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PROVIDENTMUTUAL LIFE AND ANNUITY COMPANY OF AMERICA
PROVIDENTMUTUAL VARIABLE LIFE SEPARATE ACCOUNT
SUPPLEMENT DATED FEBRUARY 7, 2000
TO
PROSPECTUS DATED MAY 1, 1999
This supplement describes certain changes to your variable life insurance
contract (the "Contract") issued by Providentmutual Life and Annuity Company of
America ("PLACA").
SUBSTITUTION OF SHARES OF EQUITY 500 INDEX PORTFOLIO OF MARKET STREET FUND,
INC. FOR SHARES OF INDEX 500 PORTFOLIO OF VARIABLE INSURANCE PRODUCTS FUND II
CHANGE OF INVESTMENT OPTIONS
Pursuant to an order of the Securities and Exchange Commission issued on
January 27, 2000, as of February 7, 2000, the Index 500 Portfolio of Variable
Insurance Products Fund II will no longer be available as an investment option
under your Contract. In its place, the Equity 500 Index Portfolio of Market
Street Fund, Inc. will be available as an investment option under your Contract.
INVESTMENT OBJECTIVE. The Equity 500 Index Portfolio seeks to provide
long-term capital appreciation by investing primarily in common stocks included
in the Standard & Poor's 500(R) Composite Stock Price Index.(3) There is no
assurance that the Equity 500 Index Portfolio will achieve its stated objective.
ANNUAL FUND EXPENSES. The following annual expense information for the
Equity 500 Index Portfolio for the year ended December 31, 1998 should be added
to the Expense Table included in your Contract prospectus.
<TABLE>
<CAPTION>
EQUITY 500
INDEX PORTFOLIO
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<S> <C>
MARKET STREET FUND, INC.
ANNUAL EXPENSES
(AS A PERCENTAGE OF AVERAGE NET ASSETS)
Management Fees (Investment Advisory Fees).................. 0.24%
Other Expenses.............................................. 0.04%*
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Total Fund Annual Expenses.................................. 0.28%
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* Because the Equity 500 Index Portfolio was not in existence during 1999,
"Other Expenses" is based on estimated amounts for 2000. These estimated
amounts reflect an expense reimbursement and fee waiver arrangement for 2000.
Absent this arrangement, Total Annual Expenses would be estimated to be 0.39%.
Additional information about the Equity 500 Index Portfolio, including its
investment policies, risks, fees and expenses and all other aspects of its
operations, can be found in the prospectus for the Equity 500 Index Portfolio,
which will be available from PLACA on or before February 7, 2000. This
prospectus should be read carefully before investing.
CHANGE IN SUB-ADVISER
On February 7, 2000, Sterling Capital Management Company ("Sterling")
replaced Denver Investment Advisors as a sub-adviser to the All Pro Small Cap
Value Portfolio. From its investment advisory fees, PIMC pays Sterling a monthly
fee equal to an annual rate of .70% of the average daily net assets of the
Portfolio managed by Sterling.
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(3) Standard & Poor's(R), S&P(R), S&P 500(R), Standard & Poor's 500 and 500 are
trademarks of The McGraw-Hill Companies, Inc. and have been licensed for use
by PLACA and the Market Street Fund, Inc. Neither the Contract nor the
Equity 500 Index Portfolio is sponsored, endorsed, sold, or promoted by
Standard & Poor's, and Standard & Poor's makes no representation regarding
the advisability of investing in the Contract and the Equity 500 Index
Portfolio. (For more information regarding the S&P 500 Index, see "Standard
& Poor's," below.)
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STANDARD & POOR'S
Standard & Poor's(R), S&P 500(R), Standard & Poor's 500 and 500 are
trademarks of The McGraw-Hill Companies, Inc. and have been licensed for use by
PLACA and the Market Street Fund, Inc. ("Market Street"). Neither the Contract
nor the Equity 500 Index Portfolio is sponsored, endorsed, sold or promoted by
Standard & Poor's, a division of The McGraw-Hill Companies, Inc. ("S&P").
S&P makes no representation or warranty, express or implied, to the owners
of the Contract and the Equity 500 Index Portfolio or any member of the public
regarding the advisability of investing in securities generally or in the
Contract and the Equity 500 Index Portfolio particularly or the ability of the
S&P 500 Index to track general stock market performance. S&P's only relationship
to PLACA and Market Street is the licensing of certain trademarks and trade
names of S&P and of the S&P 500 Index which is determined, composed and
calculated by S&P without regard to PLACA, Market Street, the Contract, or the
Equity 500 Index Portfolio. S&P has no obligation to take the needs of PLACA,
Market Street, or the owners of the Contract or the Equity 500 Index Portfolio
into consideration in determining, composing or calculating the S&P 500 Index.
S&P is not responsible for and has not participated in the determination of the
prices and amount of the Contract or the Equity 500 Index Portfolio or the
timing of the issuance or sale of the Contract or the Equity 500 Index Portfolio
or in the determination or calculation of the equation by which the Contract or
the Equity 500 Index Portfolio are to be converted into cash. S&P has no
obligation or liability in connection with the administration, marketing or
trading of the Contract or the Equity 500 Index Portfolio.
S&P DOES NOT GUARANTEE THE ACCURACY AND/OR THE COMPLETENESS OF THE S&P 500
INDEX OR ANY DATA INCLUDED THEREIN AND S&P SHALL HAVE NO LIABILITY FOR ANY
ERRORS, OMISSIONS, OR INTERRUPTIONS THEREIN. S&P MAKES NO WARRANTY, EXPRESS OR
IMPLIED, AS TO RESULTS TO BE OBTAINED BY PLACA, MARKET STREET, OWNERS OF THE
CONTRACT AND THE EQUITY 500 INDEX PORTFOLIO, OR ANY OTHER PERSON OR ENTITY FROM
THE USE OF THE S&P 500 INDEX OR ANY DATA INCLUDED THEREIN. S&P MAKES NO EXPRESS
OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY
OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE S&P 500 INDEX OR
ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT
SHALL S&P HAVE ANY LIABILITY FOR ANY SPECIAL, PUNITIVE, INDIRECT, OR
CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS), EVEN IF NOTIFIED OF THE
POSSIBILITY OF SUCH DAMAGES.
This supplement should be retained with the prospectus for future
reference.
