<PAGE> 1
Supplement dated May 1, 2000 to the Prospectus dated March 13, 2000
Minnesota Life Variable Universal Life Account
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND UNDER THE
HEADING "FUND CHARGES" ON PAGE 6.
<TABLE>
<CAPTION>
Total Total
Annual Annual
Fund Fund
Operating Operating
Expenses Total Expenses
Distribution Without Waivers With
Advisory Other (12b-1) Waivers or and Waivers or
Fee Expenses Fees Reductions Reductions Reductions
-------- -------- ------------ ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
SERIES FUND(1)
Growth.............................................. 0.45% 0.03% 0.25% 0.73% -- 0.73%
Bond................................................ 0.30% 0.06% 0.25% 0.61% -- 0.61%
Money Market........................................ 0.25% 0.06% 0.25% 0.56% -- 0.56%
Asset Allocation.................................... 0.35% 0.03% 0.25% 0.63% -- 0.63%
Mortgage Securities................................. 0.30% 0.06% 0.25% 0.61% -- 0.61%
Index 500........................................... 0.12% 0.05% 0.25% 0.42% -- 0.42%
Capital Appreciation................................ 0.50% 0.04% 0.25% 0.79% -- 0.79%
International Stock(2).............................. 0.59% 0.19% 0.25% 1.03% -- 1.03%
Small Company Growth................................ 0.65% 0.05% 0.25% 0.95% -- 0.95%
Maturing Government Bond 2010(2).................... 0.25% 1.18% -- 1.43% 1.03% 0.40%
Value Stock......................................... 0.50% 0.05% 0.25% 0.80% -- 0.80%
Small Company Value(2).............................. 0.70% 0.81% 0.25% 1.76% 0.66% 1.10%
Global Bond(2)...................................... 0.60% 0.34% 0.25% 1.19% -- 1.19%
Index 400 Mid-Cap(2)................................ 0.15% 0.60% 0.25% 1.00% 0.45% 0.55%
Macro-Cap Value(2).................................. 0.50% 0.78% 0.25% 1.53% 0.63% 0.90%
Micro-Cap Growth(2)................................. 0.95% 0.47% 0.25% 1.67% 0.32% 1.35%
VIP(3)
VIP Equity-Income: Initial Class Shares(4).......... 0.48% 0.09% -- 0.57% 0.01% 0.56%
VIP High Income: Initial Class Shares(4)............ 0.58% 0.11% -- 0.69% -- 0.69%
VIP Contrafund: Initial Class Shares(4)............. 0.58% 0.09% -- 0.67% 0.02% 0.65%
JANUS ASPEN SERIES
Capital Appreciation -- Service Shares(5)........... 0.65% 0.04% 0.25% 0.94% -- 0.94%
International Growth -- Service Shares(5)........... 0.65% 0.11% 0.25% 1.01% -- 1.01%
AVERAGE............................................... 0.48% 0.25% -- 0.93% -- 0.78%
</TABLE>
(1) The shareholders of the fund approved new management fees for certain
portfolios and a distribution (Rule 12b-1) fee, effective May 1, 2000. The table
shows the new management and distribution fees that will be in effect May 1,
2000 and other expenses incurred in fiscal year 1999.
(2) Minnesota Life voluntarily waived certain expenses for these portfolios for
the period ended December 31, 1999. If these portfolios had been charged for
expenses the ratio of expenses to average daily net assets would have been as
shown in the column "Total annual fund operating expenses without waivers or
reductions." It is Advantus Capital's intention to waive other fund expenses
during the current fiscal year which exceed, as a percentage of average daily
net assets, .15% except for the International Stock and Global Bond portfolios
where other fund expenses must exceed 1.00%. Advantus Capital reserves the
option to reduce the level of other fund expenses which it will voluntarily
absorb.
(3) A portion of the brokerage commissions that certain funds pay was used to
reduce fund expenses. In addition, through arrangements with certain funds', or
FMR on behalf of certain funds', custodian, credits realized as a result of
uninvested cash balances were used to reduce a portion of each applicable fund's
expenses. Without these reductions, the total operating expenses presented in
the table would have been .57% for Equity-Income Portfolio, and .67% for
Contrafund Portfolio. These arrangements are described in the VIP prospectuses.
(4) The advisory fee for each of these portfolios is calculated by adding a
group fee rate to an individual fund fee rate and multiplying the result by each
fund's or portfolio's average net assets. These figures represent the actual
1999 averages.
(5) Expenses are based on the estimated expenses that the new Service Shares
Class of each portfolio expects to incur in its initial fiscal year. All
expenses are shown without the effect of expense offset arrangements.
Although the Maturing Government Bond Portfolio with a target maturity of
2002 is included in this prospectus, it is not available for premium allocations
or transfers. The investment advisory fee for this portfolio is .25 percent and
the other expense fee is .85 percent.
F. 54844 5-2000
<PAGE> 2
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND UNDER THE
HEADING "ADVANTUS SERIES FUND, INC." ON PAGE 13.
Advantus Capital has entered into a sub-advisory agreement with Credit
Suisse Asset Management, LLC ("CSAM") with primary offices in New York, New York
under which CSAM provides advisory services to the Capital Appreciation
Portfolio. CSAM replaces Winslow Capital Management, Inc. effective May 1, 2000
as the sub-adviser to the Capital Appreciation Portfolio.
2
<PAGE> 3
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND IN APPENDIX A.
APPENDIX A
ILLUSTRATIONS OF ACCOUNT VALUES AND DEATH BENEFITS
The following tables illustrate how the account value and death benefit of
a policy change with the investment experience of the sub-accounts of the
separate account. The tables show how the account values and death benefit of a
policy issued to an insured of a given age and at a given premium would vary
over time if the investment return on the assets held in each sub-account of the
separate account were a uniform, gross, after-tax rate of 0 percent, 6 percent
or 12 percent. In addition, the account values and death benefits would be
different from those shown if the gross annual investment rates of return
averaged 0 percent, 6 percent and 12 percent over a period of years, but
fluctuated above and below those averages for individual policy years.
The tables illustrate both a policy issued to an insured, age 45 and to an
insured, age 55, in a group-sponsored program issued a group contract. This
assumes a $4.00 monthly administration charge, a 3 percent sales charge, a 2
percent premium tax charge, and a .25 percent federal tax charge. Cost of
insurance charges used in the tables are either the guaranteed maximums or
assumed levels as described in the following paragraph. If a particular policy
has different administration, sales, tax, or cost of insurance charges, the
account values and death benefits would vary from those shown in the tables. The
illustrations of death benefits also vary between tables depending upon whether
the level or variable type death benefits are illustrated.
The account value column in the tables with the heading "Using Maximum
Mortality Charges" shows the accumulated value of premiums paid reflecting
deduction of the charges described above and monthly charges for the cost of
insurance based on the guaranteed maximum rate when there has been simplified
underwriting, which is 125 percent of the maximum allowed under the 1980
Commissioners Standard Ordinary ("CSO") Mortality Table. The account value
column in the table with the heading "Using Current Mortality Charges" shows the
accumulated value of premiums paid reflecting deduction of the charges described
above and monthly charges for the cost of insurance at an assumed level which is
substantially less than the guaranteed rate. Actual cost of insurance charges
for a policy depend on a variety of factors as described in "Account Value
Charges."
The amounts shown for the hypothetical account value and death benefit as
of each policy year reflect the fact that the net investment return on the
assets held in the sub-accounts is lower than the gross, after-tax return. This
is because expenses of the Fund and a daily mortality and expense risk charge
assessed against the net assets of the Variable Universal Life Account are
deducted from the gross return. The mortality and expense risk charge reflected
in the illustrations is at an annual rate of .50 percent. The investment
expenses illustrated represent an average of the investment advisory fee charged
for all Funds covered under this prospectus. The investment advisory fee for
each Portfolio for the last fiscal year is shown under the heading "Fund
Charges" in this prospectus. In addition to the deduction for the investment
advisory fee, the illustrations also reflect a deduction for Portfolio costs and
expenses for the last fiscal year, as illustrated under the heading "What
charges are associated with the policy?--Fund Charges" in this prospectus. The
illustration reflects certain fees and expenses that were waived or voluntarily
absorbed, as detailed in the footnote to the expense table. We do not expect any
changes to the voluntary absorption of expenses policy in the current year.
Therefore, gross annual rates of return of 0 percent, 6 percent and 12 percent
correspond to approximate net annual rates of return of -1.28 percent, 4.72
percent and 10.72 percent.
The tables reflect the fact that no charges for federal, state or local
income taxes are currently made against the Variable Universal Life Account. If
such a charge is made in the future, it will take a higher gross rate of return
to produce after-tax returns of 0 percent, 6 percent and 12 percent than it does
now which produce the account values and death benefits illustrated.
Additionally, the hypothetical values shown in the tables assume that the policy
for which values are illustrated is not deemed an individual policy under OBRA,
and therefore the values do not reflect the additional premium expense charge to
cover Minnesota Life's increased federal tax expense in that situation (as
described in "Federal Tax Charge").
The tables illustrate the policy values that would result based upon the
investment rates of return if the premiums are paid on a monthly basis, and if
no policy loans have been made. The tables are also based on the assumptions
that no partial surrenders have been made, that no transfer charges were
incurred and that no optional riders have been requested. The policy values in
the tables also may reflect an increase in the face amount of insurance to the
minimum amount necessary to maintain the policy's qualification as life
insurance under Section 7702 of the Code. Further, the tables may show a
decrease in the face amount to a level that the account value immediately prior
to the decrease plus the additional illustrated premiums with interest can
provide.
Upon request, we will provide a comparable illustration based on the
proposed insured's age, the face amount of insurance, premium amount and
frequency of payment, the group size and gender mix among other characteristics
of the group and the insurance program.
A-1
<PAGE> 4
DEATH BENEFIT OPTION A
ISSUE AGE 45
FACE AMOUNT OF INSURANCE--$100,000
ANNUAL PREMIUM--$1,800
(MONTHLY PREMIUM--$150)(1)
USING ASSUMED MORTALITY CHARGES*
<TABLE>
<CAPTION>
--ASSUMING HYPOTHETICAL INVESTMENT RETURNS OF--
-------------------------------------------------------------
0% GROSS(2) 6% GROSS(2) 12% GROSS(2)
(-1.28% NET) (4.72% NET) (10.72% NET)
------------------ ------------------ -------------------
END OF ATT ANNUAL ACCOUNT DEATH ACCOUNT DEATH ACCOUNT DEATH
POL YR AGE PREMIUM VALUE BENEFIT VALUE BENEFIT VALUE BENEFIT
- ------ --- ------- ------- -------- ------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1... 46 $1,800 $ 1,457 $100,000 $ 1,504 $100,000 $ 1,551 $100,000
2... 47 1,800 2,886 100,000 3,070 100,000 3,259 100,000
3... 48 1,800 4,277 100,000 4,690 100,000 5,130 100,000
4... 49 1,800 5,642 100,000 6,379 100,000 7,194 100,000
5... 50 1,800 6,992 100,000 8,151 100,000 9,484 100,000
6... 51 1,800 8,307 100,000 9,989 100,000 12,004 100,000
7... 52 1,800 9,575 100,000 11,887 100,000 14,768 100,000
8... 53 1,800 10,810 100,000 13,858 100,000 17,816 100,000
9... 54 1,800 11,990 100,000 15,887 100,000 21,162 100,000
10.. 55 1,800 13,118 100,000 17,978 100,000 24,840 100,000
15.. 60 1,800 17,704 100,000 29,262 100,000 49,579 100,000
20.. 65 1,800 20,300 100,000 42,230 100,000 91,021 109,965
25.. 70 1,800 20,527 100,000 57,771 100,000 159,949 183,942
30.. 75 1,800 13,396 100,000 75,841 100,000 272,168 288,690
</TABLE>
- ------------
(1) A premium payment of $150 is assumed to be paid monthly at the beginning of
each policy month.
(2) Assumes no policy loan has been made.
The hypothetical investment rates of return shown above and elsewhere in this
prospectus are illustrative only and should not be deemed a representation of
past or future investment rates of return. Actual rates of return may be more or
less than those shown and will depend on a number of factors, including the
investment allocations made by an owner, and prevailing interest rates. The
death benefits and account values for a policy would be different from those
shown if the actual rates of return averaged 0%, 6%, and 12% over a period of
years but also fluctuated above or below those averages for individual policy
years. No representations can be made by Minnesota Life or the Funds that these
hypothetical rates of return can be achieved for any one year or sustained over
any period of time.
* This illustration uses assumed mortality charges for a group-sponsored program
issued a group contract. Actual cost of insurance charges for a policy depend
on a variety of factors as described in "Account Value Charges."
A-2
<PAGE> 5
DEATH BENEFIT OPTION A
ISSUE AGE 45
FACE AMOUNT OF INSURANCE--$100,000
ANNUAL PREMIUM--$1,800
(MONTHLY PREMIUM--$150)(1)
USING MAXIMUM MORTALITY CHARGES
<TABLE>
<CAPTION>
--ASSUMING HYPOTHETICAL INVESTMENT RETURNS OF--
-------------------------------------------------------------
0% GROSS(2) 6% GROSS(2) 12% GROSS(2)
(-1.28% NET) (4.72% NET) (10.72% NET)
------------------ ------------------ -------------------
END OF ATT ANNUAL ACCOUNT DEATH ACCOUNT DEATH ACCOUNT DEATH
POL YR AGE PREMIUM VALUE BENEFIT VALUE BENEFIT VALUE BENEFIT
- ------ --- ------- ------- -------- ------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 $1,800 $1,059 $100,000 $ 1,094 $100,000 $ 1,128 $100,000
2 47 1,800 2,067 100,000 2,201 100,000 2,337 100,000
3 48 1,800 3,023 100,000 3,320 100,000 3,636 100,000
4 49 1,800 3,924 100,000 4,450 100,000 5,032 100,000
5 50 1,800 4,767 100,000 5,588 100,000 6,534 100,000
6 51 1,800 5,547 100,000 6,728 100,000 8,148 100,000
7 52 1,800 6,258 100,000 7,865 100,000 9,882 100,000
8 53 1,800 6,892 100,000 8,992 100,000 11,744 100,000
9 54 1,800 7,442 100,000 10,101 100,000 13,744 100,000
10 55 1,800 7,901 100,000 11,184 100,000 15,893 100,000
15 60 1,800 8,659 100,000 16,046 100,000 29,592 100,000
20 65 1,800 5,773 100,000 18,907 100,000 50,974 100,000
25 70 1,800 0 0 16,635 100,000 87,845 101,022
30 75 1,800 0 0 1,781 100,000 152,305 161,508
</TABLE>
- ------------
(1) A premium payment of $150 is assumed to be paid monthly at the beginning of
each policy month.
(2) Assumes no policy loan has been made.
The hypothetical investment rates of return shown above and elsewhere in this
prospectus are illustrative only and should not be deemed a representation of
past or future investment rates of return. Actual rates of return may be more or
less than those shown and will depend on a number of factors, including the
investment allocations made by an owner, and prevailing interest rates. The
death benefits and account values for a policy would be different from those
shown if the actual rates of return averaged 0%, 6%, and 12% over a period of
years but also fluctuated above or below those averages for individual policy
years. No representations can be made by Minnesota Life or the Funds that these
hypothetical rates of return can be achieved for any one year or sustained over
any period of time.
A-3
<PAGE> 6
DEATH BENEFIT OPTION B
ISSUE AGE 45
FACE AMOUNT OF INSURANCE--$50,000
ANNUAL PREMIUM--$1,800
(MONTHLY PREMIUM--$150)(1)
USING ASSUMED MORTALITY CHARGES*
<TABLE>
<CAPTION>
--ASSUMING HYPOTHETICAL INVESTMENT RETURNS OF--
------------------------------------------------------------
0% GROSS(2) 6% GROSS(2) 12% GROSS(2)
(-1.28% NET) (4.72% NET) (10.72% NET)
----------------- ------------------ -------------------
END OF ATT ANNUAL ACCOUNT DEATH ACCOUNT DEATH ACCOUNT DEATH
POL YR AGE PREMIUM VALUE BENEFIT VALUE BENEFIT VALUE BENEFIT
- ------ --- ------- ------- ------- ------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 $1,800 $ 1,551 $51,551 $ 1,601 $ 51,601 $ 1,651 $ 51,651
2 47 1,800 3,075 53,075 3,272 53,272 3,472 53,472
3 48 1,800 4,569 54,569 5,009 55,009 5,476 55,476
4 49 1,800 6,037 56,037 6,822 56,822 7,688 57,688
5 50 1,800 7,486 57,486 8,720 58,720 10,138 60,138
6 51 1,800 8,905 58,905 10,696 60,696 12,837 62,837
7 52 1,800 10,288 60,288 12,746 62,746 15,807 65,807
8 53 1,800 11,642 61,642 14,881 64,881 19,082 69,082
9 54 1,800 12,954 62,954 17,092 67,092 22,683 72,683
10 55 1,800 14,226 64,226 19,383 69,383 26,645 76,645
15 60 1,800 19,804 69,804 31,965 81,965 53,143 103,143
20 65 1,800 23,912 73,912 46,510 96,510 95,731 145,731
25 70 1,800 26,327 76,327 63,169 113,169 164,682 214,682
30 75 1,800 24,306 74,306 79,308 129,308 273,944 323,944
</TABLE>
- ------------
(1) A premium payment of $150 is assumed to be paid monthly at the beginning of
each policy month.
(2) Assumes no policy loan has been made.
The hypothetical investment rates of return shown above and elsewhere in this
prospectus are illustrative only and should not be deemed a representation of
past or future investment rates of return. Actual rates of return may be more or
less than those shown and will depend on a number of factors, including the
investment allocations made by an owner, and prevailing interest rates. The
death benefits and account values for a policy would be different from those
shown if the actual rates of return averaged 0%, 6%, and 12% over a period of
years but also fluctuated above or below those averages for individual policy
years. No representations can be made by Minnesota Life or the Funds that these
hypothetical rates of return can be achieved for any one year or sustained over
any period of time.
* This illustration uses assumed mortality charges for a group-sponsored program
issued a group contract. Actual cost of insurance charges for a policy depend
on a variety of factors as described in "Account Value Charges."
A-4
<PAGE> 7
DEATH BENEFIT OPTION B
ISSUE AGE 45
FACE AMOUNT OF INSURANCE--$50,000
ANNUAL PREMIUM--$1,800
(MONTHLY PREMIUM--$150)(1)
USING MAXIMUM MORTALITY CHARGES
<TABLE>
<CAPTION>
--ASSUMING HYPOTHETICAL INVESTMENT RETURNS OF--
-----------------------------------------------------------
0% GROSS(2) 6% GROSS(2) 12% GROSS(2)
(-1.28% NET) (4.72% NET) (10.72% NET)
----------------- ----------------- -------------------
END OF ATT ANNUAL ACCOUNT DEATH ACCOUNT DEATH ACCOUNT DEATH
POL YR AGE PREMIUM VALUE BENEFIT VALUE BENEFIT VALUE BENEFIT
- ------ --- ------- ------- ------- ------- ------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 46 $1,800 $1,333 $51,333 $ 1,377 $51,377 $ 1,419 $ 51,419
2 47 1,800 2,627 52,627 2,795 52,795 2,967 52,967
3 48 1,800 3,881 53,881 4,257 54,257 4,656 54,656
4 49 1,800 5,094 55,094 5,762 55,762 6,500 56,500
5 50 1,800 6,265 56,265 7,309 57,309 8,511 58,511
6 51 1,800 7,389 57,389 8,898 58,898 10,706 60,706
7 52 1,800 8,464 58,464 10,526 60,526 13,099 63,099
8 53 1,800 9,486 59,486 12,190 62,190 15,707 65,707
9 54 1,800 10,451 60,451 13,887 63,887 18,547 68,547
10 55 1,800 11,356 61,356 15,615 65,615 21,641 71,641
15 60 1,800 14,888 64,888 24,641 74,641 41,834 91,834
20 65 1,800 16,299 66,299 33,824 83,824 72,927 122,927
25 70 1,800 14,475 64,475 41,759 91,759 120,482 170,482
30 75 1,800 7,694 57,694 45,933 95,933 192,940 242,940
</TABLE>
- ------------
(1) A premium payment of $150 is assumed to be paid monthly at the beginning of
each policy month.
(2) Assumes no policy loan has been made.
The hypothetical investment rates of return shown above and elsewhere in this
prospectus are illustrative only and should not be deemed a representation of
past or future investment rates of return. Actual rates of return may be more or
less than those shown and will depend on a number of factors, including the
investment allocations made by an owner, and prevailing interest rates. The
death benefits and account values for a policy would be different from those
shown if the actual rates of return averaged 0%, 6%, and 12% over a period of
years but also fluctuated above or below those averages for individual policy
years. No representations can be made by Minnesota Life or the Funds that these
hypothetical rates of return can be achieved for any one year or sustained over
any period of time.
A-5
<PAGE> 8
DEATH BENEFIT OPTION A
ISSUE AGE 55
FACE AMOUNT OF INSURANCE--$100,000
ANNUAL PREMIUM--$3,000
(MONTHLY PREMIUM--$250)(1)
USING ASSUMED MORTALITY CHARGES
<TABLE>
<CAPTION>
--ASSUMING HYPOTHETICAL INVESTMENT RETURNS OF--
--------------------------------------------------------------
0% GROSS(2) 6% GROSS(2) 12% GROSS(2)
(-1.28% NET) (4.72% NET) (10.72% NET)
------------------ ------------------- -------------------
END OF ATT ANNUAL ACCOUNT DEATH ACCOUNT DEATH ACCOUNT DEATH
POL YR AGE PREMIUM VALUE BENEFIT VALUE BENEFIT VALUE BENEFIT
- ------ --- ------- ------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 56 $3,000 $ 2,304 $100,000 $ 2,379 $100,000 $ 2,453 $100,000
2 57 3,000 4,509 100,000 4,800 100,000 5,097 100,000
3 58 3,000 6,631 100,000 7,280 100,000 7,969 100,000
4 59 3,000 8,662 100,000 9,814 100,000 11,089 100,000
5 60 3,000 10,605 100,000 12,410 100,000 14,490 100,000
6 61 3,000 12,454 100,000 15,065 100,000 18,201 100,000
7 62 3,000 14,214 100,000 17,788 100,000 22,266 100,000
8 63 3,000 15,876 100,000 20,579 100,000 26,725 100,000
9 64 3,000 17,456 100,000 23,456 100,000 31,644 100,000
10 65 3,000 18,936 100,000 26,413 100,000 37,072 100,000
15 70 3,000 24,896 100,000 42,807 100,000 74,940 100,000
20 75 3,000 24,350 100,000 60,545 100,000 140,307 148,650
25 80 3,000 10,140 100,000 81,227 100,000 247,838 260,230
30 85 3,000 0 0 112,566 118,195 418,248 439,161
</TABLE>
- ------------
(1) A premium payment of $250 is assumed to be paid monthly at the beginning of
each policy month.
(2) Assumes no policy loan has been made.
The hypothetical investment rates of return shown above and elsewhere in this
prospectus are illustrative only and should not be deemed a representation of
past or future investment rates of return. Actual rates of return may be more or
less than those shown and will depend on a number of factors, including the
investment allocations made by an owner, and prevailing interest rates. The
death benefits and account values for a policy would be different from those
shown if the actual rates of return averaged 0%, 6%, and 12% over a period of
years but also fluctuated above or below those averages for individual policy
years. No representations can be made by Minnesota Life or the Funds that these
hypothetical rates of return can be achieved for any one year or sustained over
any period of time.
* This illustration uses assumed mortality charges for a group-sponsored program
issued a group contract. Actual cost of insurance charges for a policy depend
on a variety of factors as described in "Account Value Charges."
A-6
<PAGE> 9
DEATH BENEFIT OPTION A
ISSUE AGE 55
FACE AMOUNT OF INSURANCE--$100,000
ANNUAL PREMIUM--$3,000
(MONTHLY PREMIUM--$250)(1)
USING MAXIMUM MORTALITY CHARGES
<TABLE>
<CAPTION>
--ASSUMING HYPOTHETICAL INVESTMENT RETURNS OF--
-------------------------------------------------------------
0% GROSS(2) 6% GROSS(2) 12% GROSS(2)
(-1.28% NET) (4.72% NET) (10.72% NET)
------------------ ------------------ -------------------
END OF ATT ANNUAL ACCOUNT DEATH ACCOUNT DEATH ACCOUNT DEATH
POL YR AGE PREMIUM VALUE BENEFIT VALUE BENEFIT VALUE BENEFIT
- ------ --- ------- ------- -------- ------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 56 $3,000 $1,478 $100,000 $ 1,526 $100,000 $ 1,573 $100,000
2 57 3,000 2,848 100,000 3,034 100,000 3,224 100,000
3 58 3,000 4,109 100,000 4,521 100,000 4,959 100,000
4 59 3,000 5,257 100,000 5,983 100,000 6,788 100,000
5 60 3,000 6,285 100,000 7,412 100,000 8,717 100,000
6 61 3,000 7,178 100,000 8,793 100,000 10,746 100,000
7 62 3,000 7,919 100,000 10,108 100,000 12,875 100,000
8 63 3,000 8,488 100,000 11,333 100,000 15,103 100,000
9 64 3,000 8,859 100,000 12,444 100,000 17,428 100,000
10 65 3,000 9,010 100,000 13,414 100,000 19,852 100,000
15 70 3,000 5,725 100,000 15,307 100,000 34,032 100,000
20 75 3,000 0 0 6,949 100,000 53,852 100,000
25 80 3,000 0 0 0 0 89,024 100,000
30 85 3,000 0 0 0 0 160,189 168,198
</TABLE>
- ------------
(1) A premium payment of $250 is assumed to be paid monthly at the beginning of
each policy month.
(2) Assumes no policy loan has been made.
The hypothetical investment rates of return shown above and elsewhere in this
prospectus are illustrative only and should not be deemed a representation of
past or future investment rates of return. Actual rates of return may be more or
less than those shown and will depend on a number of factors, including the
investment allocations made by an owner, and prevailing interest rates. The
death benefits and account values for a policy would be different from those
shown if the actual rates of return averaged 0%, 6%, and 12% over a period of
years but also fluctuated above or below those averages for individual policy
years. No representations can be made by Minnesota Life or the Funds that these
hypothetical rates of return can be achieved for any one year or sustained over
any period of time.
A-7
<PAGE> 10
DEATH BENEFIT OPTION B
ISSUE AGE 55
FACE AMOUNT OF INSURANCE--$50,000
ANNUAL PREMIUM--$3,000
(MONTHLY PREMIUM--$250)(1)
USING ASSUMED MORTALITY CHARGES*
<TABLE>
<CAPTION>
--ASSUMING HYPOTHETICAL INVESTMENT RETURNS OF--
------------------------------------------------------------
0% GROSS(2) 6% GROSS(2) 12% GROSS(2)
(-1.28% NET) (4.72% NET) (10.72% NET)
----------------- ------------------ -------------------
END OF ATT ANNUAL ACCOUNT DEATH ACCOUNT DEATH ACCOUNT DEATH
POL YR AGE PREMIUM VALUE BENEFIT VALUE BENEFIT VALUE BENEFIT
- ------ --- ------- ------- ------- ------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 56 $3,000 $ 2,537 $52,537 $ 2,619 $ 52,619 $ 2,700 $ 52,700
2 57 3,000 4,999 54,999 5,319 55,319 5,646 55,646
3 58 3,000 7,394 57,394 8,110 58,110 8,869 58,869
4 59 3,000 9,717 59,717 10,989 60,989 12,394 62,394
5 60 3,000 11,969 61,969 13,960 63,960 16,251 66,251
6 61 3,000 14,144 64,144 17,023 67,023 20,472 70,472
7 62 3,000 16,243 66,243 20,181 70,181 25,094 75,094
8 63 3,000 18,262 68,262 23,433 73,433 30,155 80,155
9 64 3,000 20,208 70,208 26,790 76,790 35,708 85,708
10 65 3,000 22,069 72,069 30,243 80,243 41,792 91,792
15 70 3,000 30,101 80,101 49,089 99,089 82,376 132,376
20 75 3,000 33,348 83,348 67,982 117,982 144,438 194,438
25 80 3,000 28,825 78,825 82,995 132,995 237,536 287,536
30 85 3,000 11,492 61,492 86,884 136,884 375,236 425,236
</TABLE>
- ------------
(1) A premium payment of $250 is assumed to be paid monthly at the beginning of
each policy month.
(2) Assumes no policy loan has been made.
The hypothetical investment rates of return shown above and elsewhere in this
prospectus are illustrative only and should not be deemed a representation of
past or future investment rates of return. Actual rates of return may be more or
less than those shown and will depend on a number of factors, including the
investment allocations made by an owner, and prevailing interest rates. The
death benefits and account values for a policy would be different from those
shown if the actual rates of return averaged 0%, 6%, and 12% over a period of
years but also fluctuated above or below those averages for individual policy
years. No representations can be made by Minnesota Life or the Funds that these
hypothetical rates of return can be achieved for any one year or sustained over
any period of time.
* This illustration uses assumed mortality charges for a group-sponsored program
issued a group contract. Actual cost of insurance charges for a policy depend
on a variety of factors as described in "Account Value Charges."
A-8
<PAGE> 11
DEATH BENEFIT OPTION B
ISSUE AGE 55
FACE AMOUNT OF INSURANCE--$50,000
ANNUAL PREMIUM--$3,000
(MONTHLY PREMIUM--$250)(1)
USING MAXIMUM MORTALITY CHARGES
<TABLE>
<CAPTION>
--ASSUMING HYPOTHETICAL INVESTMENT RETURNS OF--
-----------------------------------------------------------
0% GROSS(2) 6% GROSS(2) 12% GROSS(2)
(-1.28% NET) (4.72% NET) (10.72% NET)
----------------- ----------------- -------------------
END OF ATT ANNUAL ACCOUNT DEATH ACCOUNT DEATH ACCOUNT DEATH
POL YR AGE PREMIUM VALUE BENEFIT VALUE BENEFIT VALUE BENEFIT
- ------ --- ------- ------- ------- ------- ------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 56 $3,000 $ 2,092 $52,092 $ 2,160 $52,160 $ 2,227 $ 52,227
2 57 3,000 4,102 54,102 4,365 54,365 4,634 54,634
3 58 3,000 6,030 56,030 6,616 56,616 7,239 57,239
4 59 3,000 7,873 57,873 8,911 58,911 10,060 60,060
5 60 3,000 9,628 59,628 11,248 61,248 13,113 63,113
6 61 3,000 11,286 61,286 13,618 63,618 16,415 66,415
7 62 3,000 12,838 62,838 16,013 66,013 19,981 69,981
8 63 3,000 14,275 64,275 18,421 68,421 23,827 73,827
9 64 3,000 15,583 65,583 20,830 70,830 27,969 77,969
10 65 3,000 16,753 66,753 23,228 73,228 32,425 82,425
15 70 3,000 20,287 70,287 34,685 84,685 60,377 110,377
20 75 3,000 18,531 68,531 43,296 93,296 100,217 150,217
25 80 3,000 8,389 58,389 44,335 94,335 155,206 205,206
30 85 3,000 0 0 31,184 81,184 230,083 280,083
</TABLE>
- ------------
(1) A premium payment of $250 is assumed to be paid monthly at the beginning of
each policy month.
(2) Assumes no policy loan has been made.
The hypothetical investment rates of return shown above and elsewhere in this
prospectus are illustrative only and should not be deemed a representation of
past or future investment rates of return. Actual rates of return may be more or
less than those shown and will depend on a number of factors, including the
investment allocations made by an owner, and prevailing interest rates. The
death benefits and account values for a policy would be different from those
shown if the actual rates of return averaged 0%, 6%, and 12% over a period of
years but also fluctuated above or below those averages for individual policy
years. No representations can be made by Minnesota Life or the Funds that these
hypothetical rates of return can be achieved for any one year or sustained over
any period of time.
A-9
<PAGE> 12
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND IN APPENDIX B.
APPENDIX B
POLICY LOAN EXAMPLE
As an example of the effect of a policy loan upon the policy account value and
the death benefit, assume a policy of an insured age 45 with the following
characteristics: The Variable Universal Life Policy has an Option B death
benefit with a level face amount of $50,000. Further, assume that 100 percent of
net premiums are invested in the sub-accounts of the Variable Universal Life
Account, that the gross investment rate in the Variable Universal Life Account
was 12 percent each year and that Minnesota Life deducted assumed mortality
charges. This situation is shown in Appendix A, "Illustrations of Account Values
and Death Benefits."
Now assume that the insured, who is also the owner of the policy, takes a
policy loan in the amount of $5,000 at the end of the fourth policy year.
When a policy loan is taken, the net cash value is reduced by the amount
borrowed and any accrued interest subsequently charged. The amount borrowed
continues to be a part of the account value, as the amount borrowed becomes part
of the loan account value where it will accrue loan interest credits and will be
held in our general account. Interest is charged on the policy loan at a policy
loan interest rate of 8 percent per year. Interest is also credited to a policy
when there is a policy loan. Interest credits on the policy loan are at a rate
which is not less than the policy loan interest rate less 2 percent per year.
Assume the interest credits in this example will be at 6 percent per year.
The following table shows the effect on the end of fifth year account value
and death benefit, if a policy loan of $5,000 is made at the end of the fourth
year.
<TABLE>
<CAPTION>
End of Year End of Year
Account Value Death Benefit
With Loan* Without Loan With Loan* Without Loan
---------- ------------ ---------- ------------
<S> <C> <C> <C>
$9,900 $10,138 $59,900 $60,138
</TABLE>
Note that the difference in the account values here represents the
difference between the actual policy performance in the sub-accounts of the
Variable Universal Life Account and the interest credited on the principal
amount of the policy loan. If interest credited on a policy loan exceeds the
policy performance, then a policy with a loan will have a greater value than a
policy with no loan activity. Where policy performance exceeds the interest
credited on a policy loan, the resulting policy value will be lower than it
would have been if the loan were not made.
Now consider an identical situation to that above except that the death
benefit is under Option A with a face amount of insurance of $100,000. This
situation is also shown in Appendix A, "Illustrations of Account Values and
Death Benefits." The following table shows the effect on the same fifth year
values if a policy loan of $5,000 is made at the end of the fourth year.
<TABLE>
<CAPTION>
End of Year End of Year
Account Value Death Benefit
With Loan* Without Loan With Loan* Without Loan
---------- ------------ ---------- ------------
<S> <C> <C> <C>
$9,246 $9,484 $100,000 $100,000
</TABLE>
- ------------
* The account values above under the "With Loan" headings include the loan
account value, that is, the amount of the loan plus accrued interest
subsequently credited. If the insured were to surrender the policy at the end
of the fifth year, he or she would receive only the net cash value in the
sub-accounts of the Variable Universal Life Account. The net cash value equals
the account value less the loan account value since there are no charges due.
If the insured were to die at the end of the fifth year we would pay out the
death benefit listed under the "With Loan" heading less the loan account
value.
B-1