coverage under the Policy. The death
benefit under the Policy will be the greatest of:
(a) the current specified amount of insurance coverage on the date of death;
or
(b) the Policy's Accumulation Value on the date of death, multiplied by the
applicable corridor percentage shown in the Policy for the insured's
attained age; or
(c) the Policy's loan balance on the date of death, multiplied by the
applicable corridor percentage shown in the Policy for the Insured's
attained age.
The death benefit payable will be reduced by any loan balance. The corridor
percentage will not be less than 1%.
We believe this provision, when exercised, will prevent the Policy from
lapsing. The Internal Revenue Service's position on this point is unclear, and
we do not warrant any tax effect. You should consult your tax advisor before
exercising this rider provision.
o MISSTATEMENT OF AGE OR SEX
If the insured's age or sex were misstated, all Policy payments and benefits
will be those that 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 (and in Missouri, the insured
intended suicide at the time coverage was applied for). 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 or
for two years from the date of reinstatement.
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.
20
<PAGE>
<TABLE>
<CAPTION>
o TELEPHONE TRANSACTIONS
<S> <C>
TELEPHONE TRANSACTIONS PERMITTED: TELEPHONE TRANSACTION RULES:
o Transfers. o Only you may elect. Do so on the Policy application
o Partial withdrawals or loans of or by prior Written Notice authorization to us.
$10,000 or less by you (may be o Must be received by close of the New York Stock
restricted in community property Exchange ("NYSE") (usually 3 p.m. Central Time); if later,
states). the transaction will be processed the next day the NYSE is
o Change of premium allocations. open.
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.
</TABLE>
We are not liable for following authorized telephone transaction
instructions we reasonably believe to be genuine.
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.
On a reinstated Policy, there will be a re-establishment of surrender
charges, if any, measured from the original date of issue.
The effective date of reinstatement will be the date we approve the
application for reinstatement.
The specified amount of insurance coverage of the reinstated Policy may not
exceed the specified amount of insurance coverage at the time of lapse. The
Accumulation Value on the effective date of reinstatement will equal the amount
of reinstatement premium 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 Policy 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 as described
above under the Lapse and Grace Period provision. 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.
o COVERAGE BEYOND MATURITY
At least 30 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 Notice. The following will apply:
The tax consequences of continuing a Policy beyond the
insured's age 100 are unclear. Please consult a tax advisor.
- - We will maintain your allocation of Accumulation Value to the
Subaccounts and the fixed account according to your instructions.
- - The cost of insurance charge will be zero.
- - The risk charge will be zero.
- - The administrative charge will be zero.
- - The corridor percentage will be fixed at 101%.
- - The death benefit option will be the option described in the Policy as
Option 1.
- - Any riders (except the paid-up life insurance rider) attached to the
Policy that are then in force will terminate.
- - The insured's date of death will be considered the Policy's maturity date.
- - You cannot pay any more premiums.
- - All other rights and benefits as described in the Policy will be
available during the insured's lifetime.
- - The Policy's death benefit, net of loan interest and any outstanding
loan balance, will be extended past the original maturity date, even if
the Policy has no Cash Surrender Value.
- - Any outstanding loan continues to accrue interest expense.
21
<PAGE>
The tax consequences associated with extending coverage beyond maturity are
unclear. A tax advisor should be consulted before making such an election.
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 seven days after we
receive your Written Notice. We can postpone such payments or any transfers out
of a Subaccount if: (i) the 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 SEC 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 (30 days in West Virginia)
from the date we receive your Written Notice.
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 owns the Policy in his or her 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 will retain the minor's interest on deposit
until the minor attains the age of majority.
22
<PAGE>
- ----------------------------------------------------------
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 investment portfolio; those
expenses are described in each Series Fund prospectus.
o DEDUCTIONS FROM PREMIUM
o TAX CHARGE - 3.75% OF EACH PREMIUM PAYMENT.
Many states and municipalities impose a premium tax on us, 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.) Please note that the actual federal and
state taxes that we will pay on a particular Policy may be more or less than the
amount we collect.
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 deduct a Monthly Deduction from the Policy's Accumulation Value on each
monthly anniversary of the date of issue (the "Monthly Deduction Date"),
consisting of: (1) the COST OF INSURANCE CHARGE; (2) the COST OF RIDERS CHARGE;
(3) the RISK CHARGE; and (4) the ADMINISTRATIVE CHARGE.
Charges based on the Accumulation Value are calculated before the Monthly
Deduction is 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 is for providing insurance protection under the
Policy. The amount of the current 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. We expect a profit from this charge.
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 (which is set forth in the Policy); divided by
- - $1,000.
The net amount at risk in any month equals:
- - The death benefit; less
- - The Accumulation Value after deducting the rider charge, if any, the
risk charge and the administrative charge for the current month.
23
<PAGE>
o RISK CHARGE - YEARS 1-10: 0.70% OF ACCUMULATION VALUE (ON AN ANNUAL BASIS);
YEARS 11+: 0.25% (WHICH WE MAY INCREASE TO A MAXIMUM CHARGE OF 0.55%)
The risk charge is 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 0.25% of the Accumulation Value. The risk
charge after Policy Year 10 will never exceed a maximum charge of 0.55% of the
Accumulation Value. The charge is deducted as 0.05833% of the Accumulation
Value, deducted on the date the Monthly Deduction is assessed, for the first 10
Policy Years, and 0.02083% (which we may increase to a maximum charge of
0.04583%) of the Accumulation Value, deducted on the date the Monthly Deduction
is assessed, 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. We expect a profit from this charge.
o ADMINISTRATIVE CHARGE - $7
The administrative charge partially compensates us for our costs in issuing
and administering the Policy and operating the Variable Account.
o COST OF RIDERS (riders may not be available in all states)
ADDITIONAL INSURED RIDER. This rider provides term insurance, for the
primary insured 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
insurance 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 primary
insured's issue age, sex (except in Montana), and risk and rate class. The
charge for this rider increases on an annual basis.
ACCIDENTAL DEATH BENEFIT RIDER. This rider provides additional coverage in
the event of an accidental death, at a cost which 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 one-half of the base Policy's
specified amount of insurance coverage.
DISABILITY RIDER. This rider provides a benefit in the event of disability
of the Owner, at a cost which 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 elected, multiplied by the amount of the monthly deduction.
PAID-UP LIFE INSURANCE RIDER. This rider guarantees to keep your Policy in
force as paid-up life insurance if 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. (This rider is described in the IMPORTANT POLICY PROVISIONS
section, above.)
WAIVER OF SURRENDER CHARGE RIDER. No cost.
ACCELERATED DEATH BENEFIT RIDER. This rider provides a full payout of the
lesser of 94% of the Policy's death benefit (88% in Washington), or $500,000,
for the primary insured with evidence of a 12-month life expectancy or less (24
months in Washington). There is no premium or cost of insurance charge for this
rider, and it automatically attaches to all Policies with face amounts between
$50,000 and $500,000. If this rider option is exercised, all other riders and
the base Policy will terminate.
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. Transfers
from the systematic transfer account are free and do not count toward these 12.
Transfers made pursuant to participation in the dollar cost averaging, asset
allocation, STEP or rebalancing programs are not subject to the transfer charge
rules. See the sections of this prospectus describing those programs for the
rules of each program.
o SURRENDER CHARGE (ALSO APPLIES TO DECREASES IN SPECIFIED AMOUNT OF
INSURANCE COVERAGE)
Upon a total surrender or partial withdrawal from your Policy, we may deduct
a surrender charge from the amount of the surrender or partial withdrawal. If
the Policy's current specified amount of insurance coverage 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 of coverage. For example, for a male age 35 at issue, in the
nontobacco risk class and the preferred rate class, the 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 12th year and zero thereafter. Generally, the
surrender charge is higher the older you are when the Policy is issued, subject
to state nonforfeiture requirements (which generally limits surrender charges at
higher ages). The highest aggregate surrender charge is $53 for each $1,000 of
specified amount of insurance coverage in the first year, declining to $10 per
$1,000 in the ninth 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 the administrative charge (each 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.
24
<PAGE>
NURSING HOME WAIVER. Any partial withdrawal or surrender 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 after 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 partial withdrawal or surrender while 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 of our choice and at our
expense.
We will not accept any additional premiums under your Policy once you
elect this waiver.
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 (LIMITED LIFE EXPECTANCY WAIVER IN PENNSYLVANIA).
Any partial withdrawal or surrender after 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 of our choice and at our expense.
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 partial withdrawal or surrender 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 of the
Policy (except in Pennsylvania).
TRANSPLANT WAIVER. Any partial withdrawal or surrender 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 or Insured 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 partial withdrawal or surrender 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. Partial withdrawals or
surrenders 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.
25
<PAGE>
o SERIES FUND CHARGES
Each Series Fund investment 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 portfolio annual
expenses:
[TO BE ADJUSTED]
<TABLE>
<CAPTION>
Series Fund Annual Expenses1 Management Other Expenses Total Portfolio
(as a percentage of average net assets) Fees ( after Annual Expenses
(after fee expense (after fee waiver
Portfolio: waiver)(a) reimbursement)(a) and expense
reimbursement)(a)
- ------------------------------------------------- ---------------- ---------------- ===================
<S> <C> <C> <C>
Alger American Growth
Alger American Small Capitalization
Deutsche VIT EAFE Equity Index Fund
Deutsche VIT Small Cap Equity Index Fund
Federated Prime Money Fund II (a)
Federated Fund for U.S. Government Securities
II (a)
Fidelity VIP II Asset Manager (a),
Fidelity VIP II Contrafund (a)
Fidelity VIP Equity Income (a)
Fidelity VIP II Index 500
MFS Capital Opportunities Series (a)
MFS Emerging Growth Series
MFS Global Governments Series (a)
MFS High Income Series
MFS Research Series
MSDW Emerging Markets Equity (a)
MSDW Fixed Income (a)
Pioneer Equity-Income
Pioneer Growth Shares
Pioneer Fund
Pioneer Midcap Value Fund
Pioneer Real Estate Growth (a)
Scudder VLIF Global Discovery (a), (b)
Scudder VLIF Growth and Income (c)
Scudder VLIF International
T. Rowe Price Equity Income (d)
T. Rowe Price International Stock (d)
T. Rowe Price Limited-Term Bond (d)
T. Rowe Price New America Growth (d)
T. Rowe Price Personal Strategy Balanced (d)
=======================================================================================================
1 The fee and expense data regarding each Series Fund, which are fees and
expenses for 1999, was provided to United of Omaha by the respective Series
Fund. The Series Funds are not affiliated with United of Omaha. We have not
independently verified these figures.
26
<PAGE>
(a) Without fee waiver or expense reimbursement limits, the following funds
would have had the charges set forth below:
TOTAL PORTFOLIO
PORTFOLIO MANAGEMENT FEES OTHER EXPENSES ANNUAL EXPENSES
--------------------------------------
------------------ --------------- ===================
Federated Prime Money Fund II
Federated Fund for U.S. Government
Securities II
Fidelity VIP II Asset Manager
Fidelity VIP II Contrafund
Fidelity VIP Equity Income
Fidelity VIP II Index 500
MFS Capital Opportunities Series
MFS Global Governments Series
MFS High Income Series
MSDW Emerging Markets Equity
MSDW Fixed Income
Pioneer Real Estate Growth
Scudder VLIF Global Discovery
-------------------------------------- ------------------ --------------- ===================
(b) Other Expenses includes a 0.25% 12b-1 fee assessed for payment of
distribution administration expenses.
(c) Other Expenses includes a 0.23% 12b-1 fee assessed for payment of
distribution administration expenses.
(d) T. Rowe Price Funds do not itemize management fees and other expenses.
===============================================================================
</TABLE>
<PAGE>
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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, or surrender it for its cash
surrender value. Tax penalties and surrender charges may apply to amounts taken
out of your Policy. The cash surrender value is the Accumulation Value less any
applicable surrender charge and less any outstanding Policy loan and unpaid loan
interest.
<TABLE>
<CAPTION>
o POLICY LOANS
Amount You Can Borrow Loan Interest Rate
- -------------------------------------------------------------- ------------------------------------------
<S> <C>
STANDARD POLICY LOAN. After the first Policy Year (at any STANDARD POLICY LOAN. Net annual loan
time in Indiana), you may borrow up to 100% of the cash interest rate of 2%: we charge an
surrender value, less loan interest to the end of the Policy interest rate in advance with a 6%
Year, and less a Monthly Deduction that is sufficient to effective annual yield, but we also
continue the Policy in force for at least one month. credit an interest rate with an
effective annual yield of 4% to any
amounts in the Loan Account.
- -------------------------------------------------------------- ------------------------------------------
PREFERRED POLICY LOAN. Available beginning in the 10th PREFERRED POLICY LOAN. Net annual loan
Policy Year. Any loan outstanding at the beginning of the interest rate of 0%: we charge an
10th Policy Year will become a preferred Policy loan from interest rate in advance with a 6%
that point forward. effective annual yield, but we also
credit an interest rate with an
effective annual yield of 6% to any amounts
in the Loan Account.
- --------------------------------------------------------------------------------
WE BELIEVE A PREFERRED POLICY LOAN WILL NOT AFFECT TAX TREATMENT OF THE
POLICY, BUT TAX LAW IS UNCLEAR ON THIS POINT AND WE DO NOT WARRANT ITS TAX
EFFECT. YOU MAY WISH TO CONSULT YOUR TAX ADVISOR BEFORE TAKING A PREFERRED
POLICY LOAN.
- -------------------------------------------------------------------------------
</TABLE>
LOAN RULES
o The Policy must be assigned to us as sole security for the loan.
o We will transfer all loan amounts from the Subaccounts and the fixed account
to a 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 Subaccounts and the fixed account 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 among the Subaccounts and the fixed account in the
same percentages as the Accumulation Value is allocated on the date of
repayment. We will treat any amounts you pay us as a premium unless you
specify that it is a loan repayment.
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.
o We may defer making a loan for six months (30 days in West Virginia) unless
the loan is to pay premiums to us.
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<PAGE>
o SURRENDER
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 the 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%.
While the insured is alive, you may terminate the Policy for its Cash
Surrender Value. Following a surrender, all your rights in the Policy end.
SURRENDER RULES
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 prior to age
59 1/2.
o We may defer payment from the fixed account or the systematic transfer
account for up to six months (30 days in West Virginia).
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 request (either by Written Notice
or, for amounts of $10,000 or less, by an authorized telephone transaction).
Amounts withdrawn may be subject to a surrender charge (as defined in the Policy
and the EXPENSES section of this Prospectus) unless one of the surrender charge
waiver provisions is applicable.
If DEATH BENEFIT OPTION 1 (described below) is in effect, then the current
specified amount of insurance coverage will be reduced by the amount of any
partial 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 insurance coverage. We will send you an amendment
showing the current specified amount of insurance coverage after the withdrawal.
If DEATH BENEFIT OPTION 2 (described below) is in effect, the Accumulation
Value will be reduced by the amount of the partial withdrawal (but the specified
amount will not change).
PARTIAL WITHDRAWAL RULES
o Partial withdrawals are made first from premiums paid and then from
earnings, beginning with the most recent premium payment.
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 insurance coverage is 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
withdrawal amounts 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.
o Withdrawals from the systematic transfer account will not affect the minimum
monthly transfer amount from that account, so they 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 (30 days in West Virginia)
from the date we receive your request.
o Partial withdrawals may change the minimum and lifetime monthly premium
requirements applicable to the NO-LAPSE PERIOD provision.
o Partial withdrawals may be taxable and subject to a 10% federal tax penalty.
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<PAGE>
o DEATH BENEFIT
We will pay a death benefit after we receive necessary documentation of the
Insured's death, and we have sufficient information about the Beneficiary to
make the payment. Death benefits may be paid pursuant to a payment option
(including a lump-sum payment) selected by the Beneficiary 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.) If neither you nor the Beneficiary
makes a payment option election within 60 days of our receipt of documentation
of the insured's death, we will issue a lump-sum payment to the Beneficiary.
DEATH BENEFIT OPTIONS
You have a choice of one of two death benefit options. (Option 1 is in
effect unless you elect option 2.)
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<PAGE>
DEATH BENEFIT OPTION 1:
The death benefit is the greater of:
(a) the specified amount of insurance coverage on the date of death; or (b) the
Policy's Accumulation Value on the date of death plus the corridor amount. The
death benefit amount can be level at the specified amount of insurance coverage.
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 insurance coverage on the date of
death; or (b) the corridor amount. The death benefit amount will always vary as
the Accumulation Value goes up or down each day.
The CORRIDOR AMOUNT equals the Accumulation Value on the insured's date of
death multiplied by the corridor percentage from the table shown below for the
insured's attained age.
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, because 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.
RULES FOR CHANGING THE DEATH BENEFIT OPTION
o A change in death benefit option takes effect on the date the Monthly
Deduction is assessed after we receive your Written Notice to change.
o After each change in death benefit option, we will send you an amendment to
the Policy 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.
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 date the
Monthly Deduction is assessed following the date we approve the change. We will
send you an amendment to the Policy showing the current specified amount of
coverage after the change.
RULES FOR CHANGING SPECIFIED AMOUNT
o An increase in the specified amount of coverage requires a new application
and evidence of insurability satisfactory to us.
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 at least $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.
o PAYMENT OF PROCEEDS
You may elect (or the Beneficiary may elect if you do not) to have proceeds paid
as annuity payments under any combination of the fixed and variable payout
options shown in the Policy. (In Maryland only fixed payout options are
available.) If another option is not chosen within 60 days of the date we
receive satisfactory proof of death, we will make payment in a lump sum.
RULES FOR PAYMENT OF PROCEEDS
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 the amount is less
than $2,000, or when the option of payment chosen would result in periodic
payments of less than $20.
30
<PAGE>
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 interest rate used in the
payout options is guaranteed to yield 3% on an annual basis. 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 an interest rate that is guaranteed to yield 3% annually.
Current interest 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 ALB . 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.
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, 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. The number of units for each
Subaccount is determined by dividing the amount of the first payment
attributable to that Subaccount by the value of a unit in that Subaccount when
the first payment is determined.
If the net investment return of a Subaccount for a payment period is equal
to the pro-rated portion of the 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 the assumed
investment rate 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 the assumed investment rate, 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 and other costs and risks
associated with the variable payment options.
o TRANSFERS BETWEEN FIXED AND VARIABLE PAYOUT OPTIONS
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 exchange.
4 transfers are allowed each Policy Year
that a payout option is in effect.
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 we receive any request.
o PAYOUT OPTIONS
The longer the guaranteed or projected proceeds payment
option period, the lower the amount of each payment.
NOTE: UNLESS YOU ELECT A PAYOUT OPTION WITH A GUARANTEED PERIOD OR OPTION 1,
(DESCRIBED BELOW) IT IS POSSIBLE ONLY ONE PAYMENT WOULD BE MADE UNDER THE PAYOUT
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 the continuation of variable payments being made
under option 2 or 6 does not depend upon the payee's remaining alive; you may
surrender your Policy and receive the commuted value of any unpaid payments.
However, if your payment under Option 2 or 6 depends upon the payee's continued
life, you cannot surrender your Policy for cash. In this case, once option
payments commence, payments will end upon the payee's death.
31
<PAGE>
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 five-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 illustrated by 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
an amount computed using either the Lifetime Monthly Income Table set
forth in the Policy (based on the 1983a Mortality Table) 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 FOR THE LIFETIME INCOME OPTION:
GUARANTEED PERIOD - An amount of monthly income is guaranteed for a
specified number of years and thereafter as long as the payee lives.
GUARANTEED AMOUNT - An amount of monthly income is guaranteed 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.
OTHER OPTIONS. We may be able to accommodate making proceeds payments
under other options, including joint and survivor periods. Contact us for
more information.
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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").
o LIFE INSURANCE QUALIFICATION
The Internal Revenue Code of 1986, as amended (the "Code") defines a life
insurance contract for federal income tax purposes. This definition can be met
if an insurance contract satisfies either one of two tests set forth in that
section. The Code and related 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 those tests to the Policy.
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.
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.
32
<PAGE>
MODIFIED ENDOWMENT CONTRACTS. The Code establishes a class of life
insurance contracts designated as modified endowment contracts. The 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 because of 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.
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.
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.
o TAX TREATMENT OF LOANS AND OTHER DISTRIBUTIONS
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. However, 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.
"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.
<PAGE>
DISTRIBUTIONS FROM POLICIES CLASSIFIED AS MODIFIED ENDOWMENT CONTRACTS are
subject to the following tax rules:
(1) All distributions, including surrenders and partial withdrawals, 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 (see box 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 nine 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.
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<PAGE>
Loans from, or secured by, a Policy that is not a modified endowment
contract are not treated as distributions. However, it is possible that
preferred loans 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.
<PAGE>
o OTHER POLICY OWNER TAX MATTERS
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 or
lapse, 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.
INTEREST PAID ON POLICY LOANS generally is not tax deductible.
AGGREGATION OF MODIFIED ENDOWMENT CONTRACTS. Pre-death distributions
(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 recognized on the Policy.
If we or any of our affiliates issue more than one modified endowment contract
to the same Policy Owner 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. Any 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, through the underlying investment portfolios, 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 Variable
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.
POSSIBLE TAX LAW CHANGES. There is always a possibility that the tax
treatment of the Policy could change, by legislation or otherwise. You should
consult a tax advisor with respect to possible tax law changes and their effect
on your intended use of the Policy.
NO GUARANTEES REGARDING TAX TREATMENT. We cannot guaranty the tax treatment
of the Policy or any transaction involving the Policy. You should consult with a
tax adviser if you have tax questions about the Policy.
34
<PAGE>
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MISCELLANEOUS
o OUR MANAGEMENT
DIRECTORS*
Samuel L. Foggie, Sr. Retired Banking and Finance Industry Executive
Carol B. Hallett President and CEO, Air Transport Association of America
Jeffrey M. Heller President & COO, Electronic Data Systems
Thomas W. Osborne University of Nebraska Alumni Association
Richard J. Sampson Retired Insurance Executive of our Company
Oscar S. Straus II- Investments; President, The Daniel and Florence Guggenheim
Foundation
John A. Sturgeon President and COO of our Company
Michael A. Wayne Cancer Instituteand John Wayne Foundation Executive
John W. Weekly Chairman of the Board and CEO of our Company
SENIOR OFFICERS*
- ----------------
John W. Weekly Chairman and Chief Executive Officer
John A. Sturgeon President and Chief Operating Officer
G. Ronald Ames Executive Vice President
Cecil D. Bykerk Executive Vice President (Chief Actuary)
James L. Hanson Executive Vice President (Information Services)
Randall C. Horn Executive Vice President (Individual Insurance)
M. Jane Huerter Executive Vice President (Corporate Secretary)
William C. Mattox Executive Vice President (Federal Government Affairs)
Thomas J. McCusker Executive Vice President (General Counsel)
Daniel P. Neary Executive Vice President (Group Insurance)
Tommie D. Thompson Executive Vice President (Treasurer;Comptroller)
Richard A. Witt Executive Vice President (Chief Investment Officer)
*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 115% of target premium for the
first Policy Year and up to 5% of target premium thereafter. Distributors may
receive additional compensation for amounts received in excess of target
premium. We may also pay other distribution expenses such as production
incentive bonuses, including non-cash awards. These distribution expenses do not
result in any charges under the Policies that are not described under the
EXPENSES section of this Prospectus.
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<PAGE>
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 Series
Funds. The Series Funds may not hold routine annual shareholder meetings.
As a Policy Owner, you have a voting interest in the Series Fund portfolios
you are invested in. The number of votes that you may instruct for a particular
Subaccount is typically determined by your Accumulation Value in the Subaccount.
You will receive proxy material, reports, and other materials relating to each
Series Fund in which you have voting interests.
q DISTRIBUTION OF MATERIALS
We will distribute proxy statements, updated prospectuses and other
materials to you from time to time. In order to achieve cost savings, we may
send consolidated mailings to several owners who reside at the same household in
accordance with the rules of the Securities and Exchange Commission.
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
Department of Insurance of the State of Nebraska and insurance departments of
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
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 are material in relation to our total assets.
o INDEPENDENT AUDITORS
Our Financial Statements as of December 31, 1999 and 1998, and for the
three years ended December 31, 1997, 1998 and 1999, and of United of Omaha
Separate Account B as of December 31, 1999, and for the two years ended December
31, 1999 and 1998 included in the Registration Statement which incorporates this
Prospectus 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 United of Omaha Separate Account B.
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. 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 Services, P.O. Box 8430, Omaha,
Nebraska 68103-0430. Telephone 1-800-238-9354.
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36
<PAGE>
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ILLUSTRATIONS
[TO BE INCLUDED BY A SUBSEQUENT AMENDMENT TO THE REGISTRATION STATEMENT
BEFORE THIS AMENDED REGISTRATION STATEMENT BECOMES EFFECTIVE.]
<PAGE>
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FINANCIAL STATEMENTS
[TO BE INCLUDED BY A SUBSEQUENT AMENDMENT TO THE REGISTRATION STATEMENT
BEFORE THIS AMENDED REGISTRATION STATEMENT BECOMES EFFECTIVE.]
<PAGE>
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 of Omaha Life Insurance
Company's ("United") 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 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.
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 consisting of 36 pages.
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)
Michael E. Huss, Esquire (included in Exhibit 2)
Robert E. Hupf, F.S.A., M.A.A.A. (included in Exhibit 6)
The following exhibits:
EXHIBIT INDEX
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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, Inc. *
(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) Forms of Riders to the Policy. ****
(1) Optional Paid-Up Life Insurance Rider.********
(2) 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. ******
(i) Participation Agreement by and between United of Omaha Life
Insurance Company and BT Insurance Funds Trust. #
(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).
******* Incorporated by reference to the Registration Statement for United of
Omaha Separate Account B filed on February 12, 1999 (File No. 33-35587).
******** Incorporated by reference to the Registration Statement for United of
Omaha Separate Account B filed on April 26, 1999 (File No. 33-35587).
# To be filed by a Post-Effective Amendment filed before the effective date of
this Amended Registration.
<PAGE>
SIGNATURES
Pursuant to the requirements of theSecurities Act of 1933, the registrant has
duly caused this Post-Effective Amendment No. 4 to the Registration Statement of
Form S-6 to be signed on its behalf, in the City of Omaha and State of Nebraska,
on February 29, 2000.
UNITED OF OMAHA SEPARATE ACCOUNT B
(Registrant)
UNITED OF OMAHA LIFE INSURANCE COMPANY
(Depositor)
/s/Thomas J. McCusker
---------------------
By: Thomas J. McCusker
As required by the Securities Act of 1933, this Post-Effective Amendment No. 4
to the Registration Statement has been signed by the following persons in the
capacities and on the duties indicated:
SIGNATURES TITLE DATE
_____*____________________ Chairman of the Board, 2/29/00
John W. Weekly Chief Executive Officer
_____*____________________ Director, President, 2/29/00
John A. Sturgeon Chief Operating Officer
_____*____________________ Treasurer and Comptroller 2/29/00
Tommie Thompson (Principal Financial Officer, and
Principal Accounting Officer)
_____*____________________ Director 2/29/00
-
Samuel L. Foggie
_____*___________________ Director 2/29/00
-
Carol B. Hallett
_____*___________________ Director 2/29/00
Jeffrey M. Heller
_____*__________________ Director 2/29/00
-
Thomas W. Osborn
_____*___________________ Director 2/29/00
-
Richard J. Sampson
_____*___________________ Director 2/29/00
-
Oscar S. Straus II
_____*__________________ Director 2/29/00
Michael A. Wayne
By: /S/ THOMAS J. MCCUSKER Date: February 29, 2000
----------------------------
Thomas J. McCusker
* Signed by Thomas J. McCusker under Powers of Attorney effective indefinitely
as of January 1, 1999, filed as exhibits incorporated by reference in this
Post-Effective Amendment No. 4 to the Registration Statement.
